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HomeMy WebLinkAboutContract 35081 CITY SECRETARY' CONTRACT NO. MOTOROLA intelligence everywhere" COMMUNICATIONS SYSTEM AGREEMENT CITY OF FORT WORTH, TX MOTOMESH BROADBAND PILOT PROJECT REVISION HISTORY: 1 JP 08/16/06 Draft version delivered to CFW 2 JP l 1/09/06 Inputs from CFW taken and incorporated 3 JP 11/14/06 Inputs from CFW taken and incorporated;a y roved b Motorola legal 4 JP 11/14/06 Modified list of exhibits to reflect proposal 5 JP l 1/15/06 Revised payment terms—Final 6 JP j 02/01/07 1 Revisions requested by CFW legal Citv of Fort Worth,Texas �'' 'i�• ��^'o si�;'(J)9 • CITY SECRETARY fD City of Fort Worth, Texas CONTRACT NO. COMMUNICATION SYSTEM AGREEMENT City of Fort Worth, Texas Motomesh Broadband Pilot Project Motorola, Inc., a Delaware corporation ("Motorola"), and the City of Fort Worth, Texas, a municipal corporation organized under the laws of the state of Texas and situated in Tarrant, Denton, and Wise counties, Texas ("Customer or the City") enter into this Communications System Agreement (the "Agreement" or "Communications System Agreement"), effective as of the last date signed below (the "Effective Date"), pursuant to which Customer will purchase and Motorola will provide Customer with a Communications System to include a pilot Motomesh wireless broadband data communications system serving the Texas Motor Speedway (TMS) and wireless hot spot locations at City of Fort Worth Fire and Police stations. Section 1 EXHIBITS The Exhibits below are hereby incorporated into and made a part of this Agreement. In interpreting this Agreement and resolving any ambiguities, the main body of this Agreement will take precedence over the Exhibits and any inconsistency between the Exhibits will be resolved in the order in which the Exhibits appear below. Exhibit A Motorola Software License Agreement Exhibit B Payment Terms Exhibit C Technical and Implementation Documents C-1 Technology Overview C-2 System Description C-3 Equipment List C-4 Statement of Work C-5 Schedule C-6 Acceptance Test Plan C-7 Training Plan C-8 Warranty and Services C-9 Pricing Exhibit D System Acceptance Certificate ® MOTOROL.4 Page 2 Motorola Confidential Proprietary November 14.2006 City of Fort Worth, Texas Section 2 DEFINITIONS Capitalized terms used in this Agreement and not otherwise defined within the Agreement have the following meanings: "Communications System" or "System" is the communications system described in Exhibit C, including, but not limited to, the Equipment, Software and all services described in the, Statement of Work, Acceptance Test Plan and Equipment List. "Equipment" is the equipment specified in the Equipment Lists "Motorola Software" is software whose copyright is owned by Motorola. "Non-Motorola Software" is software whose copyright is owned by a party other than Motorola. "Software" includes Motorola and any Non-Motorola Software that may be furnished with the Communications System. Section 3 SCOPE OF AGREEMENT A. SCOPE OF WORK. Motorola will assemble and integrate the Equipment and Software, and deliver, install and test the Communications System at designated sites, as specified in Exhibit C and in accordance with this Agreement and, specifically, with the Project Timeline and Implementation Schedule, as specified in C-2, and the Payment Terms, as specified in Exhibit B. Customer will perform its responsibilities as specified in Exhibit C and in accordance with this Agreement. Motorola shall perform all work described in and pursuant to this Agreement in a professional manner and in conformance to professional standards. B. CHANGE ORDERS. Either party may request changes within the general scope of this Agreement. If a requested change causes an increase or decrease in the cost of or time required for the performance of this Agreement, Motorola and Customer will agree to an equitable adjustment in the Agreement price or performance schedule, or both; provided, however, that if Motorola requests the change and Customer consents, such change shall not result in or create any delay in any milestone set forth in the Project Schedule set forth in C-2 unless otherwise specifically agreed to in writing by Customer. Motorola is not obligated to comply with requested changes unless and until both parties execute a written change order. Changes that increase Customer's costs under this Agreement by more than $25,000.00 must be approved by Customer's City Council prior to execution of a written change order. C. ADDITIONAL PRODUCTS. For one (1) year after the date of Final System Acceptance, Customer may purchase additional Equipment as add-ons to the Communications System ("Add-on Equipment"). If Customer and Motorola have agreed to a convention for processing electronic data interchange ("EDI") ® MQTOROLA Page 3 Motorola Confidential Proprietan' November 14.2006 City of Fort Worth, Texas transactions, purchase orders may be transmitted electronically. Each purchase order must specifically refer to this Agreement and will be an offer by Customer subject to Motorola's acceptance. Except for pricing and delivery terms, which must be stated on the purchase order, Customer and Motorola agree that the applicable terms of this Agreement will be the only terms and conditions that govern the purchase and sale of products identified on such purchase orders. Customer and Motorola agree that the procedure for payment of all additional products so purchased will be in accordance with the procedure set forth in Section 5 of this Agreement. D. MAINTENANCE SERVICE. After the first year following expiration of the Warranty Period, Customer may purchase maintenance services and software support for the Communications System pursuant to a separately executed service agreement and software subscription agreement between Motorola and Customer. E. MOTOROLA SOFTWARE. Any Motorola Software furnished will be licensed to Customer solely according to the terms and restrictions of the Software License Agreement attached as Exhibit A. Customer hereby accepts all of the terms and restrictions of the Software License Agreements as negotiated between Motorola and the City of Fort Worth. F. NON-MOTOROLA SOFTWARE. Non-Motorola Software furnished by Motorola will be subject to the terms and restrictions of its copyright owner unless such copyright owner has granted to Motorola the right to sublicense such Non-Motorola Software, in which case the Software License Agreement (including any addendum to satisfy such copyright owner's requirements) shall apply; provided, however, that nothing in this Section 3.F, the Software License Agreement or any restrictions or requirements of copyright owners of Non-Motorola Software, shall be deemed or construed to limit or restrict in any way the System Functionality Warranty provided by Motorola in accordance with Section 8.13 of this Agreement. G. PROJECT MANAGEMENT. Motorola shall assign a project manager acceptable to Customer, who is authorized to exercise technical direction of all duties and obligations of Motorola and Motorola's subcontractors under this Agreement. Motorola agrees to meet and consult with Customer before designating a new or alternate project manager and allow Customer reasonable right of refusal. Motorola's project manager shall have authority to negotiate changes in or amendments to this Agreement on behalf of Motorola. In addition, any and all of Motorola's officers, agents, employees, and subcontractors may, at the option of Customer, be subject to a security check at any time. Customer shall have the right to require the removal from Customer's premises any of Motorola's officers, agents, employees or subcontractors if Customer reasonably determines, such individual's presence is inappropriate under the circumstances, and Motorola agrees that it will immediately comply with and assist Customer in such removal. At Customer's request, Motorola shall promptly provide Customer with the names, dates of birth, drivers' license numbers and other identification documents required by Customer of Motorola's ® AfOrOROLA Page 4 Motorola Confidential Proprnetan November 14,2006 City of Fort Worth, Texas officers, agents, employees or subcontractors that will be present on Customer's premises in order for Motorola to fulfill its obligations under this Agreement for the purpose of standard background/criminal checks. H. PROJECT STATUS MEETINGS. From the Effective Date of this Agreement until Final System Acceptance, Motorola agrees to conduct periodic project status meetings at locations specified by Customer. These meetings shall be conducted on not less than a monthly basis and may be conducted more frequently if requested by Customer and/or Motorola. Motorola agrees to submit at a minimum monthly status reports covering such items as progress of work being performed, milestones attained, problems encountered, corrective actions taken and project financial status. Each progress report will include status and milestone progress of all subcontracted work. Section 4 PERFORMANCE SCHEDULE A. Motorola and Customer agree to perform their responsibilities in accordance with the Statement of Work and the Project Timeline and Implementation Schedule. Payments are to be activity based / related, not cumulative time based / related. If payments are tied to deliverables, if the deliverable moves so does the payment. B. By executing this Agreement, Customer authorizes Motorola to proceed with the manufacture, assembly, integration, delivery, installation, and testing of the Communications System. No further notice to proceed, purchase order, authorization, resolution, or any other action will be required unless required by applicable laws or ordinances. Section 5 PAYMENT SCHEDULE A. The total contract price for all equipment, software and services provided under this Agreement is not to exceed $450,000 for which Customer agrees to make payments in accordance with the Payment Terms in Exhibit B. B. Freight charges for all Equipment, software and any and all other products and supplies provided hereunder are included in the Contract Price. All material to be shipped FOB Destination. C. Notwithstanding anything to the contrary in this Agreement, Motorola understands that Customer has appropriated no more than $450,000 for purposes of the manufacture, assembly, integration, delivery, installation and testing of the Communications System and all other work or services provided by Motorola or its subcontractors under this Agreement. Motorola understands and agrees that Customer shall not be liable to Motorola or any of its subcontractors for any sums in Page 5 Motorola Confidential Proprietan' IMOTOROLA November 14,2006 City of Fort Worth, Texas excess of such amount unless Customer's City Council first approves and appropriates sums in excess of such amount, in which case such additional sums shall also be included as part of the Contract Price as defined and interpreted in this Agreement. D. All invoices from Motorola shall be submitted to Customer's Project Manager or, in his or her absence, the Director of Customer's IT Solutions Department. Customer shall pay invoices for services and deliverables received and approved by Customer within thirty (30) days of receipt. If Customer has any questions or disputes regarding such invoices, Motorola shall make Motorola personnel available as needed to answer or resolve such, and Customer shall be allowed additional time to pay the questioned or disputed portion of those invoices. Section 6 TRAINING No training is included in this project, except as noted in the Statement of Work. Section 7 SITES A. In addition to its responsibilities described in the Statement of Work, Customer agrees to provide a designated project director, also known as the Project Manager, procure any necessary construction permits, building permits, zoning variances and the like, provide access to the sites identified in the Exhibits as requested by Motorola, and have such sites available for installation of the Equipment by Motorola in accordance with the performance schedule and Statement of Work. B. If either Motorola or Customer determines during the course of performance of this Agreement that the sites identified in the Exhibits are no longer available or desired, or, if subsurface, structural, adverse environmental or latent conditions at any site differ from those indicated on the specifications in the Exhibits, Motorola and Customer will promptly investigate the conditions and in good faith negotiate an equitable solution and, based on such solution, execute any written amendments to this Agreement or the Exhibits attached hereto that may be deemed necessary by both parties. C. If Customer and Motorola determine that any change requested by Customer in site availability, installation plans, or specifications may require an adjustment in the Contract Price or in the time required for the performance of this Agreement, the parties will in good faith negotiate an equitable solution and, based on such solution, execute any written amendments to this Agreement or the Exhibits attached hereto that may be deemed necessary by both parties. Amendments will be via the Change Order process described in "Section 3 Scope of Agreement, Paragraph B. Change Orders." D. 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 of this Agreement. MOTOROLA Page 6 Motorola Confidential Proprietan November 14,2006 City of Fort Worth, Texas SECTION 8 FINAL SYSTEM ACCEPTANCE A. Motorola will perform tests of various components of the Communications System and a final test of the fully integrated Communications System in accordance with the Statement of Work/Acceptance Test Plan. Acceptance of the Communications System will occur upon the successful completion of such final testing of the System as a fully integrated Communications System, as outlined in and in accordance with the Statement of Work/Acceptance Test Plan ("System Acceptance"), at which time both parties shall promptly document any deficiencies, failures, or problems, in the form of a Punch List. Final System Acceptance Certificates will not be issued by the City of Fort Worth until all issues on the Punch List have been resolved to the sole satisfaction of the City of Fort Worth ("Final System Acceptance"). Customer shall not unreasonably delay Final System Acceptance. In addition, both parties shall promptly execute certificates of subsystem acceptance upon the successful completion of testing of such subsystems, as outlined in and in accordance with the Acceptance Test Plan attached hereto. Customer and Motorola will jointly prepare a list of such omissions and variances which Motorola will correct according to an agreed upon schedule with clearly defined and agreed to due dates. Reference to 'System Acceptance' SHALL NOT equate to 'Final System Acceptance'. Section 9 WARRANTY A. WARRANTY PERIOD. Upon System Acceptance, the System Functionality representation described below is fulfilled. The Equipment and Motorola Software is warranted for a period of one (1) year after System Acceptance in accordance with the applicable limited warranties shown below. Customer must notify Motorola in writing if Equipment or software does not conform to these warranties no later than one month after the expiration of the Warranty Period. B. SYSTEM FUNCTIONALITY WARRANTY. Motorola represents that the Communications System will satisfy the functional requirements in Exhibit C. Upon System Acceptance, this System Functionality representation is fulfilled. After System Acceptance, the Equipment Warranty set forth below and the Software Warranty set forth in the Software License Agreement will apply in accordance with their terms and conditions. Motorola will not be responsible for performance deficiencies of the System caused by ancillary equipment not furnished or specified for use by Motorola or another party in accordance with the provisions of this Agreement that is attached to or used in connection with the System provided hereunder. Additionally, Motorola will not be responsible for System performance where the functionality is reduced for reasons beyond Motorola's control including but not limited to i) an earthquake, adverse atmospheric conditions or other natural causes; ® MOTOROILA Page 7 Motorola Confidential Proprlelan Vovember/a,2006 i City of Fort Worth, Texas ii) the construction of a building that adversely affects the microwave path reliability or Radio Frequency (RF) coverage; iii) the addition of additional frequencies at System sites that cause RF interference or intermodulation; iv) Customer changes to load usage and/or configuration outside the parameters specified in Exhibit C; v) any other act outside the scope of the ordinary use of the Communications System by parties who are beyond Motorola's control, including Customer or its employees, contractors, consultants or agents. C. EQUIPMENT WARRANTY. Motorola warrants the Equipment against material defects in material and workmanship under normal use and service during the Warranty Period. The Warranty Period for non-Motorola manufactured Equipment will be stated in this section. At no additional charge and at its option, Motorola will either repair the defective Equipment, replace the defective Equipment with the same or equivalent Equipment acceptable to Customer or refund the purchase price of the defective Equipment, and such action on the part of Motorola will be the full extent of Motorola's liability hereunder. Repaired or replaced Equipment is warranted for the balance of the Warranty Period. All defective parts of the Equipment replaced under warranty shall become the property of Motorola. THIS WARRANTY DOES NOT APPLY TO a) Defects or damage resulting from use of the Equipment in other than its normal and customary manner. b) Defects or damage occurring from misuse, accident, water, or neglect. c) Defects or damage occurring from testing, operation, maintenance (except first line/front line echelon maintenance provided by Customer), installation, alteration, modification, or adjustment not (i) provided by Motorola pursuant to this Communications System Agreement or (ii) otherwise authorized in writing by Motorola. d) Breakage or damage to antennas unless caused directly by defects in material or workmanship. e) Equipment that has been subjected to unauthorized Equipment modifications, disassembly or repairs (including the addition to the Equipment of non-Motorola supplied equipment if not authorized by Motorola) which adversely affect performance of the Equipment or interfere with Motorola's normal warranty inspection and testing of the Equipment to verify any warranty claim. f) Equipment that has had the serial number removed or made illegible. g) Batteries that carry a separate limited warranty. MOTOROtA Page 8 Motorola Confidential Proprietan' November 14,-1006 City of Fort Worth, Texas h) Equipment which, due to illegal or unauthorized alteration of the software/firmware in the Equipment, does not function in accordance with Motorola's published specifications or with the FCC type acceptance labeling in effect for the Equipment at the time the Equipment was initially distributed from Motorola. i) Scratches or other cosmetic damage to Equipment surfaces that does not affect the operation of the Equipment. j) Software (which is covered by the Software License Agreement). k) Normal and customary wear and tear. 1) On site response, except where it pertains to specific new equipment, that is purchased as part of this Agreement. m) After hours warranty support. n) Systems diagnostics or response is not included as part of this Agreement. o) Any services requested that do not pertain to specific equipment that is part of this Agreement, will be billed at prevailing time and material rates. D. MOTOROLA SOFTWARE WARRANTY. Motorola Software is warranted in accordance with the terms of the Software License Agreement attached as Exhibit A. E. These express limited warranties as set forth in this Section are extended by Motorola to the original end user purchasing or leasing the System for commercial, industrial, or governmental use only, and is not assignable or transferable. These are the complete warranties for the Equipment and Software provided pursuant to this Agreement. F. THESE WARRANTIES ARE GIVEN IN LIEU OF ALL OTHER WARRANTIES. MOTOROLA DISCLAIMS ALL OTHER WARRANTIES OR CONDITIONS, EXPRESS OR IMPLIED, INCLUDING THE IMPLIED WARRANTIES OR CONDITIONS OF MERCHANTABILITY AND FITNESS FOR A PARTICULAR PURPOSE. Section 10 DELAYS A. Successful project implementation will require cooperation and fairness between the parties. Because it is impractical to provide for every contingency that may arise during the course of performance of this Agreement, the parties agree to notify the other in writing if they become aware that any condition will significantly delay ® MCWONOLA Page 9 Motorola Confidential Proprietan November la.2006 City of Fort Worth, Texas performance. The parties will agree to reasonable extensions of the project schedule by executing a written change order that may, or may not, have a financial impact. B. Under no circumstances will either party be responsible for delays or lack of performance resulting from events beyond the reasonable control of that party ("Excusable Delays"). Such events include, but are not limited to, acts of God, weather conditions, compliance with laws and regulations (excluding Customer's failure to properly and timely apply for all required FCC licenses), governmental action, bid protests, fire, strikes, lock-outs, and other labor disruptions, material shortages, riots, acts of war, and an Excusable Delay of a Motorola subcontractor. C. Customer will make available to Motorola the sites when scheduled and Customer will not otherwise unreasonably delay or prevent Motorola's performance of its responsibilities. In the event of a Customer delay during the time of shipment, Motorola may ship the equipment as scheduled to a location as designated by the Customer or if no such location is designated, a Motorola designated storage facility. Motorola shall not ship equipment until advised by the City that the site is ready. If either party materially delays performance under this Agreement, Motorola and Customer shall discuss the reasons for the particular delay and negotiate in good faith a solution to address such delay and will execute a written change order that may, or may not, have a financial impact, if appropriate. Section 11 DEFAULT A. If Motorola fails to complete delivery, installation or acceptance testing in accordance with this Agreement, Customer may consider Motorola to be in default, unless an Excusable Delay has caused such failure. Customer agrees to give Motorola written notice of such default. Motorola will have thirty (30) calendar days from the receipt of such notice to provide a written plan of action that is acceptable to Customer to cure the default. Such written plan of action shall include milestones necessary to cure the default and timetables for achieving those milestones and shall be signed by Motorola and Customer. B. If Motorola fails to cure the default within the timetables and in accordance with the plan of action that Customer has accepted, Customer may (i) terminate any unfulfilled portion of this Agreement and, at Customer's sole option, complete the Communications System at a quality and to a capability equaling, that specified in this Agreement through a third party or (ii) if the Communications System or any component thereof cannot be completed through a third party as provided in subsection (i) above, demand and receive specific performance by Motorola. If Customer completes the Communications System through a third party, Customer may recover all reasonable costs and expenses incurred in the course of completing the Communications System to a capability not exceeding that specified in the Agreement, less the unpaid portion of the Contract Price. Customer agrees to use its best efforts to mitigate such costs. Motorola's liability under this Section is subject to the limitations of the Section entitled Limitation of Liability of this Agreement. ® MOTOROLA Page 10 lvloiorolo Confidential Proprietan November la,2006 City of Fort Worth, Texas Section 12 LIABILITY AND INDEMNIFICATION A. GENERAL LIABILITY AND INDEMNITY. MOTOROLA SHALL BE RESPONSIBLE FOR ANY AND ALL TANGIBLE PROPERTY LOSS OR DAMAGE AND/OR PERSONAL INJURY, INCLUDING DEATH, TO ANY AND ALL PERSONS, OF ANY KIND OR CHARACTER, WHETHER REAL OR ASSERTED, TO THE EXTENT CAUSED BY THE NEGLIGENT ACT(S) OR OMISSION(S) OR INTENTIONAL MISCONDUCT OF MOTOROLA, ITS OFFICERS, AGENTS, SERVANTS, EMPLOYEES, AND/OR SUBCONTRACTORS, IN THE PERFORMANCE OF OR RELATED TO THE PERFORMANCE OF THIS AGREEMENT. IN ADDITION, MOTOROLA SHALL DEFEND, INDEMNIFY AND HOLD CUSTOMER HARMLESS FROM AND AGAINST ANY AND ALL LAWSUITS, CLAIMS, ACTIONS, DEMAND, LIABILITIES OR OTHER COSTS AND EXPENSES WHICH MAY ACCRUE AGAINST CUSTOMER TO THE EXTENT THAT THE SAME ARE CAUSED BY THE NEGLIGENT ACT(S) OR OMISSION(S) OR INTENTIONAL MISCONDUCT OF MOTOROLA, ITS OFFICERS, AGENTS, SERVANTS, EMPLOYEES, AND/OR SUBCONTRACTORS. THE TERMS, CONDITIONS AND PROVISIONS OF THIS PARAGRAPH SHALL SURVIVE THE EXPIRATION OR TERMINATION OF THIS AGREEMENT. B. PATENT AND COPYRIGHT INFRINGEMENT. Motorola will defend, at its own expense, any suit brought against the Customer to the extent that it is based on a claim that the Equipment or Motorola Software infringes a patent or copyright, and Motorola will pay those costs and damages finally awarded against the Customer in any such suit which are attributable to any such claim, but such defense and payments are conditioned on the following: i) Motorola must be notified promptly in writing by Customer of any notice of such claim; ii) Motorola will have sole control of the defense of such suit and all negotiations for its settlement or compromise; and iii) should the Equipment or Motorola Software become, or in Motorola's opinion be likely to become, the subject of a claim of infringement of a United States patent or copyright, Customer will permit Motorola, at its option and expense, either to procure for Customer the right to continue using the Equipment or Motorola Software or to replace or modify the same so that it becomes non-infringing. In addition, at Customer's sole option and directive, Motorola shall grant Customer a credit for the Equipment or Motorola Software as depreciated and accept its return. The depreciation amount will be based upon generally accepted accounting standards for such Equipment and Software. MOTOROLA WILL HAVE NO LIABILITY WITH RESPECT TO ANY CLAIM OF PATENT OR COPYRIGHT INFRINGEMENT TO THE EXTENT THAT SUCH CLAIM IS BASED UPON A PATENT OR COPYRIGHT INFRINGEMENT ARISING DIRECTLY BECAUSE OF A COMBINATION OF THE EQUIPMENT OR MOTOROLA SOFTWARE FURNISHED HEREUNDER WITH SOFTWARE, APPARATUS OR DEVICES NOT FURNISHED OR SPECIFIED BY MOTOROLA HEREUNDER, NOR WILL MOTOROLA HAVE ANY LIABILITY FOR THE USE OF ANCILLARY EQUIPMENT OR SOFTWARE NOT FURNISHED OR SPECIFIED BY MOTOROLA AND WHICH IS ATTACHED TO OR USED IN CONNECTION WITH THE EQUIPMENT. ® MOTOROLA Page I I Motorola Con/idennal Propnelan' November 14.2006 City of Fort Worth, Texas Section 13 DISPUTES A. Motorola and Customer will attempt to settle any claim or controversy arising from this Agreement through consultation and negotiation in good faith and a spirit of mutual cooperation. If those attempts fail, the dispute may be mediated by a mediator chosen jointly by Motorola and Customer within thirty (30) business days after notice by one of the parties requesting non-binding mediation. If both parties consent to mediation, Motorola and Customer will share the cost of the mediation equally. The parties may postpone mediation until they have completed some specified but limited discovery about the dispute. The parties may also replace mediation with some other form of non-binding alternate dispute resolution ("ADR") procedure. Any mediation, ADR procedure or other negotiations or meetings pertaining to a claim, controversy or problem arising under this Agreement shall be held at a location in Fort Worth, Tarrant County, Texas. B. Any dispute that cannot be resolved between the parties through negotiation or mediation within two (2) months after the date of the initial request for non-binding mediation may then be submitted by either party to a court of competent jurisdiction in accordance with Section 18.J of this Agreement. Each party consents to jurisdiction over it by such a court. The use of any ADR procedures will not be considered under the doctrine of [aches, waiver, or estoppel to affect adversely the rights of either party. Either party may resort to the judicial proceedings described in this paragraph prior to the expiration of the two-month ADR period if (a) good faith efforts to attempt resolution of the dispute under these procedures have been unsuccessful or (b) interim relief from the court is necessary to prevent serious and irreparable injury to such party or any of its affiliates, agents, employees, customers, suppliers, or subcontractors. Section 14 LIMITATION OF LIABILITY Except for personal injury or death, Motorola's total liability to Customer for claims or damages asserted by Customer, whether for breach of contract, warranty, negligence, strict liability in tort, indemnification, or otherwise, will be limited to the total Contract Price. IN NO EVENT WILL MOTOROLA BE LIABLE FOR ANY LOSS OF USE, LOSS OF TIME, INCONVENIENCE, COMMERCIAL LOSS, LOST PROFITS OR SAVINGS, OR OTHER SPECIAL, INCIDENTAL OR CONSEQUENTIAL DAMAGES IN ANY WAY RELATED TO OR ARISING FROM THIS AGREEMENT, THE SALE OR USE OF THE EQUIPMENT, OR THE PERFORMANCE OF SERVICES BY MOTOROLA PURSUANT TO THIS AGREEMENT. This Limitation of Liability will survive the expiration or termination of this Agreement. Section 15 INSURANCE From the Effective Date of this Agreement until Final System Acceptance, Motorola shall maintain, in full force and effect, a policy or policies of insurance as specified in this ® AOTOROLA Page 12 Motorola Confidential Proprietan November 14,2006 City of Fort Worth, Texas Section 15 to cover risks related to Motorola's scope of work under this Agreement. At a minimum, Motorola shall provide coverage of the types and at the limits specified herein: • Commercial General Liability: $1,000,000.00 per occurrence; $2,000,000 annual aggregate; • Business Automobile Liability: $1,000,000 combined single limit • Worker's Compensation: Applicable Statutory Limits The insurers for all policies must be approved to do business in the State of Texas. Certificates of Insurance provided by Motorola under this Agreement shall (i) list Customer as an additional insured and (ii) provide that the respective policy shall not be canceled, limited in scope or coverage, or non-renewed until after thirty (30) days prior written notice has been give to the Risk Manager, City of Fort Worth, 1000 Throckmorton Street, Fort Worth, Texas 76102. Motorola shall provide Customer with a copy of its Certificate(s) of Insurance prior to the effective date of this Agreement. Section 16 Termination Customer may terminate this Agreement, in whole or in part, at any time and for any reason following at least thirty (30) calendar days' advance written notice to Motorola. Customer shall pay Motorola for (i) all Equipment provided and services and other work performed by Motorola through the effective date of termination; (ii) actual and reasonable expenses incurred by Motorola in the removal of installation and test equipment from Customer's premises; and (iii) any actual and reasonable costs which may be borne by Motorola in the early and abrupt termination for convenience of subcontracts, provided that Customer has approved in writing the provisions of such subcontracts that relate to termination by Motorola or liquidated damages or other financial obligations of Motorola due to termination by Motorola, which approval shall not unreasonably be withheld. Section 17 FCC Licenses Customer will obtain and comply with all Federal Communications Commission ("FCC") licenses and authorizations required for the installation, operation and use of the System before the scheduled installation of the Equipment. Although Motorola might assist Customer in the preparation of its FCC license applications, neither Motorola nor any of its employees is an agent or representative of Customer in FCC or other matters. Section 18 GENERAL A. TITLE AND RISK OF LOSS. Title to respective Equipment will pass to Customer upon delivery to Customer's facilities. Full risk of loss, however, shall not pass to ® MOTOMOLA Page 13 Motorola Confidential Proprietar, �ovet b.- lei (I(F CITY City of Fort Worth, Texas Customer until completion of the Installation of Equipment Milestone set forth in Exhibit B provided, however, that after delivery of Equipment to Customer's facilities but before payment by Customer to Motorola for that Equipment, Customer shall be responsible for any losses or damages to Equipment to the extent that such are directly caused by the negligent act(s) or omission(s) or intentional misconduct of Customer, its officers, agents, servants and/or employees. Title to Software will not pass to Customer at any time. B. TAXES. The purchase price does not include any amount for federal, state, or local excise, sales, lease, service, rental, use, property, occupation, or other taxes, all of which (other than federal, state, and local taxes based on Motorola's income or net worth) will be paid by Customer except as exempt by law. C. CONFIDENTIAL INFORMATION. Customer and Motorola will not disclose to third parties any material or information that is identified by either party to the other as proprietary and confidential ("Confidential Information") without the other party's prior written permission unless required by law; provided, however, that Customer may disclose Confidential Information of Motorola to Customer's employees, agents, consultants and other contractors, in which case Customer shall identify to such parties the nature and obligations of Customer with respect to that Confidential Information. Notwithstanding the foregoing, Motorola understands and acknowledges that the Customer is a public entity under the laws of the State of Texas, and as such, all information held by Customer or that customer has a right of access to is subject to public disclosure under Chapter 552 of the Texas Government Code. Customer may be required to disclose information that may reveal Motorola proprietary information to third parties under the Texas Government Code or by any other legal process, law, rule or judicial order by a court of competent jurisdiction. If either Customer or Motorola is required by law to disclose such material or information, the disclosing party will notify the other party prior to such disclosure. D. DISCLAIMER OF LICENSE. Except as explicitly provided in the Motorola Software License Agreement included in Exhibit A, nothing in this Agreement will be deemed to grant, either directly or by implication, estoppel, or otherwise, any license or right under any patents, patent applications, copyrights, trade marks, trade secrets or other intellectual property of Motorola. E. ASSIGNABILITY. This Agreement may not be assigned by either party without the prior written consent of the other party except that Motorola may assign this Agreement to any of its affiliates or its right to receive payment following at least thirty (30) days' advance written notice to Customer. F WAIVER. Failure or delay by either party to exercise any right or power under this Agreement will not operate as a waiver of such right or power. G. SEVERABILITY. If any portion of this Agreement is held to be invalid or unenforceable, that provision will be considered severable and the remainder of this ® MOTOROLA Page 14 Motorola Confidential Proprietan November 14,2006 City of Fort Worth, Texas Agreement will remain in full force and effect as if the invalid provision were not part of this Agreement. H. HEADINGS AND SECTION REFERENCES. The headings given to the sections of this Agreement are inserted only for convenience and are not to be construed as part of this Agreement or as a limitation of the scope of the particular Section to which the heading refers. I. ENTIRE AGREEMENT. This Agreement (including the Exhibits) constitutes the entire agreement of the parties regarding the subject matter of this Agreement and supersedes all previous agreements and understandings, whether written or oral, relating to such subject matter. This Agreement may be altered, amended, or modified only by a written instrument signed by the duly authorized representatives of both parties. J. GOVERNING LAW AND VENUE. This Agreement will be governed by and construed in accordance with the laws of the State of Texas. Venue for any action arising under or related to the terms and conditions of this Agreement shall fie in state courts located in Tarrant County, Texas or in the United States District Court for the Northern District of Texas, Fort Worth Division. K. NOTICES AND CORRESPONDENCE. Notices authorized or required under this Agreement must be in writing and, along with all written correspondence, mailed via United States Mail, certified, return receipt requested, to the below addresses: City of Fort Worth Motorola, Inc. Attn: Project Manager Attn: Law Department IT Radio & Infrastructure Services 6450 Sequence Drive 1000 Throckmorton San Diego, CA 92121 Fort Worth, TX 76102 As to written correspondence from one party to the other that concerns or is related to the clarification, proposed solution or any other situation requiring a written response from the other party, both Motorola and Customer shall have a maximum of ten (10) business days from receipt to respond in writing to such correspondence. If the receiving party believes that the contents of such correspondence does not conform to the requirements of this Agreement, or otherwise disagrees with such correspondence, it shall notify the sending party in writing within the above-stated ten (10) business days, defining in detail such non-acceptance. In the event that the receiving party finds the content of the correspondence in conformance to the requirements of this Agreement, it shall, within the above stated ten (10) business days, notify sending party in writing of this fact, and such ® M0'MMOLA Page 15 Alotoroia Confidential Proprietan' November 14.2006 v� J:C"L;1'� 1 CVt�IjlE City of Fort Worth, Texas notification shall constitute acceptance of the content of the correspondence delivered. Because certain Agreement deliverable documents requiring Customer's approval may require more than ten (10) business days for Customer to complete its review process, Customer may have up to thirty (30) business days to review and approve documents and manuals relating to the functional specification and administration of the System or any portion thereof. L. COPIES. Customer shall have the right to make as many copies of Motorola's written application system documentation as necessary for Customer's own internal use (including, but not limited to, any consultants or other contractors retained by Customer for assistance related to this Agreement or the Communications System) except as prohibited by copyright restriction. Customer agrees that authorized copies will contain any trade secret notice found in Motorola's original document. In addition, Customer shall have the right to make as many copies of any user manuals, technical manuals, maintenance manuals or other similar types of documents provided by Motorola under this Agreement as necessary for Customer's own internal use. Customer shall also have the right to make copies of Motorola's software programs and documentation except as may be specifically prohibited under the Software License Agreement. M. MOTOROLA SUBCONTRACTORS AND SUPPLIERS. Motorola may not subcontract with a third party for the provision of any services or materials whose value or cost exceeds $1,000.00 without the advance written consent of Customer which consent will not be unreasonably withheld. Motorola will enter into written contracts with all subcontractors that are approved by Customer, which contracts shall incorporate this Agreement for all purposes. In no event shall Customer's approval of any subcontractor of Motorola relieve Motorola of its responsibilities and obligations under this Agreement. Throughout this Agreement and all Exhibits attached hereto, references to the duties and obligations of a specific subcontractor of Motorola shall also be fully binding on and enforceable against Motorola as if Motorola itself were providing the services or supplies provided by the subcontractor. N. DISASTER RECOVERY. In the event a disaster or accident beyond Customer's control impairs the operation of the System, Motorola shall use its best efforts to help Customer restore operations as quickly as possible at rates not to exceed those set forth in or calculated in accordance with those in the Service Agreement or those last paid by Customer for similar services. O. SECTIONS SURVIVING TERMINATION OR FINAL SYSTEM ACCEPTANCE. The terms and conditions of Sections 8, 10, 11, 12, 13, 16.J shall survive the termination date of and/or date of Final System Acceptance under this Agreement. P. RIGHT TO AUDIT. Motorola agrees that Customer shall, until the expiration of three (3) years after final payment under this contract, have access to and the right to ® AlOTOROLA Page 16 Motorola Confidential Proprietan November 14,2006 City of Fort Worth, Texas examine and photocopy any directly pertinent books, documents, papers and records of Motorola involving transactions relating to this contract. Customer may send a representative to a Motorola facility during normal business hours to conduct such limited review, or at Customer's request Motorola will provide copies of the specific documents to Customer's location for its review. Motorola books and records provided to Customer pursuant to this provision shall not be used, duplicated or disclosed to any other third party without the express written permission of Motorola, unless required by law. In no circumstances will Motorola be required to create or maintain documents not kept in the ordinary course of Motorola's business operations, nor will Motorola be required to disclose any information, including but not limited to product cost data, which it considers confidential or proprietary to Motorola. Motorola agrees that Customer shall have access during normal working hours to all necessary Motorola facilities and shall be provided adequate and appropriate workspace in order to conduct audits in compliance with the provisions of this section. Customer shall give Motorola reasonable advance notice of intended audits. (a) Motorola further agrees to include in all its subcontractor agreements hereunder a provision to the effect that the subcontractor agrees that Customer shall, until the expiration of three (3) years after final payment under the subcontract, have access to and the right to examine and photocopy any directly pertinent books, documents, papers and records of such subcontractor, subject to the provisions of Paragraph P above, involving transactions to the subcontract, and further, that Customer shall have access during normal working hours to all subcontractor facilities, and shall be provided adequate and appropriate workspace, in order to conduct audits in compliance with the provisions of this article together with subsection (3) hereof. Customer shall give subcontractor reasonable advance notice of intended audits. (b) Motorola and subcontractor agree to photocopy such documents as may be requested by the City. The City agrees to reimburse Motorola and or subcontractor for the cost of copies at the rate published in the Texas Administrative Code in effect as of the time copying is performed. ® MO7100WOLA Page 17, Motorola Confidential Proprietam November 14,2006 City of Fort Worth, Texas In witness whereof, the parties have caused duly authorized representatives to execute this Agreement in multiples on the dates set forth below. IN WITNESS WHEREOF: / City of Fo Worth Motorola, Inc. By: By:Cq.� Name: Karen T._ MnntgpMer>> Name: Ed Ward QQritCr54 Title: Assistant City Ma 0 Title: PASS / I J'CG TI'Cc-i den-f L7i r•Gefor o� SQ(+ Date: 3 102 Date: .7L.2 7 107 Approved to R' m and Legality: B : Assistant',City Attorney M C: -- IA R(Ole Attes By: City Secretary ® MOTOROLA Page 18 Motorola C City of Fort Worth, Texas EXHIBIT A SOFTWARE LICENSE AGREEMENT k ® INOTOROLA Page 19 Motorola Confidential Proprietan November 14,2006 City of Fort Worth, Texas In this Exhibit A, the term "Licensor" means Motorola, Inc., ("Motorola"); "Licensee," means the Customer; "Primary Agreement" means the Communications Systems Agreement to which this exhibit is attached; and "Agreement" means this Exhibit and the applicable terms and conditions contained in the Primary Agreement. The Parties agree as follows: Section 1 SCOPE Licensor will provide to Licensee proprietary software; or radio communications, computer, or other electronic products ("Products") containing embedded or pre-loaded proprietary software; or both. "Software" means proprietary software in object code format, and adaptations, translations, de-compilations, disassemblies, emulations, or derivative works of the software, and may contain one or more items of software owned by a third party supplier ("Third Party Software"). Product and Software documentation that specifies technical and performance features and capabilities, and the user, operation and training manuals for the Software (including all physical or electronic media upon which this information is provided) are collectively referred to as "Documentation." This Agreement contains the terms and conditions pursuant to which Licensor will license to Licensee, and Licensee may use, the Software and Documentation. Section 2 GRANT OF LICENSE 2.1 Subject to Section 1, Licensor hereby grants to Licensee a personal, non- transferable (except as permitted in Section 8 below), limited, and non-exclusive license under Licensor's applicable proprietary rights to use the Software and related Documentation for the purposes for which they were designed and in accordance with the terms and conditions of this Agreement. The license does not grant any rights to source code. Section 3 LIMITATIONS ON USE 3.1. Licensee may use the Software only for Licensee's internal business purposes and only in accordance with the Documentation. Any other use of the Software is strictly prohibited. Licensee may not for any reason modify, disassemble, peel components, City of Fort Worth, Texas decompile, otherwise reverse engineer or attempt to reverse engineer, derive source code, create derivative works from, adapt, translate, merge with other software, copy, reproduce, distribute, or export any Software or permit or encourage any third party to do so, except that Licensee may make one copy of Software provided by Licensor to be used solely for archival, back-up, or disaster recovery purposes. Licensee must reproduce all copyright and trademark notices on all copies of the Software and Documentation. 3.2. Licensee may not copy onto or transfer Software installed in one Product device onto another device. Notwithstanding the preceding sentence, Licensee may temporarily transfer Software installed on one device onto another if the original device is inoperable or malfunctioning, if Licensee provides written notice to Licensor of the temporary transfer and the temporary transfer is discontinued when the original device is returned to operation. Upon Licensor's written request, Licensee must provide to Licensor a written list of all Product devices in which the Software is installed and being used by Licensee. 3.3. Concerning Motorola's Radio Service Software ("RSS"), if applicable, Licensee must purchase a copy for each location at which Licensee uses RSS. Licensee's use of RSS at an authorized location does not entitle Licensee to use or access the RSS remotely. Licensee may make one additional copy for each computer owned or controlled by Licensee at each authorized location. Upon Licensor's written request, Licensee must provide to Licensor a written list of all locations where Licensee uses or intends to use RSS. Section 4 OWNERSHIP AND TITLE Title to all copies of Software will not pass to Licensee at any time and remains vested exclusively in the copyright owner. The copyright owner owns and retains all of its proprietary rights in any form concerning the Software and Documentation, including all rights in patents, patent applications, inventions, copyrights, trade secrets, trademarks, trade names, and other intellectual properties (including any corrections, bug fixes, enhancements, updates, or modifications to or derivative works from the Software whether made by Licensor or another party, or any improvements that result from Licensor's processes or, if applicable, providing information services). Nothing in this Agreement is intended to restrict the proprietary rights of Licensor or to grant by implication or estoppel any proprietary rights. All intellectual property developed, originated, or prepared by Licensor in connection with providing to Licensee Software, Products, Documentation, or related services remain vested exclusively in Licensor, and this Agreement does not grant to Licensee any shared development rights of intellectual property. City of Fort Worth, Texas Section 5 CONFIDENTIALITY Licensee acknowledges that the Software and Documentation contain Licensor's valuable proprietary and Confidential Information and are Licensor's trade secrets, and that the provisions in the Primary Agreement as set forth in Section 18 concerning Confidential Information apply. Section 6 LIMITED WARRANTY 6.1. The commencement date and the term of the Software warranty will be as stated in the Primary Agreement, except that the Warranty Period for LiveScan software will be 90 days; and for application Software that is provided on a per unit basis, the Warranty Period for subsequent units licensed is the remainder (if any) of the initial Warranty Period or, if the initial Warranty Period has expired, the remainder (if any) of the term of the applicable Software Maintenance and Support Agreement. 6.2. During the applicable Warranty Period, Licensor warrants that the unmodified Software, when used properly and in accordance with the Documentation and this Agreement, will be free from a reproducible defect that eliminates the functionality or successful operation of a feature critical to the primary functionality or successful operation of the Software. Whether a defect occurs will be determined solely with reference to the Documentation Licensor does not warrant that Licensee's use of the Software or Products will be uninterrupted or error-free or that the Software or the Products will meet Licensee's particular requirements. Warranty claims are described in the Primary Agreement. 6.3. LICENSOR DISCLAIMS ALL OTHER WARRANTIES, EXPRESS OR IMPLIED, INCLUDING THE IMPLIED WARRANTIES OF MERCHANTABILITY AND FITNESS FOR A PARTICULAR PURPOSE. THE TRANSACTION COVERED BY THIS AGREEMENT IS A LICENSE AND NOT A SALE OF GOODS. Section 7 LIMITATION OF LIABILITY The Limitation of Liability is governed by Sections 12 and 14 of the Primary Agreement. City of Fort Worth, Texas Section 8 TRANSFERS Unless otherwise required by law, Licensee will not transfer Software or the related Documentation to any third party without Licensor's prior written consent. Transfer of licenses may be conditioned upon the transferee paying all applicable license fees and agreeing to be bound by this Agreement. Notwithstanding the preceding sentence, if Licensee transfers ownership of radio Products to a third party, Licensee may assign its rights to use the Software (other than Radio Service Software and Motorola's FLASHport® Software) embedded in or furnished for use with those radio Products if Licensee transfers all copies of the Software and the related Documentation to the transferee, and the transferee executes a transfer form to be provided by Licensor upon request (which form obligates the transferee to be bound by this Agreement). Section 9 TERM AND TERMINATION Licensee's right to use the Software and Documentation will begin when this Agreement is mutually executed by both parties and will continue during the life of the Products in which the Software is used, unless Licensee breaches this Agreement in which case it will be terminated immediately upon notice by Licensor. Licensee acknowledges that Licensor has made a considerable investment of resources in the development, marketing, and distribution of its proprietary Software and Documentation and that reasonable and appropriate limitations on Licensee's use of the Software and Documentation are necessary for Licensor to protect its investment, trade secrets, and valuable intellectual property rights concerning the Software and Documentation, Licensee also acknowledges that its breach of this Agreement may result in irreparable harm to Licensor for which monetary damages would be inadequate. In the event of a breach of this Agreement and in addition to termination of this Agreement, Licensor will be entitled to all available remedies at law or in equity (including immediate injunctive relief and repossession of all non-embedded Software and associated Documentation unless Licensee is a Federal agency of the United States Government). Within thirty (30) days after termination of this Agreement, Licensee must certify in writing to Licensor that all copies of the Software and Documentation have been returned to Licensor or destroyed and are no longer in use by Licensee. Section 10 NOTICES Notices are governed by Section 18 of the Primary Agreement. City of Fort Worth, Texas Section 11 GENERAL 11.1. COPYRIGHT NOTICES. The existence of a copyright notice on the Software will not be construed as an admission or presumption that public disclosure of the Software or any trade secrets associated with the Software has occurred. 11.2. COMPLIANCE WITH LAWS. Licensee will comply with all applicable laws and regulations, including export laws and regulations of the United States. Licensee will not, without the prior authorization of Licensor and the appropriate governmental authority of the United States, in any form export or re-export, sell or resell, ship or reship, or divert, through direct or indirect means, any item or technical data or direct or indirect products sold or otherwise furnished to any person within any territory for which the United States Government or any of its agencies, at the time of the action, requires an export license or other governmental approval. Violation of this provision will be a material breach of this Agreement, permitting immediate termination by Licensor. 11.3. ASSIGNMENTS. Assignment of rights shall be governed by section 18 of the Primary Agreement. 11.4. GOVERNING LAW / VENUE. This Agreement will be governed by the laws of the state of Texas and the laws of the United States to the extent that they apply. Venue for any action arising under or related to the terms of and conditions of this Agreement shall lie in the state courts located in Tarrant County, Texas or in the United States District Court for the Northern District of Texas, Fort Worth Division. City of Fort Worth, Texas EXHIBIT B PAYMENT TERMS 10% UPON EXECUTION OF CONTRACT 60% UPON DELIVERY OF EQUIPMENT 20% UPON INSTALLATION COMPLETION 10% UPON SYSTEM FINAL SYSTEM ACCEPTANCE City of Fort Worth, Texas EXHIBIT B PAYMENT TERMS 10%UPON EXECUTION OF CONTRACT 60%UPON DELIVERY OF EQUIPMENT 20%UPON INSTALLATION COMPLETION 10%UPON SYSTEM FINAL SYSTEM ACCEPTANCE r f i 061- 4 �r Section c I Technology Overview Rfv. C-1 . TECHNOLOGY OVERVIEW C-1. 1 TECHNOLOGY OVERVIEW C-1.1.1 MotoMesh 4.9 The MotoMesh 4.9 solution can provide ubiquitous wireless broadband connectivity to, from, and between fixed,portable and mobile devices. That is, each device commissioned on the network can connect directly, or indirectly(by hopping through other devices),with any other device in the network. The peer-to peer nature of the mesh architecture combined with data rate control in each subscriber and infrastructure node in the network ensures reliable delivery while providing increased network capacity through geographic reuse of the frequency spectrum. The MotoMesh 4.9 technology supports both infrastructure and client meshing. MotoMesh 4.9's infrastructure meshing creates a robust and scalable network,while client meshing enables end users to instantly form a broadband wireless network among themselves at an incident scene—with or without the inclusion of network infrastructure (that is, outside of the network coverage area).' In fact,the MOTOMESHTm technology can turn a client device into a router/repeater.As a result,when users join the network, network coverage and throughput can actually increase. Clients can form large,ad hoc peer-to-peer networks virtually anywhere, anytime. Peer-to-peer networking reduces the demand on network Access Points, freeing up capacity for other users.All these capabilities create low-cost, seamless and simple to deploy wireless systems. B IL Traditional 802.11 connectivity MOTOMESHTM Connectivity between devices Use or disclosure of this proposal is subject to the restrictions on the title page. MOTOROLA Motorola Confidential Proprietary November 14,2006 1-1 CITY OF FORT WORTH,TX MOTOMESH BROADBAND PILOT PROJECT MOTOMESHTM technology routing intelligence distributes clients among Access Points (called IAPs and WR in this system), eliminating bottlenecks,routing around infrastructure that is not operating or congested do to network traffic, invisibly to the user. Consequentially the overall network performance/reliability are improved. These capabilities are part of the self-forming,self-healing, self-balancing nature of the MotoMesh 4.9 system. Especially in very large networks covering a large geographic area this is a key capability that will insure network availability. Components of the MotoMesh 4.9 systems can be rapidly deployed, so that emergency teams can act more quickly. Using the MOTOMESHTM technology, video cameras can be deployed in an Ad Hoc manner to the incident scene,to monitor High Risk Areas, as part of a stakeout, enabling more efficient command and control. This capability can be deployed as a unit-to-unit network and/or through backhaul to an internet interface. Because it is owned an operated by the customer the MotoMesh 4.9 platform is a private broadband data system. Private systems are not susceptible to congestion/availability issues in times of crisis as system use is known and manageable. Unlike some technologies, including carrier options,the MotoMesh 4.9 solution supports synchronous up and down stream data rates. That means tier 4 type applications such as video can be broadcast to client devices, transmitted from client devices to a dispatch center,'or sent from client to other clients throughout the system. Because of its ability to backhaul data wirelessly and intelligently route to a wired Access Point(LAP)the MotoMesh 4.9 system will be substantially less expensive to operate when compared to other equivalent technology because it does not require a constant and significant network re-engineering effort in response to the addition and removal of buildings,growth of residential areas, construction of interstates, and so forth. Its design enables carriers to simply add or subtract inexpensive elements of the infrastructure to respond to population shifts, without the necessity of frequent planning updates and redesigning efforts. Additionally,all Motorola products undergo stringent testing to assure survivability in harsh environments. The MotoMesh 4.9 solution operates in the 4.9 GHz licensed spectrum for ease of installation and deployment for public safety interoperability: The MotoMesh 4.9 also makes use of the best standardized 802.1 lg air interface for non-public safety users, allowing deployment of a single infrastructure device. The MotoMesh 4.9 broadband access utilizes the robust Mesh algorithms for broadband access at speeds over 100mph. Additionally,this air interface provides excellent performance in noisy RF and multipath environments. As no solutions are truly mobile without a fast hand-off the MotoMesh 4.9 solution offers a seamless hand-off from Access Point to Access Point. Use or disclosure of this proposal is subject to the restrictions on the title page. Motorola Confidential Proprietary MOTOFiOLA November 14,2006 �. 1-2 SECTION G1:TECILNOLOGY OVERVIEW C-1,2 TECHNOLOGY SOLUTION DESCRIPTION C-1.2.1 MotoMesh 4.9 Solution Description At a high-level,the following outline provides a brief feature summary of the Wireless Mesh Broadband solution. A MotoMesh 4.9 system solution comprises: ♦ Subscriber devices (SDs), ♦ A Mobile Internet Switching Controller(MiSC), ♦ One or more Intelligent Access Points (IAPs), and ♦ Wireless Routers (WRs) C-1.2,1.1 Subscriber Device Data Rates The MEA system is a burst data solution. While operating in the 4.9GHz band,the WMC within each of the devices is capable of burst rates ranging from 500 Kbps through 3 Mbps at /4 rate Forward Error Correction (FEC) coding(2.4GHz MEA operation supports bursts up to 6 Mbps). The actual throughput seen by a subscriber is expected to vary depending on local network conditions, subscriber mobility,the application itself, and distance from an LAY. The distance between a subscriber and an LAY can bethought of in two ways: 1. The line of sight distance directly between a subscriber and an LAY 2. The number of Wireless Router"hops"between a subscriber and an LAP Throughput between Subscriber Devices (ad hoc mode) is subject to the same 3 Mbps coded limit. The use of the ad-hoc peer-to-peer capability permits two users to exchange their IP addresses and transfer files at the same 3 Mbps burst rate without use of any infrastructure. C-1.2.1.2 Infrastructure and Client Meshing Unlike other technologies,the MEA technology supports both infrastructure and client meshing.Infrastructure meshing creates a robust and scalable network with the objective of broadband wireless communications to a wireline core network, as well as peer-to-peer communication. While each MEA device is part of the wireless network(e.g., every client device is a router/repeater), client meshing enables end users to instantly form a broadband wireless network among themselves, with or without the inclusion of network infrastructure. Use or disclosure of this proposal is subject to the restrictions on the title page. MOTOROLA Motorola Confidential Proprietary November 14,2006 1-3 CITY OF FORT WORTH,TX MOTOMESH BROADBAND PH.OT PROJECT C-1.2.1.3 Mobility at Vehicular Speeds Mobility has become an increasingly important discriminating factor in the broadband access environment.The ability to deliver a level of performance comparable to a desktop PC when using computing devices in fast moving vehicles is currently in high demand and will continue to be one of the more compelling applications for wireless technology for many years to come. WMB networking is clearly the only available network architecture that can deliver the performance and scalability currently required in a high speed mobile environment. The definition of Mobility in wireless networks varies to suit the application at hand. 802.11 technologies describe fixed wireless networks and are inherently not mobile—at best they offer portable solutions.Originally,the intention was for the client to remain associated with the same AP for the length of the session.In a situation where the client is required to move between hotspots, it must re-associate with the new AP and be re- authenticated for network access.The time required to perform the re-authentication results in a connectivity lapse.Thus it is impossible to move between APs and remain seamlessly connected. 802.11 suffers degradation at speeds above 30 mph, even when moving within a hotspot.This fact alone draws some rather drastic limitations on Mobility. MEA uses Quadrature Division Multiple Access (QDMATM)technology in the ISM II and 4.9GHz Public Safety.band. .Unlike 802.11 technology which was designed for stationary indoor use, QDMATM is designed to be more robust in high speed mobile environments.MeshNetworks QDMATM technology operates at layer two (LLC)which allows interaction with the radio and therefore supports 1P connectivity at high speeds, and smooth handoff. 862.11 networks can support roaming but this can take several seconds to accomplish as subscribers move between access points. By comparison, MEA delivers a highly mobile solution and provides seamless handoffs and uninterrupted network connectivity at speeds exceeding 100 mph.Using the combined attributes of Adaptive Control of the Transmit Power,Mesh Scalable Routing and QDMA MeshNetworks solutions delivers broadband to Mobility. C-1.2.1.4 Mesh Scalable Routing (MSR) MeshNetworks' MEA system uses a proprietary constrained distance vector routing algorithm,which provides diversity of known routes but does not maintain knowledge of all nodes within a geographical area. The distance vector algorithm forwards packets along the best route while maintaining two additional backup routes. The"best"route is chosen by evaluating the link metrics.MeshNetworks' research has shown that a combination of several metrics shows superior performance in packet reliability, delay, and jitter. The backup routes are maintained to support the rapidly changing signal characteristics of mobile nodes in cluttered environments Use or disclosure of this proposal is subject to the restrictions on the title page. Motorola Confidential Proprietary MOIF Q, OLA November 14,2006 1-4 SECTION C-1:TECHNOLOGY OVERVIEW MSR Advantages: ♦ Special routing metrics are used to choose more stable routes, and reduce the route breakage probability. ♦ The smooth handoff is realized based on the routing metrics. ♦ The unidirectional links are proactively detected and avoided in the route discovery process. ♦ By building peer to peer routes on demand,the routing overhead and memory requirements in MSR are low,and comparable to reactive routing protocols.By using the route to infrastructure node for forwarding the traffic to the peer destination during the peer route discovery period, the communication initiation latency is low,and comparable to proactive routing protocols. C-1.2.1.5 Adaptive Control Transmit Protocol (ATP) The Adaptive Control of the Transmit Power(ATP) is the algorithm responsible for identifying the transmit power and the data rate that can be used for assuring the most reliable reception at a corresponding site. Routing requires input measuring of the quality of the links to all available neighbors so that it may make informed decisions about the choice of next hops to each destination. The purpose of ATP'seivices is to enable the MSR protocol to balance the requirements of a reliable transmission while assuring the highest data throughput rate possible on a packet by packet basis. C-1.2.1.6 Quality of Service (QoS) The primary mechanism for providing differentiated services in the MotoMesh 4.9 network is differentiated services based on precedence indicated in the IP header,which prioritizes traffic on a per-hop basis in the end-to-end IP network. The wireless mesh devices will provide weighted fair queuing of traffic based on IP precedence,with some minimum guaranteed allocation of bandwidth. This does not constitute a service guarantee to any particular service, application or session;however, it provides a method of prioritization when a wireless link is congested. The MEA QoS features provide differentiated service by classifying application traffic during transmission through the wireless MotoMesh.At each node in the network,traffic is classified into several discrete prioritization levels.The packet queuing and channel access QoS mechanisms enable the system to intelligently select packets for transmission when many are waiting in queue. Use or disclosure of this proposal is subject to the restrictions on the title page. MOrOROLA Motorola Confidential Proprietary November 14,2006 1-5 CITY OF FORT WORTH,TX MOTOMESH.BROADBAND MOT PROJECr C-1 .2.2 Proposed MotoMesh 4.9 Hardware C-1.2.2.1 WMC7300 WIRELESS MODEM CARD The WMC7300 Wireless Modem Card(WMC) operates in the 4.9 GHz licensed band and provides client device connectivity to the Mesh Enabled Architecture(MEA)4.9 GHz MotoMesh mobile broadband network in a PCMCIA form factor. In addition to providing access to the network,WMCs can instantly form ad hoc, peer-to-peer, broadband networks among other modem cards without relying on pre-deployed network infrastructure. C-1.2.2.2 VMM7300 Vehicular Modem Module The Vehicular Modem Module(VMM)operates in the 4.9 GHz licensed band. A standard RJ-45 Ethernet port gives Mobile Data Terminals,-IP video cameras, and other IP-ready devices access to the 4.9GHz MotoMesh mobile broadband network.Motorola's Mesh Enabled Architecture (MEA)technology enables the VMM7300 to act as a wireless router/repeater, increasing network robustness and coverage at no additional cost. C-1.2.2.3 IAP7000`INTELLIGENT ACCESS POINT The LAP7000 Intelligent Access Point(LAP) is a powerful device that acts as the transition point from the wireless network to the wired world.Each LAP provides local network management of wireless routers and client devices. All wireless traffic is routed from WMC clients and Wireless Routers to the nearest IAP. The IAP serves as a transceiver passing packets to and from the wireless network. The LAP processes traffic to/from Wireless Routers, as well as to/from WMC clients. C-1.2.2.4 MWR7000 WIRELESS ROUTER The MWR7000 Wireless Router(WR) is a wireless device that is deployed to provide wireless coverage over large geographic areas. It enables non-line-of-sight communications between client devices and IAPs. WRs'are typically used to seed new network deployments to ensure sufficient coverage while the client population is growing. WRs also route transmissions to and from client devices, other WRs and Ws. C-1.2.3 PTP49400 Lite 4.9GHz Wireless Ethernet Bridge Operating in the 4.9 GHz band,the Motorola PT?Lite 49400 point-to-point wireless Ethernet bridges deliver high-capacity, super-reliable connectivity when and where it's Use or disclosure of this proposal is subject to the iestriciions on.the title page. Motorola Confidential Proprietary MOTO,ROLA � November 14,2006 1-6 SECTION C-1:TECHNOLOGY OVERVIEW R needed. The systems can send and receive information in virtually any environment— non-line-of sight and long distance line-of-sight paths, high interference areas, over water and open terrain, even in extreme weather conditions allowing placement of devices, such as video cameras, in the locations where they are most needed. Motorola combines several powerful technologies in the PTP 49400 that allow the bridges to overcome the signal attenuation, fading, dispersion and polarization that degrade all radio signals: ♦ Multiple-Input Multiple-Output(MIMO)—minimizes signalfading due to path obstructions or atmospheric disturbances. ♦ Intelligent Orthogonal Frequency Division Multiplexing(i-OFDM)—transmits data on multiple frequencies,resulting in higher channel bandwidth and greater resistance to interference and signal fading. ♦ Advanced Spectrum Management with i-DFS (intelligent Dynamic Frequency Selection)—self-selects the frequency over which the bridge can sustain the highest data rate at the highest availability The PTP49400 Lite can support Ethernet data rates up to 17 Mbpsl. The PTP49400 Lite is software upgradeable to support Ethernet data rates up to 35 Mbps. C-1.3SYSTEM CONFIGURATION AND OPERATION, C-1.3.1 MeshManager Architecture MeshManager consists of several integrated Client/Server applications.A three-tier Client/Server Architecture is used to allow distribution of server processes and client applications, and provide remote access by client applications. The client applications connect to host servers using TCP/IP. The MeshManager applications and servers are configured to work together and compliment each other. One of the proposed server applications is the Network Management Information,(NMI) server. This is the central server that provides network management information and communication with MEA subscriber devices. The integrated MeshManager platform makes maximum use of data entered by operators so that operators are not required to enter the same data multiple times.For example, when a new subscriber is added to the system,the data is entered via a single GUI form of the Subscriber Provisioning application and is made available to all servers that manage Subscriber Account Data, Subscriber Device Data, Subscriber Service Provisioning,Network Access Security, and Subscriber Device Software Updates. 'Actual throughput is dependent upon path profile and path length. Use or disclosure of this proposal is subject to the restrictions on the title page.. M07XM0LA Motorola confidential Proprietary November 14,2006 1-7 CITY OF FORT WORTH,TX MOTOMESH BROADBAND PILOT PROJECT C-1.3.2 Components of the MeshManager C-1.3.2.1 Device Manager The Device Manager application is used to add and configure both infrastructure and subscriber devices.Its easy-to-use interface provides access to all configurable data present on Wireless Routers(VTR), Intelligent Access Points (IAP), and Subscriber Devices (SD). When a device is selected,the Device Manager will retrieve and display the device's current status, configuration data settings, and performance statistics.The Device Manager can be configured to periodically check the status of each device and as a result change the color of the device's symbol in the device tree to alert the operator that there may be trouble. The Device Manager supports remote device configuration using SNMP over-the-air or over-the-wire.A device discovery feature is provided to automate the process of adding new devices and setting their initial configuration from configuration templates.The Device Manager supports user definable configuration templates that can easily be applied to several selected devices simultaneously. To assist in diagnostics,the Device Manager can display a text-based neighbor table for the selected device, and can perform a trace route between two selected devices or to the selected device's associated IAP.An SNMP ping utility is provided to perform quick checks of device network connectivity. C-1.3.2.2 Alarm Browser The MeshManager software suite includes an event and alarm browser. Operators can depend on the alarm browser for first notification of problems. The alarm browser will alert operators when trouble exists in the network. The MEA devices use SNMP trap messages to inform the MeshManager system when trouble exists. The alarm identifies the problem,the device, link or service, and assists with trouble management via alarm acknowledgement and alarm assignment. The Network Management Information-server can be configured to periodically check the health of backhaul links and services and generate appropriate alarms when necessary. C-1.3.2.3 Subscriber Device (Device Manager) Provisioning The Subscriber Device Provisioning(SDP) application is used to add new subscribers. The SDP provides subscriber device management including: adding new subscribers, removing subscribers,updating subscriber information and updating subscriber service parameters. Use or disclosure of this proposal is subject to the restrictions on the title page. Ak Motorola Confidential Proprietary MOTOROLA November 14,2006 1-8 SECTION C-1:TECHNOLOGY OVERVIEW F The SDP application provides an easy-to-use interface that prompts for new subscriber information including subscriber information, device information and service parameters. Once the information is entered, several MeshManager databases and servers are automatically updated to support the new subscriber, and the subscriber's device is automatically provisioned via over-the-air-service-provisioning (OTASP). Use or disclosure of this proposal is subject to the restrictions on the title page. MOrOROLA Motorola Confidential Proprietary November 14,2006 1-9 r o: s: R Y, a Q� a Section c-2 3 System Description C-2. SYSTEM DESCRIPTION C-2. 1 PROJECT OVERVIEW The City of Fort Worth has requested pricing and design information for a pilot wireless broadband data communications system serving the Texas Motor Speedway (TMS) and wireless hot spot locations at City of Fort Worth Fire and Police stations. In response, Motorola is proposing a Wireless Mobile Broadband (WMB) data system based on the MotoMesh Network architecture. The proposed solution is specifically designed to meet the City of Fort Worth's need for secure, high speed, wireless mobile data access in the requested service areas. In addition to providing Motorola's advanced wireless Mesh Enabled Architecture (MEA)technology,the proposed solution also supports industry standards for wireless broadband access and internet communications protocols.This allows for potential interoperability of broadband applications and infrastructure with neighboring agencies. The proposed solution,based on state of the art wireless technology, is designed to meet the current needs of the City as well as offer a clear path for future expansion. ( The equipment described in this document is based on the MotoMesh Network _ architecture.As proposed,the MotoMesh provides wireless broadband access in the 4.9 GHz licensed band utilizing Motorola's MEA technology and 2.4 GHz unlicensed band. C-2.2 SYSTEM OVERVIEW Motorola is proposing a Wireless Broadband Data Communication System for the City of Fort Worth that includes equipment, installation, and optimization of the network. The proposed network consists of the following components and capabilities: C-2.2.1 Architecture MotoMesh Wireless Broadband Network solution based on Motorola's Mesh Enabled Architecture(MEA), consisting of ♦ 40 Wireless Modem Card(WMC) Subscriber Devices (4.9GHz) ♦ 2 Vehicular Modem Module (VMM) Subscriber Devices (4.9GHz) ♦ 2 Intelligent Access Points (IAPs) for TMS area ♦ 7 Wireless Routers (WRs) for TMS area ( Use or disclosure of this proposal is subject to the restrictions on the title page. AfOrOROLA Motorola Confidential Proprietary November 14,2006 2-1 CITY OF FORT WORTH,TX MOTOMESH BROADBAND PILOT PROJECT ♦ 2 IAPs for in-bay coverage at two fire station hot spot locations(1 LAP at each of the two fire stations) ♦ 2 WRs for outdoor coverage at two fire station hot spot locations(1 WR at each of the two fire stations) ♦ 2 IAPs for outdoor coverage at two police station hot spot locations(1 LAP at each of the two police stations) ♦ 1 LAP for in-bay coverage at the radio services shop ♦ 1 Mesh Enabled Camera ♦ 2 Motorola PTP49400 wireless Ethernet bridge 4.9 GHz point-to-point links to extend the City of Fort Worth's WAN from Fire Station 35 to the LAP installations at TMS ♦ 1 Mobile Internet Switching Controller(MiSC)to be located in the at a location of the City's choice ♦ 1 AirMobile software suite to provide automatic file downloads for the fire department hot spot applications. The AirMobile suite includes the AirMobile server(hardware and software)and 50 client licenses ♦ 1 Multi-Net Mobility(MNM ) software suite to provide encryption,VPN tunneling and future inter-network roaming. The MNM suite includes the server (hardware and software) and licensing for up to 250 clients C-2.2.2 Features and Functionality The following features and functionality are inherent in all Motorola MotoMesh systems: ♦ Infrastructure meshing to create a wide-area broadband wireless backhaul among IAPs and WRs ♦ Support for PCMCIA form factor Wireless Modem Cards(WMCs) in the 2.4 GHz and 4.9 GHz bands ♦ Mesh network management and transport services with a single Mobile Internet Switching Controller(MiSC) ♦ Wireless element management system, including configuration management, statistics reporting, alarms and remote over the air software upgrades ♦ Dual band network capable of simultaneously supporting standards based 2.4 GHz WiFi(802.11g) and Motorola's 4.9 GHz MEA. ♦ Advanced Mobility Features,including: Use or disclosure of this proposal is subject to the restrictions on the title page. dft Motorola Confidential Proprietary yo MOTO+ROLA November 14,2006 2-2 SECTION G2:SYSTEM DESCRIPTION • High data rate mobile communication at vehicular speeds in excess of 100 mph (160 km/hr) • Self-forming and self-healing wide-area wireless mesh routing, providing increased network availability and robustness • Mobile soft hand-off support (make before break connections delivering seamless mobile networking)to support applications like streaming video • Differentiated Quality of Service(QoS) allowing for priority based application traffic handling to guarantee communications during mission critical events • Hardware authentication of wireless networking devices ♦ Ad hoc networking capability for enhanced communication during on-scene incident management C-2.3PROPOSED SOLUTION The following sections provide details for each major system component, client devices and coverage aspects. (� C-2.3.1 MESH Enabled Architecture (MEA) Network The MotoMesh Network employs Motorola's Mesh Enabled Architecture (MEA)to simultaneously support operation in the 4.9 GHz licensed(Public Safety) and 2.4 GHz unlicensed(ISM) bands. This solution offering enables full MEA capabilities in the 4.9GHz band.Actual data throughput will be dependent upon a number of factors including RF conditions, number of device hops between the subscriber device to LAY and subscriber device speed. Typical performance for UDP/IP payload data,with line of sight(LOS) communications, can reach data rates of 300kbps to 900kbps for subscriber devices within 0.3 to 0.5 miles from an infrastructure device.Actual data rates are not guaranteed and may vary. The proposed solution for the City of Fort Worth combines the MotoMesh Network 2.4 GHz/4.9 GHz technologies with the City's existing networking infrastructure to extend the City of Fort Worth's WAN to remote Intelligent Access Point(IAP) locations. The 4.9 GHz licensed MEA functionality is to be utilized by the City of Fort Worth's public safety users. The simultaneously available 2.4 GHz WiFi functionality allows the City to offer service to other, non-mission critical, users from the same infrastructure. Each IA.P requires a backhaul link into the City's network. Motorola's PTP49400 wireless Ethernet bridge will be used to provide this backhaul link at the TMS 1AP Use or disclosure of this proposal is subject to the restrictions on the title page. MOTOROLA Motorola Confidential Proprietary November 14,2006 2-3 CITY OF FORT WORTH,TX MOTOMEsH BROADBAND PILOT PROJECT locations.The PTP49400 operates in the 4.9 GHz licensed band and Frovides full duplex Ethernet with an aggregate Ethernet data rate up to 17 Mbps possible . C-2.3.2 TMS Deployment and Installation The proposed solution for the TMS area will be deployed utilizing a minimum UDP/1P 300kbps design goal for targeted areas of operation. Site survey testing for currently identified installation locations will be performed to determine if the link quality between network infrastructure devices(nodes)meets this design goal.Based on this testing, final device location is subject to change to accommodate required inter-nodal network connectivity. Since this proposal is a pilot deployment, initial device site selection has been limited in order to keep costs within available funding. During site survey testing and device deployment it may be found that current site selections are not optimal and alternative optimal site selections may not be available. As a result,actual throughput and coverage is not guaranteed. C-2.3.2,1 Targeted areas of operation The targeted areas of operation serve to guide the network design and infrastructure device location. The targeted areas of operation are shown in Figure 1. These service areas are defined as: Souvenir Alley,VIP Parking and West Parking Infield Camping Speedway Club Parking, Express Parking, Workhorse VIP ■ Labonte Ln.,Workorse VIP camping, Public Parking Primary Entry(Mark Martin Dr)Ticket Office/Gift Shop, Public Parking, Emergency Services Tent and Reserve Camping The design and subsequent implementation will attempt to: ♦ Maximize outdoor coverage in the identified target service areas ♦ Provide contiguous coverage between the target service areas ♦ Provide coverage to nearby roadways surrounding the target service areas Due to the tradeoffs associated with each of these goals and budgetary constraints,the final operational area of the network is not guaranteed. 2 Actual throughput will be dependent upon path profile and path length. Use or disclosure of this proposal is subject to the restrictions on the title page. Motorola Confidential Proprietary MOTOAVOLA November 14,2006 2-4 SECTION C-2:SYSTEM DESCRIPTION Target areas of � operation •-.. AL } -- f Figure 1:TMS Target Areas of Operation C-2.3,2.2 Proposed Network Design and Installation Locations The proposed network design and installation locations are shown in Figure 2. The design and locations were chosen based on the targeted areas of operation, electrical power availability,mounting structure availability and line-of-sight(LOS)requirements for backhaul links.The devices, installation locations and mounting configurations are given in Table 1.The proposed equipment for the TMS area consists of two(2) UPS, seven (7) WRs and two(2)Motorola PTP49400 wireless Ethernet bridge links. Three (3) of the nine(9) MESH devices require a new mounting structure to be installed. Motorola will provide and install three(3) 33' steel poles for these devices. Each steel pole will be used to mount one WR. The remaining six(6) devices have a suitable mounting structure identified and available. Motorola will make necessary electrical provisions for each proposed installation location at TMS identified in Table 2.This includes providing and installing electrical breakers, /f Use or disclosure of this proposal is subject to the.restrictions on the.title page.. m(, rOROLA Motorola Confidentialrro4n No 2006 � �Cl All 11 k �.00 12,0 UTV13RIF.M PION TEX. CITY OF FORT WORTH,TX MOTOMESH BROADBAND PILOT PROJECT conduit and cables to an available power source within 30 feet.If alternate installation locations are required due to coverage and network performance Motorola will provide these same electrical provisions at the alternate site. Exact device installation locations are subject to change upon deployment as needed to maximize system performance and coverage. Motorola will NOT perform any roof penetrations at TMS.Any device mounting location will be excluded if roof penetrations are required. LAPw/Badchaul I i g V1A2 � - —BadthW Unks % # I ':T7. ;l l � F•0 Figure 2:Site Placement Use or disclosure of this proposal is"subject to the restrictions on the title page. Motorola Confidential Proprietary AfOrOR<?LA November 14,2006 2-6 SECTION C-2:SYSTEM DESCRIPTION Table 1:Device installation locations and description Location Descriplion I IAP and backhaul location. IAP will serve as access point for WRs located on top of Towers B4, B2 and the Speedway Club. Power distribution panel available one floor below. IAP will utilize non- penetrating rooftop mount. PTP49400 wireless Ethernet bridge will utilize non- penetrating rooftop mount. Tower B6(North View from 136) WR location. Power distribution panel _ available one floor below WR. WR will utilize non-penetrating rooftop mount. Tower B4 (North view of B4 from B2 } PIP PRE WR location. Power distribution panel available one floor below WR. WR will utilize non-penetrating rooftop mount. i Tower B2(West view of mounting area) Use or disclosure of this proposal is subject to the restrictions on the title page. .40`,MOTOROLA Motorola Confidential Proprietary November 14,2006 2-7 CITY OF FORT WORTH,TX MOTOMESH BROADBAND PILOT PROJECT IAP and backhaul location. IAP will serve as access point for WRs located on top of F` Towers B4, B2 and the Speedway Club. �- Power distribution panel available one � .z floor below. IAP will utilize non- penetrating rooftop mount. PTP49400 -�" ,- wireless Ethernet bridge will utilize non- penetrating rooftop mount. Speedway Club(North view) ,Tut Iwo- A/t WR location. Power available from Police command post.WR will utilize a new pole w installation or mount to an existing light pole in this vicinity. tfi Labonte Ln/Police Command Post (North View) WR location. Power distribution available on rooftop. WR will utilize pole mount secured to existing steel structure. W, -WX_ 1 Dirt Track Press Box (West View) Use or disclosure of this proposal is subject to the restrictions on the title page. Motorola Confidential Proprietary /Y oroROLA November 14,2006 2-8 SECTION C-2:SYSTEM DESCRIPTION k s s: fw -�' WR location. Power available from meter Moo base on utility pole. WR will utilize a new pole installation. Intersection of Mark Martin Dr and Victory Circle (NE View from Dirt Track) re ix aw, WR location. Power available from meter base on near-by utility pole. WR will utilize existing TMS owned light pole. Reserved camping restroom/shower area (East View) 5 i WR location. Exact location is TBD based on site survey testing.This WR will allow for coverage enhancement where needed. It is anticipated this will be in the reserved camping area. WR will utilize a new pole installation or other existing structure. Reserved Camping Area (West View) Use or disclosure of this proposal is subject to the restrictions on the title page. MOTOROLA Motorola Confidential Proprietary November 14,2006 2-9 CITY OF FORT WORTH,TX MOTOMESH BROADBAND PILOT PROJECT 63. ,. � j PTP49400 wireless Ethernet bridge y" mounting location. Mounting pole will be installed.Two dish antennas(2',diameter) p" will be installed. e IEEE6 Y Fire Station 35 (Command Tower NW View) C-2.3.2.3 Wireless Backhaul Links Each UP in the TMS area will be served by a point-to-point Motorola PTP49400 wireless Ethernet bridge.The proposed LAT and wireless bridge locations are identified as: ♦ Wireless bridge link between Fire Station 35 and the B6 Tower of TMS. This will serve the UP located at on the roof of the B6 Tower. ♦ Wireless bridge link between Fire Station 35 and the top of the Dirt Track Press Box at TMS. This will server the UP located at the top of the Dirt Track Press Box. The final UP and wireless bridge link locations are subject to change upon deployment if necessary. At Fire Station 35 a new, approximately 10',wall mounted steel pole will be installed to attach the PTP49400 wireless Ethernet bridge and dishes(antenna).The location of this mount will be on the east side of the command tower where existing antennas are installed.This installation will require wall penetrations,performed by Motorola,to attach the pole. Motorola will NOT perform any roof penetrations at Fire Station 35.Any device mounting location will be excluded if roof penetrations are required. C-2.3.2.4 TMS and Fire Station 35 Wireless Bridge Installation Responsibilities for the City of Fort Worth The network design, device deployment and device installations at TMS are predicated on certain commitments and provisions provided by the City of Fort Worth. This Use or disclosure of this proposal is subject to the restrictions on the title page. Motorola Confidential Proprietary MOrOROLQ November 14,2006 2-10 SECTION C-2:SYSTEM DESCRIPTION proposal has been developed with an understanding that the following requirements will be fulfilled by the City of Fort Worth: ♦ The City of Fort Worth's WAN infrastructure at Fire Station 35 will be used to connect IAPs to the MiSC. The City of Fort Worth will provide WAN connectivity between Fire Station 35 and the MiSC location. ♦ The City of Fort Worth will provide VLAN connectivity for two(2)tagged VLANs between Fire Station 35 and the MiSC location. ♦ The City of Fort Worth will work with Motorola to provide an appropriately sized and available IP address space on the City's network to support the MESH network and client devices. ♦ At Fire Station 35 the City of Fort Worth will provide 120V AC power, served by a dedicated 15A circuit breaker(minimum),within six feet of the PTP49400 wireless Ethernet bridge installation location. ♦ At Fire Station 35 the City of Fort Worth will provide an adequate ground point (per R56 guidelines)within six feet of the PTP49400 wireless Ethernet bridge installation location. ♦ At Fire Station 35 the City of Fort Worth will provide and install one CAT-5 Ethernet cable between the City's Ethernet LAN switch and the PTP49400 wireless Ethernet bridge installation location. ♦ For the MiSC installation,the City of Fort Worth will provide two 120V AC 3 prong power receptacles, each served by a dedicated 15A circuit breaker (minimum),within 6 feet of the identified rack location and Ethernet connectivity within the equipment room. ♦ At Fire Station 35,the City is responsible for any wall or roof penetrations required for electrical power and Ethernet connectivity to the PTP49400 wireless Ethernet bridges and MiSC equipment. C-2.3.3 Hot Spot Deployment and Installation The proposed solution includes equipment for two (2) fire station hot spot locations,two (2)police station hot spot locations and one(1)radio services shop hot spot location. These hot'spot locations were selected from a'prioritized list of fire and police facilities provided to Motorola by the City of Fort Worth.For each fire station installation there will be one(1)UP for in-bay coverage and one (1)WR for outdoor coverage. For each police station there will be one(1)UP for outdoor coverage.For the radio services shop Iocation there will be one (1)UP for in-bay coverage.The devices,hot spot locations and anticipated mounting configurations are given in Table 2. Table 2:Hot Spot Locations Use or disclosure of this proposal is subject to the restrictions on the title page. IMOTOJVOL A Motorola confiden6ai Propnetary November 14.2006 2-11 CITY OF FORT WORTH,TX . MOTOMEsH BROADBAND.PILOT PROJECT �s Location Description (1) IAP mounted within truck bay and (1) WR mounted on outside of building. IAP backhaul antennas will be mounted outside of bay on roof top or near by wall to serve as access point for WR. IAP will utilize wall/ceiling mount.WR will utilize'L' stand-off wall mount. Fire Station 35 (North View from 136) t ; , !- IAP location mounted to outside of building or nearby light pole. IAP will utilize'L'stand-off wall or pole mount. North Division(South View) r ` ' (1) IAP mounted within truck bay and (1) WR mounted on outside of building. IAP backhaul antennas will be mounted outside of bay on roof top or near by wall to serve as access point for WR. IAP will utilize wall/ceiling mount. WR will utilize'L' stand-off wall mount. Fire Station 37 Use or disclosure of this proposal is subject to the restrictions on the title page. Motorola Confidential Proprietary MOTOROLA November 14,2006 2-12 SECTION C-2:SYSTEM DESCRIPTION IIIIII IAP location mounted to outside of building.The City rents the building at this location. Possible non-penetrating rooftop mount or`L'stand-off wall mount. North Police District 3(Mounting Location) ,t fi3 f IAP location mounted inside service bay. IAP will utilize wall/ceiling mount. Radio Services Shop C-2.3.3.1 Proposed Hot Spot Mounting Locations Exact mounting locations for the indoor and outdoor devices will be determined during site survey testing.For outdoor hot spots, selection of the installation,location will be driven by maximizing coverage for facility parking areas and immediately surrounding roadways.Upon completion of this testing,Motorola will provide the City of Fort Worth with the suggested device mounting locations and site survey test results for each outdoor hot spot location. Each fire station indoor IAP location'will require the two(2).802.11 backhaul antennas to be remote mounted outside in order to communicate with the outdoor VTR.To accommodate this Motorola will provide a standard wall penetration,wall feed-through plate and cable entry boot.Motorola will provide a suitable mounting structure to the outside of the building wall to mount the backhaul antennas.The total maximum length .of each cable run for remote mount IAP 802.11 antennas must be less than or equal to 20 . feet. The City of Fort Worth will work with Motorola to identify the appropriate wall penetration locations and antenna mounting locations to insure that the cable length Use or disclosure of this proposal is subject to the restrictions on the title page. MOTQROLA Motorola Confidential Proprietary November 14,2006 2-13 CITY OF FORT WORTH,TX MOTOMEsH BROADBAND PILOT PROJECT requirement is maintained. If necessary,the UP installation location within the bay will be changed to accommodate the cable length requirement, available wall penetration location and available outside wall mount location. Motorola will NOT perform any roof penetrations at hot spot locations.-Any device mounting location will be excluded if roof penetrations are required. Hot spot locations will require outside wall penetrations, performed by Motorola, to attach mounting hardware for UP and WR devices. C-2.3.3.2 Hot Spot Installation Responsibilities for the City of Fort Worth The network design, device deployment and device installations at hot spot locations are predicated on certain commitments and provisions provided by the City of Fort Worth. This proposal has been developed with an understanding that the following requirements will be fulfilled by the City of Fort Worth: ♦ The City of Fort Worth will be required to approve all mounting locations prior to start of device installation. ♦ The City of Fort Worth will be required to approve all mounting devices and installation methods for any City owned or rented buildings prior to start of device installation. ♦ The City of Fort Worth will provide 120V AC power, served by a dedicated 15A circuit breaker(minimum), within six feet of the installation location for each device (indoor and outdoor). This circuit is to be terminated in an appropriate junction box. ♦ For each LAP device, the City of Fort Worth will provide and install one CAT-5 Ethernet cable between the City's Ethernet LAN switch and the device installation location. ♦ The City of Fort Worth will provide WAN connectivity between each fire station and the MiSC location. ♦ The City of Fort Worth is responsible for ALL installation tasks and labor related to providing power and Ethernet to device installation locations(both indoor and outdoor devices.)This includes tasks related to installing conduit, cables, electrical supplies (breakers, switches, etc.), wall and ceiling penetrations, cable entry ports/boots and any other necessary hardware. ♦ Each fire station indoor LAP location will require the two (2) 802.11 backhaul antennas to be remote mounted outside in order to communicate with the outdoor WR. Motorola will provide a standard wall penetration, wall feed-through plate Use or disclosure of this proposal is subject to the restrictions on the title page: Motorola Confidential Proprietary November 14,2006 2-14 SECTION C-2:SYSTEM DESCRIPTION and cable entry boot. Prior to installation the City of Fort Worth will be required to approve penetration location,method and materials used. ♦ The total maximum length of each cable run for remote mount LAY 802.11 antennas must be less than or equal to 20 feet.The City of Fort Worth will work with Motorola to identify the appropriate wall penetration locations and antenna mounting locations to insure that the cable length requirement is maintained. ♦ At each hot spot location,the City is responsible for any wall or roof penetrations required for electrical power and Ethernet connectivity to IAP and WR devices. C-2.3.4 Client Devices The City of Fort Worth is responsible for all physical installation activities related to deploying, installing and configuring the WMC7300 and VMM7300 client device hardware and software. The City of Fort Worth will provide Motorola with two (2)MW800 mobile workstations to be used as two independent software images,referred to as the `golden' images.There will be a`golden' image for MW800 mobile workstations deployed with WMC7300 client devices and a`golden' image for MW800 mobile workstations deployed with VMM7300 client devices. The City of Fort Worth will provide the golden image MW800 mobile workstations preconfigured with all applications, security settings and policy management settings required by the City prior to the installation of Mesh client device software. Motorola will install and configure the software for one(1) WMC7300 on one (1)of the City's MW-800 mobile workstations to be used as a `golden' image for workstations that will be deployed with a WMC7300 card.Motorola and the City will test this image and provide sign-off. Motorola will install and configure the software for one (1)VMM7300 on one(1)of the City's MW-800 mobile workstations to be used as a `golden' image for workstations that will be deployed with a VMM7300 card. The City of Fort Worth is responsible for ALL tasks related to installing both golden images to subsequent MW800 mobile workstations. Each WMC7300 includes: ♦ MEA Transceiver Unit in Sealed PCMCIA Form Enclosure ♦ Omni-directional permanent mount 4 dBi 4.9 GHz antenna(suitable for vehicle roof or trunk mount) ♦ MMCX to SMA adapter ♦ Twelve (12) feet cable kit with SMA connector Use or disclosure of this proposal is subject to the restrictions on the title page. MOTOROLQ Motorola Confidentialember Proprietary 2 N tm6 2-15 CrrY OF FORT WORTH,TX MOTOMESH.$ROADBAND PILOT PROJECT ♦ CD ROM with 6300/7300 Software for Windows 2000 and Windows XP Each VMM7300 includes ♦ MEA Transceiver Unit in Sealed Enclosure ♦ Omni-directional permanent mount 4 dBi 4.9 GHz antenna(suitable for vehicle roof or trunk mount) ♦ Twelve(12)feet cable kit with SMA Connector ♦ N-Type to SMA Adaptor ♦ 12 VDC Power Cable ♦ RJ45 Ethernet Port Jack and Boot ♦ CD ROM with 6300/7300 Software for Windows 2000 and Windows XP C-2.3.5 MiSC Location The following equipment and software will be installed in the MiSC location. Power and UPS (recommended)at the MiSC location will be the responsibility of the City of Fort Worth. C-2.3.5.1 Mobile Internet Switching Controller(MiSC) The MiSC provides routing, switching and network management functions for the MotoMesh network. It also serves as the interface between the MotoMesh wireless network and the City's wired network. The MiSC is comprised of the HP Proliant DL360 G4 Linux workstation,core router and Ethernet switch, and MiSC element management software. Key features of the MiSC are: ♦ Supports 802.1 lb/g and MEA/QDMA air interfaces ♦ SNMP v2—v4 support ♦ Managed over the air upgrade of all network elements ♦ GUI based user interface for simple point and click configuration ♦ Real Time alarms and notification for 7x24 monitoring ♦ In-depth performance and statistic report capability ♦ User defined configuration templates for easy of deployment. ♦ Remote user interface support of multi-site access. The MiSC will be installed in 7.5 foot rack to be located at the MiSC location. Use or disclosure of this proposat is subject to the restrictions on the title page. Motorola Confidential Proprietary MOTOROLA November 14,2006 2-16 SECTION C-2:SYSTEM DESCRIPTION For the MiSC installation, the City of Fort Worth will provide two 120V AC, 3 prong power receptacles, each served by a dedicated 15A circuit breaker(minimum),within 6 feet of the identified rack location and Ethernet connectivity within the equipment room. The MiSC server hardware specifications are given below. ♦ 4MB (1 x 4MB)Level 2 cache ♦ HP 1 GB Fully Buffered DIMM PC2-5300 2X512 Memory ♦ 72GB SAS Hard Drive(Qty= 1) ♦ HP-Disk drive-DVD RW- 8x/8x-IDE-internal- 5.25" Slim Line ♦ 2 Embedded NC373i Multifunction Gigabit Network Adapter ♦ Operating System and Version-Red Hat Enterprise Linux ES 4 ♦ Dimensions- lU Rack form factor(1.75"); less than 28 in(70.5 cm)deep ♦ Weight 29 lbs ♦ Rated Input Current 7.1 Amps(at 120VAC)to 3.5 Amps(240 at VAC),Rated Input Power 852 W C-2.3.5.2 Multi-Net Mobility (MNM) This proposal includes Motorola's Multi-Net Mobility(MW virtual private network (VPN) solution to provide for wireless security and data compression to mobile users. MNM is a software-based solution that utilizes a Linux server and client software. The MNM server will be installed in the same rack as the MiSC at the MiSC location equipment room. For the MNM and AirMobile server installations,the City of Fort Worth will provide two 120V AC, 3 prong power receptacles, each served by a:dedicated 15A circuit breaker (minimum), within 6 feet of the identified rack location. MNM Server is an HP Proliant DL360 G5 Dual-Core Xeon 5130 machine. The specifications are given below: ♦ 4MB (1 x 4MB)Level 2 cache(5100 series) ♦ HP 1GB Fully Buffered DIMM PC2-5300 2X512 Memory ♦ 72GB SAS Hard Drive(Qty= 1) ♦ Smart Array E200i SAS RAID Controller with 64MB cache ♦ HP-.Disk drive-DVD RW- 8x/8x-IDE-internal-5.25" Slim Line ♦ 2 Embedded NC373i Multifunction Gigabit Network Adapter Use or disclosure of this proposal is subject to the restrictions on the title page. MOTOROLA Motorola Confidential Proprietary November 14,2006 2-17 CITY OF FORT WORTH,TX MOTOMEsH BROADBAND PILOT PROJECT ♦ Operating System and Version-Red Hat Enterprise Linux ES 4 ♦ Dimensions- IU Rack form factor(1.75"), less than 28 in(70.5 cm) deep ♦ Weight 29 lbs ♦ Rated Input Current 7.1 Amps (at 120VAC)to 3.5 Amps(240 at VAC),Rated Input Power 852 W C-2.3.5.3 AirMobile The AirMobile information management application is designed for customers who need a way to handle regularly occurring large data exchanges or software updates,while preserving the use of their wireless wide area data channel (i.e..DataTAC) for mission- critical and real time applications.It provides the foundation for low cost fleet management, supplying information updates to the vehicle, as well as receiving data from the vehicle. Using an AirMobile system for these transactions is a major customer benefit because it: ♦ Allows the administrator to organize the fleet in a way that reflects the organization's structure; ♦ Optimizes bandwidth usage through detailed scheduling of data delivery; ♦ Enables increased information storage in the client(e.g., local mugshot database and intranet information); ♦ Does not require vehicles to be taken out of service When a mobile user with a mobile data computer(MDC)enters the broadband coverage area,AirMobile starts a session and determines whether any packages are scheduled for transfer.If scheduled packages are found,AirMobile begins transferring the information. This process is performed automatically by AirMobile, with no actions required on the mobile user's part. The AirMobile system administrator schedules packages for transfer. AirMobile server hardware is a PowerEdge 850. The server hardware specifications are given below. ♦ 521,2.8GHz/1MB Cache,P4 800MHz Front Side Bus ♦ 1GB DDR2, 533MHZ,2x512 Single Ranked DIMMs ♦ 80GB, SATA, 1 inch, 7.2K RPM Hard Drive(Qty. 1) ♦ Intel Pro 1 OOOMT Dual Port Gigabit Network Adapter ♦ 24X,CD,650M,Intemal ♦ Operating System and Version-Windows 2000 Server download SP4 w/ Windows 2003 Use or disclosure of this proposal is subject to the restrictions on the title page. Motorola Confidential Proprietary MQrOROLA November 14,2006 2-18 SECTION C-2:SYSTEM DESCRIPTION ♦ Dimensions- lU Rack form factor(1.75"), less than 28 in(70.5 cm) deep ♦ Weight 26 lbs ♦ 20VAC,Rated Input Power 345 W C-2.3.5.3.1 AirMobile Features and Functionality An overview of the features of the proposed AirMobile suite is given below. Mobile information management(package,schedule,client and group setup)—the system administrator controls all transfer,activities,determining contents, recipients and time of delivery. Upload and download data file transfers(with optional executable script)— AirMobile performs transfers from the server to the mobile units(downloads)and also from the mobile units to the server(uploads).The system administrator can also set up executable scripts such as a print command after a report upload. Software installations and upgrades—AirMobile can transfer software files and perform silent installs and upgrades, or store the files at a'pre-determined location for future manual installation(without the need to use software media). Multisite—AirMobile makes updates available in multiple locations covered by WLAN. Per client upload tracking- each upload will automatically append the client name and then the user name(if a valid user login is available)to the upload destination directory before the files are copied, for easy tracking. Upload and download version management—AirMobile checks if any of the files to be transferred changed. If so, all files in the package will be transferred.If there was no change in the file,the package will not be transferred. Transfer prioritization—when multiple files are scheduled for transfer,AirMobile transfers them based on the priority assigned by the system administrator, regardless of type or size. Range detection with automatic session and error recovery—if a car drives out of range during a transfer,the update will resume when the vehicle returns to the coverage area, continuing this process until the transfer is complete.If an error occurs during the transfer,AirMobile will return the system to its original state and re-initiate the transfer process the next time the car enters the coverage area. File and package transfer progress indicator—during file transfer,the mobile user can access the Client Window and verify the approximate time remaining for the transfer. Session status indicator—the mobile user can also quickly identify the system status by checking the icon on the MS Windows taskbar. Use or disclosure of this proposal is subject to the restrictions on the title page. MOTOROLA Motorola Confidential Proprietary November 14,2006 2-19 CITY OF FORT WORTH,TX MOTOMESH BROADBAND PILOT PROJECT Data file compression and decompression—all files are compressed before transfer, and decompressed after the transfer has been completed.This process allows for shorter transfer times, and also consumes less bandwidth. Status Report—The system administrator will be able to determine if a transfer was performed successfully or not.A history of updates is supported in the form of built-in reports.The user interface will also allow for: ♦ Search—search status of all transfers using multiple criteria. ♦ Store—store status of all transfers for reference at a later date. ♦ View*—View status of all transfers. ♦ Print—print status reports. C-2.3.5.3.2 AirMobile Benefits Fully automated—AirMobile does not require any mobile user intervention, even for uploads. It is fully automated and unobtrusive,all transfers are done transparently. Transfers applications and facilitates silent upgrades—AirMobile transfers any data files software upgrades, allowing remote upgrades. There is no need to load and upgrade the application in each vehicle individually.The vehicles do not need to be taken out of service,and the logistical challenge of scheduling the rotation of cars can be eliminated. Automatically splits transfers over multiple sessions—AirMobile allows vehicles coming in and out of range to get the transfer in multiple chunks.This means that if a session is interrupted,the next time the vehicle drives into range,the transfer will resume. We call this feature session recovery. Centralized management at server—All data transfers are set up by the System Administrators.All the information transferred goes through the AirMobile server and no peer to peer transfers are possible.This gives the System Administrator control over what is being transferred,and eliminate the need for shared drivers. Wizard based fleet management—All database objects are set up with the help of a wizard tool,making the set up and management of fleet information very easy. Ability to customize transfers—Data transfers can be customized to a particular client or group of mobile units, and transfer times can be specified with the use of schedules. Organizes uploads automatically—All uploads are separated per vehicle and user, making the tracking of files much easier. Data compression—AirMobile compresses all data to be transferred before downloads and uploads.Furthermore, it optimizes the compression of packages by sharing compressed packages between as many mobile clients as possible. If files that do not change often are being transferred, data compression significantly optimizes network bandwidth and improves transfer time to multiple clients. Use or disclosure.of this proposal is subject to the resirt6ons on the title page. Motorola Confidential Proprietary ! 07130ROLA November 14,2006 2-20 SECTION C-2:SYSTEM DESCRIPTION Compatibility—AirMobile is compatible with any TCP/IP network. Scalable—AirMobile allows for flexible server configurations, where there is no limit on number of users per server, and one that supports a large number of concurrent users. Shared Fleet Data—AirMobile can be deployed enterprise-wide and fleet administration between multiple servers can be shared. Built-in diagnostics—Diagnostics tools are built in at the server and the client,enabling easy and fast troubleshooting. Report status of transfers—A fleet monitoring tool allows system administrators to get status reports of all scheduled file transfers between any unit in the fleet and the AirMobile server.Receipts from each transfer are stored on the server for analysis.This new feature increases the reliability and accuracy of the entire system,ensuring that the information is being disseminated to the field. C-2.3.5.3.3 Information Transfers AirMobile transfers information in packages,which are source folders that contain one or more files.A schedule is a specific time frame within a 24-hour period when a package is transferred.All AirMobile packages are created and scheduled by the system administrator on the.AirMobile server.AirMobile compresses all packages prior to' transfer to minimize network traffic and transfer time. The two types of AirMobile information transfers are: ♦ Downloads ♦ Uploads Downloads----------------------------------- --------------------------------------------------------- Packages transferred from the AirMobile server to a client MDC are called downloads. Downloaded packages typically contain information that is maintained and updated periodically on the server. The updated information is regularly transferred to the mobile users. Examples of this type of information include: ♦ Daily briefings ♦ Mugshots ♦ Gang-related activity alerts ♦ Citizen vacation notifications ♦ Overnight parking requests Use or disclosure of this proposal is subject to the restrictions on the title page. MOTOROLA Motorola Confidential Proprietary November 14,2006 2-21 CrrY OF FORT WORTH,TX MOTOMEsH BROADBAND PRAT PROJECT AirMobile can also be used to install, upgrade, or uninstall software applications on a vehicle. U--10�3-----_.----------------------------------------------------------------------------------------- Packages transferred from the vehicle to the server are called uploads. . Upload packages contain information that is created and maintained on a mobile user's vehicle. The updated information is periodically transferred to the server for review or further processing.Examples of this type of information include: ♦ Daily work orders Reports filed by an officer ♦ Tickets issued by an officer ♦ Video and images C-2.3.5.3.4 Types of Transfers AirMobile supports three types of transfers. The system administrator can specify how they want the transfer to affect the data already in existence in the destination folder.The system administrator can choose between the following options ♦ Overwrite Existing Destination Files ♦ Merge with Existing Destination Folder ♦ Delete Destination Files Upon entering the WLAN coverage area,a*client sends a message to the AirMobile server requesting a session. In response,the AirMobile server starts a session with the client.Once a session has started,AirMobile takes a `snapshot' of all packages. AirMobile uses the `snapshot' to determine whether any packages are awaiting transfer and are scheduled for transfer at the time the session is started. If scheduled packages are found,AirMobile begins*transferring files, in the order of package priority.If a new package is created and scheduled for delivery after a session has started, it will not appear on the `snapshot' of waiting packages and will not be included in the package transfer for that session. When the next session is started, AirMobile takes another `snapshot' of packages,which will now include the new package. A successful session ends whenever no scheduled packages are awaiting transfer.An internal AirMobile session timer determines the interval between sessions.The session timer ensures that after one session,AirMobile waits before initiating another session. Use or disclosure of this proposal is�subfeat to the restrictions on the title page. Motorola Confidential Proprietary M07'QRflL November 14,2006 2-22 SECTION C-2:SYSTEM DESCRIPTION C-2.3.5.4 Package Prioritization AirMobile transfers the packages based on priority,regardless of the type of transfer, size, or where the source folder resides.Package priorities range between 1 and 16,with 1 being the highest priority and 16 being the lowest. C-2.3.5.5 Version Management AirMobile performs version management to determine whether a package should be transferred. If a file with the same name exists in both the source and destination folders, AirMobile compares the contents of the current source folder with the contents of the source folder when it was last transferred. If the contents are exactly the same,the package is not transferred.If the contents are different,the source package is transferred, overwriting the destination package.Files at the source location are always considered to be the most current.When packages are uploaded, all client files are transferred to the specified destination folder. If individual client packages are names the same,transferred files will overwrite each other in the destination folder.To avoid this problem,AirMobile allocates a unique destination folder to uploaded clients. C-2.3.5.6 Synchronization Procedure The AirMobile server uses a mechanism to detect if a vehicle is in range.This includes being able to filter clients that are temporally in range(passing cars, etc). Once it is determined that the client is in range,the server and client initiate a session that may result in the transfer of files.Once the file transfer has taken place,the client and server do not initiate a session for a fixed length of time unless the server knows of a pending update that has been scheduled for the client in less than that fixed amount of time.This length of time can be changed without modification to the software. REVISION HISTORY. Rev# SME Date Notes 1 JP 08/16/06 Draft version delivered to CFW 2 JP 11/14/06 Inputs from CFW taken and incorporated Use or disclosure of this proposal is subject to the restrictions on the title page. MOTOROLA Motorola Confidential Proprietary November 14,2006 2-23 ► OrORO L, Section C-3 Equipment List C=3. EQUIPMENT LIST C-3, 1 TEXAS MOTOR SPEEDWAYAND HOT SPOT MOTOMESH SYSTEM Core Network ------------------------------------------------------------------------------------------------------------------ Quantity Nomenclature Description MisC 1 HK1241 MOBILE INTERNET SWITCHING CONTROLLER(MISC) includes 1 Sun Workstation with MeshManager software pre- installed, Cisco Catalyst 2950 switch,2 Cisco 1712 routers, 1 ZA00462AA MESHMANAGER RUNTIME LICENSE(500 CLIENTS) Miscellaneous 1 THN1013 RACK 7.5'OPEN 1 DSF1DZ104T 4 PORT BELKIN KVM SWITCH SE SERIES 1 DSF3X110506 PS/2 KVM 6FT ALL IN ONE CABLE SET BELKIN Air Mobile 1 Airmobile Server Hardware/Software, 50 clients and installation Multi-Net Mobility 1 T7258 MULTI-NET MOBILITY SOFTWARE 1 ADD: MULTI-NET MOBILITY CLIENT LICENSES, QTY 1- ZA00484AA 250 1 DDN9003 MULTI-NET MOBILITY RACK SERVER WITH LINUX --------------------------------------------------------------------------------------------------------------------------- ( Use or disclosure of this proposal is subject to the restrictions on the title page. MO'TOROLA Motorola Confidential Proprietary November 14,2006 3-1 CITY OF FORT WORTH,TX MOTOMESH BROADBAND PILOT PROJECT l' Texas Motor Speedway DescriptionQuantity Nomenclature MOTOMESH Infrastructure 2 HK1240 IAP7300-01 -(1 ETH PORT,VLAN SW) 2 ZA00457AA SWK7023 ENABLE MEA 4.9 CLIENTS 7 HK1238 MWR7000 WIRELESS ROUTER AC INPUT 7 ZA00457AA SWK7023 ENABLE MEA 4.9 CLIENTS Mesh Camera 1 HK1257 MOTOMESH WMC7300 SONY CAMERA KIT 1 TT1496 IVSC CAMERA POWER SUPPLY 1 RLN6188 REAL SHOT MANAGER V3 SUPPORTING 4 CAMERAS Enclosures, Surge Suppression 14 DDN8408 AC PWR SURGE SUPP 1 ET PORT IAP/MWR PTP49400 Wireless Ethernet Bridge 2 WB2628CC PTP 49400 Lite Connectorised- Link Complete 2 WB1910 Add:AES encryption 4 QFD2-49-N 2'Quick fire dual pole antenna systems Fire Stations Description MOTOMESH Infrastructure 2 HK1240 IAP7300-01 -(1 ETH PORT ,VLAN SW) 2 ZA00457AA SWK7023 ENABLE MEA 4.9 CLIENTS 2 HK1238 MWR7000 WIRELESS ROUTER AC INPUT 2 ZA00457AA SWK7023 ENABLE MEA 4.9 CLIENTS Enclosures, Surge Suppression and Mounts 4 DDN8408 AC PWR SURGE SU.PP 1ET PORT IAP/MWR --------------------------------------------------------------------------------------------------------------------------- Use or disclosure of this proposal is subject to the restrictions on the title page. Motorola Confidential Proprietary WWOROLA November 14,2006 3-2 SECTION C-3:EQUIPMENT LIST l - PQlice Stations and Radio Service Shop Quantity MOTOMESH Infrastructure 3 HK1240 IAP7300-01 -(1 ETH PORT,VLAN SW) 3 ZA00457AA SWK7023 ENABLE MEA 4.9 CLIENTS Enclosures, Surge Suppression and Mounts 3 DDN8408 AC PWR SURGE SUPP 1 ET PORT IAP/MWR Spares 1 Quantity Nomenclature Description MOTOMESH Infrastructure 1 HK1240 IAP7300-01 -(1 ETH PORT ,VLAN SW) 1 ZA00457AA SWK7023 ENABLE MEA 4.9 CLIENTS Client Devices Quantity Nomenclature Description r' 4.9GHz MEA Wireless Modem Card l— 40 HK1235 WMC7300-4.9GHZ MOTION PCMCIA CARD 40 ZA00452AA WMC7300 4.9 GHZ 4 DBI PERM MNT ANT 4.9GHz MEA Vehicular Modem Module 2 HK1236 VMM7300-4.9GHZ MOTION VMM 2 ZA00452AA VMM 7300 4.9G 5 DBI ANTENNA 2 TDN1111 ETHERNET CABLE 10' Use or disclosure of this proposal is subject to the restrictions on the title page. MOTOROLA Motorola Confidential Propnetary November 14,2006 3-3 Section C- Statement of Work C=4. STATEMENT OF WORK C-4. 1 GENERAL INFORMATION This Statement of Work(SOW) defines the principal activities and responsibilities of all parties for the implementation of the City of Fort Worth 4.9 GHz MESH Broadband Communications System. The System Description provides details on the equipment implemented under this scope. Additional generic reference materials are available with further details on all components. Deviations and changes to this SOW are subject to mutual agreement between Motorola and the City of Fort Worth will be addressed in accordance with the Change provisions of the Contract. C-4.2 S TA TEMEN T OF WORK OVERVIEW The following major subsystems are included as components of the City of Fort Worth's 4.9 GHz MotoMesh Broadband Communication System: ♦ 4.9 GHz MotoMesh Broadband Solution • MiSC • Access Points • Wireless Routers • Wireless modem cards and VMMs • 4.9 PTP49400 Bridge Backhaul Links • Mesh-enabled Camera • AirMobile software • Multi-Net Mobility Software Note. Unless otherwise indicated from the context in which it is used, the word "system"will be used herein to refer to the compilation of the foregoing subsystems, interfaces and ancillary systems. © Use or disclosure of this proposal is subject to the restrictions on the title page. MOTOROLA Motorola Confidential Proprietary November 14,2006 4-1 CITY OF FORT WORTH,TX MOTOMESH BROADBAND PILOT PROJECT G-4.3SYSTEM IMPLEMENTATION OVERVIEW Motorola's proposal to City of Fort Worth provides systems integration and 'implementation services to deploy a fully functional 4.9 GHz MESH Broadband communications system. Motorola's experience as a Systems Integrator, deploying large and complex communication and software systems, will provide a smooth system implementation and cutover to the new communications system. This SOW specifically addresses the implementation of the City of Fort Worth 4.9 GHz MESH Broadband Communications System project. Motorola's local Systems Integration teams are highly skilled at deploying communication systems of the size and complexity of this pilot. Motorola will employ a subcontractor for installation of the proposed system hardware. Motorola provides a phased approach to implementation,with the following phases: ♦ Project Initiation and Kick Off ♦ Design Review ♦ Civil Review ♦ Order Processing&Manufacturing ♦ Installation ♦ Systems Integration& Optimization ♦ Acceptance Testing ♦ Training ♦ Cutover ♦ Project Finalization ♦ Warranty Support As part of this proposal Motorola is providing a detailed engineering design, which serves as the foundation for the Design Review. During the Design Review any outstanding details will be finalized prior to equipment ordering and manufacture. Motorola will also work closely with City of Fort Worth to develop a cutover plan to transition to the new communications system.At the end of the Design Review phase, Design Documents will be provided to City of Fort Worth as early as possible so that the sites are ready and available when the equipment arrives. Motorola's implementation team will install and optimize the 4.9 GHz MESH Broadband communications system at the City of Fort Worth sites. Motorola's implementation includes the integration of all proposed subsystems to provide an end-to-end solution. To close the loop between proposed functionality with the'deployed system, Motorola will execute functional Acceptance Testing according to an Acceptance Test Plan (ATP). Use or disclosure of this proposal is subject to the restrictions on the title page. Motorola Confidential Proprietary © MOTOROLA November 14,2006 4-2 SECTION C-4:STATEMENT OF WORK Following Functional Acceptance Testing, Motorola and City of Fort Worth will begin the cutover to the new system. Motorola will provide just-in-time training, scheduled in coordination with City of Fort Worth and the cutover schedule,to ensure a smooth transition to the communications system. The final steps to fill system implementation are delivery of system documentation, punchlist resolution, and final acceptance. The project team and the post-acceptance service team will work with City of Fort Worth during this phase,to ensure a smooth transition to the post acceptance support period. C-4.4DETAILED DESCRIPTION OF WORK The work required by this SOW is divided up into the following tasks: Title, Objective, Task Description, Motorola and City of Fort Worth Responsibilities and Completion Criteria, including project Deliverable(s). The scheduled dates of tasks are depicted in the Project Schedule. C-4.5GENERAL PROJECT RESPONSIBILITIES The following general project responsibilities, not defined by specific tasks, include: �i C-4.5.1 Motorola Responsibilities Motorola will designate a Project Manager who will direct Motorola's efforts and serve as the primary point of contact for City of Fort Worth. The Motorola Project Manager will have significant authority to make certain decisions relative to the project, on behalf of Motorola,and will have direct access to Motorola's executive management for resolving problems beyond the Project Manager's immediate authority. The responsibilities of the Motorola Project Manager include: ♦ Participate with City of Fort Worth in monthly progress review meetings and submit status reports that identify the activities of the previous review period, as well as activities planned for the upcoming review period, including an updated Project Schedule. Maintain project communications with the City of Fort Worth Project Manager(s). ♦ Maintain project communications with City of Fort Worth Project Manager(s), and project team members. Motorola will provide a record of correspondence as part of the progress reports provided prior to each progress meeting. ♦ Maintain a documentation schedule that identifies and shows the status of documents to be"transmitted for review during the next two reporting periods. Use or disclosure of this proposal is subject to the restrictions on the title page. MOTOROLA Motorola Confidential Proprietary November 14,2006 4-3 CITY OF FORT WORTH,TX MOTOMESH BROADBAND PILOT PROJECT ♦ Participate in weekly conference calls or face-to-.face meetings and issue a mutually agreed upon agenda for each call or meeting. ♦ Manage the efforts of Motorola staff and coordinate Motorola activities with the City of Fort Worth project team members. ♦ Measure, evaluate and report the progress against the Project Schedule. ♦ Resolve deviations from the Project Schedule. ♦ Monitor the project to ensure that support resources are available as scheduled and as identified in the contract. ♦ Assume accountability for all Motorola contractor and subcontractor supplied tasks within the Project Schedule. ♦ Coordinate and oversee the installation of all licensed Motorola application software. ♦ Review and administer change control procedures through the City of Fort Worth Project Manager, commonly referenced as a"Project Change Request" (PCR), issued by the Motorola Project Manager. ♦ Provide timely responses to issues related to project progress raised by the City of Fort Worth Project Manager(s). ♦ Provide wall penetrations, conduit, cable trays and other supporting equipment necessary for the routing of power, grounding and networking cables at Texas Motor Speedway locations ♦ Work with the City of Fort Worth Project Manager(s) in designing and approving the format of an action item log to be used in conjunction with the Project Schedule. The purpose of the log is to identify outstanding issues,provide continual status updates on specific tasks and to identify responsibilities of the parties. ♦ Prepare and submit a monthly status report that identifies the activities and milestones completed in the previous month and activities planned for the current month and the next month, including progress and payment milestones, and an updated Project Schedule. ♦ In the event that Motorola must replace or substitute a Project Manager, Motorola will immediately notify City of Fort Worth of such a change and will provide City of Fort Worth with a resume of the person Motorola intends-to substitute or change. Use or disclosure of this proposal is subject to the restrictions on the title page. — - Motorola Confidential Proprietary M November 14,2006 �'�(�"v r�_{ JvS�'�'•�• > SECTION C-4:STATEMENT OF WORK , C4.5.2 City of Fort Worth Responsibilities City of Fort Worth will designate a Project Manager who will direct the City of Fort Worth efforts and serve as the primary point of contact for City of Fort Worth. The City of Fort Worth Project Manager(s)will have significant authority to make certain decisions relative to the project, on behalf of City of Fort Worth, and will have direct access to the City of Fort Worth executive management for,resolving problems beyond the Project Manager's immediate authority. The responsibilities of the City of Fort Worth Project Manager(s)include: ♦ Maintain project communications with Motorola's Project Manager. ♦ Identify the efforts required of the City of Fort Worth staff to meet the City of Fort Worth task requirements and milestones in the Statement of Work and Project Schedule. ♦ Review the preliminary Project Schedule with Motorola's Project Manager and assist Motorola in developing a detailed Project Schedule defining the detailed tasks and a schedule of Motorola and the City of Fort Worth responsibilities. ♦ Measure and evaluate progress against the Project Schedule. ♦ Monitor the project to ensure that support resources are available as scheduled. ♦ Participate in weekly conference calls. ♦ Participate in Monthly Progress Reviews meetings. ♦ Provide timely responses to issues related to project progress raised by Motorola's Project Manager. ♦ Liaison and coordinate with other State agencies, other governmental agencies and the City of Fort Worth vendors, contractors and common carriers. ♦ Review and administer change control procedures,hardware and software certification, and all related project tasks required to maintain the implementation schedule. ♦ Approve and release payments in a timely manner predicated on project payment milestones. ♦ Ensure that all appropriate City of Fort Worth personnel attend and actively participate in Progress Reviews, conference calls, and other project meetings. ♦ Assign one or more personnel who will work with Motorola staff as needed for the duration of the project, including at least one system administrator. ♦ Ensure acceptable Standard Change Request and Approval Letter(s) are approved by authorized signature(s). © Use or disclosure of this proposal is subject to the restrictions on the title page. MOTOROLA Motorola Confidential Proprietary November 14,2006 4-5 CITY OF FORT WORTH,TX MOTOMESH BROADBAND PILOT PROJECT t ♦ Work with Motorola personnel in designing and approving the format of an action item log to be used in conjunction with the project schedule. The purpose of the log is to identify outstanding issues,provide continual status updates on specific tasks and to identify responsibilities of the parties. ♦ The City must provide formal approval of Motorola's installation configuration prior to installation for each location on city owned facilities. Should the City's approved configuration differ from Motorola's standard configuration, a change order may be required. ♦ The City must acquire light pole, traffic light, building tops/roofs attachment, monopole agreements with all required agencies and parties prior to project implementation where applicable. ♦ The City must inform Motorola of all relevant rules, regulations, and requirements for installation. Should these conditions impact the project schedule and limit installation, a change order may be required. ♦ Motorola has included services of a licensed state electrician to perform electrical work and hardwire power connectivity of each IAP and WR on the mounting structure. The City must inform Motorola prior to system implementation if additional qualifications are necessary. ♦ Should adequate mounting structures not be available in required areas,the City ( must procure and install new structures at their own cost, or else, release Motorola from providing coverage and performance for this location and provide an alternate location(s), as required. ♦ Provide wall penetrations, conduit, cable trays and other supporting equipment necessary for the routing of power, grounding and networking cables at Hot Spot Locations, as approved by the City of Fort Worth prior to installation. The City is responsible for providing power and ethernet within six feet of proposed install location(s). ♦ The City of Fort Worth is responsible for investigating and mitigating existing or future sources of internal and/or external interference or intermodulation at the existing sites. ♦ The City of Fort Worth is responsible for all hardware, software, installation and configuration of clients utilizing the available 802.11b/g 2.4GHz network. ♦ Provide building access to Motorola personnel to all facilities where the system is to be installed during the project. Temporary identification cards should be issued to Motorola personnel if required for access to the City of Fort Worth facilities. Access must be available after business hours where required by Motorola, or as necessary to meet the project schedule. Use or disclosure of this proposal is subject to the restrictions on the title page. Motorola Confidential Proprietary © MOTOROLA November 14,2006 4-6 SECTION C-4:STATEMENT OF WORK ♦ Provide badged or escorted entrance to Motorola personnel for restricted access entry. ♦ Obtain all FCC, zoning, site access, and other permits (including, but not limited to, easements, impact studies,planning commission approval, variances, etc) necessary for this project and any other agreements required to gain use of sites. ♦ Provide the appropriate fire inspection and building inspection certificates. ♦ Provide adequate space, electrical, communications lines and environmental appropriations for the Communications equipment to be installed by Motorola. ♦ Provide network access at each IAP installation locations at each Hot Spot location/wireless Ethernet bridge. An Ethernet switch port or equivalent is required for each IAP. The City network must support communication between each IAP network access point and the MiSC. ♦ Provide Server and core network component sites that meet Motorola's R56 Site " Standards. ♦ Provide a location to ship and store all communications equipment throughout the duration of the project ♦ Review and approve or revise delivered design documents within ten days of submission C-4.6CONTRACT INITIATION—KICKOFF MEETING AND INITIATION ACTIVITIES C-4.6.1 Description The project will be initiated with a Project Kickoff meeting including key City of Fort Worth and Motorola project participants. The objectives of the Kickoff meeting include: ♦ Introduce and exchange contact information of all project participants. ♦ Review roles of key participants and project review procedures. ♦ Establish a clear chain of communication and authority. ♦ Review overall project scope and objectives. ♦ Review resource and scheduling requirements. ♦ Review preliminary project schedule with City of Fort Worth. During the Project Initiation phase, Motorola will review and work with City of Fort Worth to fmalize the following project processes and procedures: Use or disclosure of this proposal is subject to the restrictions on the title page. �- © MOTOROLA Motorola Confidential Proprietary November 14, 2006 4-7 CITY OF FORT WORTH,TX MOTOMESH BROADBAND PILOT PROJECT ♦ Detailed Project Schedule ♦ Change Control Plan • Test Acceptance Plan • Back Out Plan ♦ Issues Document and Action Item Log C-4.6.2 Responsibility Matrix ResponsibilityTask Initiate the City of Fort Worth 4.9 Motorola and City of Documented project GHz MESH Broadband Fort Worth personnel names, Communications System project responsibilities, contacts, and with a Kick Off Meeting. project review procedures Define format of the Issues and Motorola Initial Issues and Action Item Action Item Log. Log Review change control procedures Motorola Initial Change Control Plan with the City of Fort Worth Project Manager(s). Work with Motorola personnel in City of Fort Worth Approved Initial Change finalizing and approving the Change Control Plan Control Plan. Provide current system City of Fort Worth City of Fort Worth Existing documentation if available. System Documentation C-4.6.3 Completion Criteria This task is considered complete when the Project Kickoff Session has been held with Motorola and the City of Fort Worth representatives in attendance and project scope, schedules,procedures,roles and responsibilities are documented and agreed upon within ten(10) calendar days of the Project Kickoff Meeting. C-4,7DESIGN REVIEW C-4.7.1 Description City of Fort Worth and Motorola will review the City of Fort Worth 4.9 GHz MESH Broadband Communications System design through analysis of the system functionality, interface requirements, and end-user requirements, as mutually agreed between Motorola and City of Fort Worth. Motorola will present design materials. Design.Review tasks and Use or disclosure of this proposal is subject to the restrictions on the title page. Motorola Confidential Proprietary MOTOROLA November 14,2006 4-8 SECTION C-4:STATEMENT OF WORK responsibilities are described in greater detail in the following sections of this SOW. Draft and Final versions of documents will be provided to City of Fort Worth for review and approval that will finalize the design review process. Motorola and the City of Fort Worth deliverables and responsibilities are defined in the Responsibility Matrix below. C-4.7.2 Responsibility Matrix ResponsibilityTask Deliverable A cutover plan will be developed. Motorola and City of Cutover Plan City of Fort Worth will provide existing Fort Worth system and user information, such as shift information and specific vehicle information which must be taken in to account to develop a Cutover plan The System Acceptance Test Plant will be Motorola Acceptance Test reviewed. Plan Motorola will deliver a Design Document Motorola and City of Equipment List that reflects changes in design and scope, Fort Worth System Description as well as definition of details determined during the Design Review. System Drawings Motorola will update the equipment list as Statement of Work necessary to accommodate the specifics of Project Schedule the Design Review. Change Orders(as Motorola will update the System necessary) Description to reflect changes in the system design. Motorola will update the system drawings and documentation to reflect changes in the system design. Motorola will update the SOW to reflect _ changes in the implementation scope. Finalize the implementation schedule. Motorola will submit a final Design Document to City of Fort Worth through the change order process. This document will be baselined by the System Description, SOW, Project Schedule, and other documentation that was provided prior to contract approval. Provide two(2) bucket trucks and four(4) Motorola Site Survey for TMS personnel to operate trucks during site survey testing for three(3) days. Provide one(1) bucket truck and two(2) Motorola Site Survey for personnel to operate trucks and assist Police Fire Hotspots Motorola with site survey testing for eight © Use or disclosure of this proposal is subject to the restrictions on the title page. MOTOROLA Motorola Confidential Proprietary November 14,2006 4-9 CITY OF FORT WORTH,TX MOTOMESH BROADBAND PILOT PROJECT Task l Responsibility Deliverable (3) days. Each day is priced on an eight(8) hour work schedule that is 'portal—to— portal' , after the eight(8) hours has expired overtime rates begin. City of Fort Worth will review the work City of Fort Worth Approval Statement performed by Motorola and sign an approval document for the Design Review C-4.7.3 Site Survey/Preparation Site inspections will be conducted during this phase of the project. All server and IAP equipment locations will be audited for Site Ready purposes (as described in Section 4.10) and Motorola will prepare an R56 Site Audit Report for each location. C-4.7.4 Motorola Responsibilities ♦ Conduct R56 Site Audit of the City of Fort Worth facilities. ♦ Prepare a report that includes recommendations for any site preparation required to provide a suitable environment for installation of the equipment. ♦ Pre-plan installation activities with City of Fort Worth. C-4.7.5 City of Fort Worth Responsibilities ♦ Review Motorola's recommendations regarding any existing communications networks and make agreed upon modifications to ensure compatibility with the equipment and system to be installed. ♦ Make agreed upon modifications to equipment identified by Motorola to achieve compliance with Motorola's minimum hardware requirements for optimal application use. ♦ Ensure the City of Fort Worth sites meet or exceed the specifications given in Motorola document"Standards and Guidelines for Communications Sites" (R56 Standard). The Motorola R56 Standards document includes requirements for equipment space, single point grounding, transient voltage surge suppression, electrical conditions, and environmental conditions. RF Sites or Equipment Rooms that do not meet these specifications will be considered NOT in"normal use" for warranty purposes. If the City of Fort Worth elects not to perform the recommended R56 upgrades, the City has the option to negotiate a waiver of requirements or forfeit warranty. Use or disclosure of this proposal is subject to the restrictions on the title page. Motorola Confidential Proprietary © MOTOROLA November 14,2006 4-10 SECTION C-4:STATEMENT OF WORK ♦ Prepare facilities in accordance with the guide. ♦ City of Fort Worth will provide all regional coordination and documentation required for 4.9 licensing. ♦ Work with the Motorola and Motorola Program Managers in pre-planning installation activities C-4.7.6 Responsibility Matrix Task ResponsibilityDeliverable Site Access: City of Fort Worth Site Access City of Fort Worth will assure site access to And Existing System inspect equipment installation sites, finalize Documentation equipment locations and determine if any course of action is necessary to handle installation constraints. City of Fort Worth will provide existing site and.system drawings as available. City of Fort Worth will provide physical and logical routing information and network access for modifying, adding, removing, and troubleshooting VLAN and network connectivity. Site Readiness Audits: Motorola Site Audit Reports Motorola will perform R56 site audits to verify site readiness. Motorola will prepare a report that includes recommendations detailing site preparation required to provide a suitable environment for installation of the equipment. This report will become part of the final system documentation. City of Fort Worth will prepare all sites for the City of Fort Worth City of Fort Worth equipment implementation, based on the Sites Meeting Site recommendations in the Site Walk Reports. Readiness Conditions This includes power and network access. City of Fort Worth will provide permits and City of Fort Worth Approved Licenses licenses that are identified for the system. and Permits C-4.7.7 Completion Criteria This phase is considered complete when all necessary site improvements have been implemented by City of Fort Worth and verified as complete. © Use or disclosure of this proposal is subject to the restrictions on the title page. MOTOROLA Motorola Confidential Proprietary November 14, 2006 4-1.1 CITY OF FORT WORTH,TX MOTOMESH BROADBAND PILOT PROJECT C-4.7.8 Develop Project Schedule The objective of this task is to finalize the preliminary Project Schedule contained in the initial contract based upon the requirements identified and the associated project objectives,plans, schedules, approvals,priorities and inter-dependencies among tasks. The Project Schedule will be finalized through the change order process and mutually . agreed upon between the parties within 30 business days following the Project Kickoff Meeting. The resulting document defines the specific project tasks to be completed and documents the final Project Schedule for each subsystem to be implemented. Motorola Responsibilities ♦ Review with City of Fort Worth personnel the identified implementation tasks, .priorities, inter-dependencies and other requirements needed to establish the final Project Schedule ♦ Prepare the final Project Schedule document and deliver it to City of Fort Worth within 10 business days following the Project Kickoff Meeting ♦ Review the Project Schedule with City of Fort Worth personnel and make changes and/or corrections that are mutually agreed upon through the change order process �! ♦ Assume accountability for all Motorola contractor and subcontractor supplied tasks within the Project Schedule. City of Fort Worth Responsibilities ♦ Analyze with Motorola project personnel the identified requirements and make such implementation decisions as are reasonably required to finalize the Project Schedule ♦ Review the final Project Schedule and identify in writing any specific deficiencies found within 5 business days of receipt. Completion Criteria --------------------------------------------------------------------------------------- This task is considered complete upon mutual agreement of the parties to implement in accordance with the final project schedule that has been developed within 10 business days following the Project Kickoff Meeting. This final Project Schedule will become the governing Project Schedule incorporated into the contract, but is subject to change upon mutual agreement of the parties. Use or disclosure of this proposal is subject to the restrictions on the title page. Motorola Confidential Proprietary © MOTOROLA November 14,2006 4-12 SECTION C-4:STATEMENT OF WORK C-4.7.9 Finalize Hardware and Fixed Equipment Design Requirements Motorola will present design materials and the design approach of the Fixed Equipment during the Design Review. Motorola and City of Fort Worth deliverables and responsibilities are defined in the Responsibility Matrix below. Responsibility Matrix Responsibility Motorola and City of Fort Worth will Motorola and City of Agreement of site location review.the site location requirements Fort Worth and configuration as proposed. Site Acquisition City of Fort Worth Lease or agreements to _ Floor space and Tower/Antenna use the site or Mounting space have to be secured tower/antenna mounting for the City of Fort Worth equipment structure. sites. Identification of floor space available and tower/antenna mounting structure space available for City of Fort Worth equipment Building and Other permits to install City of Fort Worth Permits and antennas for equipment sites. guidelines/limitations to install antennas and supporting equipment Coverage Design: Motorola Identify locations for Motorola and City of Fort Worth will wireless access points and define the coverage and site location wireless routers. requirements. Motorola will work with City of Fort Worth to define the system coverage requirements through meetings and presentations. Coverage commitments are not provided with this proposal Network Links. City of Fort Worth Network links meeting the requirements of the subsystems will be provided. The links will be terminated at the proper locations in the equipment rooms or installation sites. © Use or disclosure of this proposal is subject to the restrictions on the title page. MOTOROLA Motorola Confidential Proprietary November 14, 2006 4-13 CITY OF FORT WORTH,TX MOTOMESH BROADBAND PII.OT PROJECT ResponsibilityTask Link Interfaces City of Fort Worth All links provided by City of Fort Worth will conform to the format required by the new equipment. Specifications are included in this section of this document. Fixed Network Equipment(FNE) City of Fort Worth Identify installation Physical Installation Locations locations for FNE. C-4.7.10 Site Inter-connection Specifications Each LAY requires.an auto-sensing/auto-negotiating 10/100Mbps managed Ethernet port: All of the IAPs and backend server equipment should be segmented onto a*single VLAN by the City of Fort Worth. The City of Fort Worth will maintain a route between the host server network and the MotoMesh VLAN subnet. Comp -Completion Criteria--------------------------------------------------------------------------------------- This task is considered complete when the final hardware and operating system software configuration is complete. C-4.7.11 Acceptance Test Procedures Motorola will develop the Acceptance Test Procedures(ATP)that provides an understanding of procedures used for testing the functionality and performance of the system. The Functional ATP establishes a framework for City of Fort Worth hardware and installation acceptance. The tests will validate the functional performance'of the system. A Functional ATP will be developed for the City of Fort Worth 4.9 GHz MESH Broadband Communications System project once the Design Review Documents have been approved. The ATP includes the acceptance criteria to ensure the equipment and software operates in accordance with the specifications identified in the contract. Motorola Responsibilities (Functional ATP) ---------------------------------------------------------------------------------------------------------------- ♦ Work with City of Fort Worth in developing and finalizing the FATP once the Requirements documents have been approved. Develop the overall approach to testing including hardware, software and final system acceptance criteria. ♦ Submit a draft FATP to City of Fort Worth for review. Use or disclosure of this proposal is subject to the restrictions on the title page. Motorola Confidential Proprietary MOTOROLA November 14,2006 4-14 SECTION C-4:STATEMENT OF WORK ♦ Submit a final FATP document to City of Fort Worth for approval. City of Fort Worth Responsibilities --------------------------------------------------------------------------------------------------------------- ♦ Work with Motorola in developing and finalizing the ATP once the Requirements documents have been approved. ♦ Provide related information requested by Motorola to assist Motorola in completing the ATP. Review the draft ATP document or identify in writing any specific deficiencies found within ten(10)business days of receipt. ♦ Review and approve the final ATP. CompletionCriteria------ ------------------------------------------------------------------------------ This task is considered complete upon City of Fort Worth acceptance and sign-off of the ATP document. C-4.8 ORDER PROCESSING C-4.8.1 Description, Motorola will place factory orders for the system hardware that is being purchased for the communications system. Motorola will place orders for required third-party equipment and execute major subcontracts. C-4.8.2 Responsibility Matrix ResponsibilityTask Factory orders placed for all_ Motorola Orders for Motorola Motorola manufactured equipment manufactured equipment Order placed for all third-party Motorola Third-Party Equipment equipment Orders Motorola will execute agreements Motorola Subcontracts in place with subcontractors C-4.8.3 Completion Criteria This phase is considered complete when all equipment orders have been placed. © Use or disclosure of this proposal is subject to the restrictions on the title page. MOTOROLA Motorola Confidential Proprietary November 14,2006 4-15 CITY OF FORT WORTH,TX MOTOMESH BROADBAND PILOT PROJECT C-4.9MANUFA C TURING C-4.9.1 Description During this phase of the project, all equipment for the City of Fort Worth 4.9 GHz MESH Broadband Communications System is manufactured and shipped. C-4.9.2 Completion Criteria This phase is considered complete when Manufacturing and Configuration Management Development are complete and approved by City of Fort Worth. C-4.9.3 Manufacturing Description ------------------------------------------------------------------------------------------------------------------- The Manufacturing activities commence after order processing. Responsibility Matrix Responsibility Manufacture equipment and track Motorola Communications third-party equipment orders. System Hardware C-4.9.4 Configuration and Optimization Development Description Equipment programming and configurations are defined during the activity of Configuration/Provisioning Development. Equipment programming, configuration, and optimization will be determined as defined in the responsibility matrix below. City of Fort Worth and Motorola will review the City of Fort Worth 4.9 GHz MESH Broadband Communications System operational requirements and the impact of those requirements to various equipment configurations. Responsibility Matrix Responsibility Motorola will configure and optimize Motorola Standard all equipment Configuration and Programming 1 Use or disclosure of this proposal is subject to the restrictions on the title page. Motorola Confidential Proprietary © MOTOROLA November 14, 2006 4-16 SECTION C-4:STATEMENT OF WORK 1 Responsibility Documentation City of Fort Worth will finalize the City of Fort Worth Configuration equipment configurations Requirements requirements. City of Fort Worth will review the City of Fort Worth Written work performed by Motorola and Configuration/Provisio sign an approval document. ning Development Approval Statement Completion Criteria ------------------------------------------------------------------------------------------------------------------ This task is considered complete when City of Fort Worth has reviewed and approved the configuration management and configuration documents. C-4. 10 SITE PREPARATION Motorola will begin work at a site only after mutual agreement by City of Fort Worth and Motorola that the site is deemed ready. At a minimum, Site Ready requires a site to have adequate room in an existing building or shelter to accommodate the equipment to be installed, and electrical service and internal distribution in place. In addition, network testing must have been satisfactorily completed. RF Sites and Equipment Rooms are required to meet or exceed the requirements as defined in the Motorola document"Fixed Network Equipment Installations" ("R56 Standard"). Detailed Site Ready audits will be performed by Motorola after contract execution. Motorola will provide a detailed site report identifying any site deficiencies. All site upgrades not identified in this document specifically as a Motorola deliverable are the responsibility of City of Fort Worth. City of Fort Worth may elect to contract with Motorola to perform necessary site upgrades,perform the upgrades itself, or utilize the services of a third party subcontractor. Site requirements must be met before Motorola will begin installation of system equipment, unless a waiver of upgrades has been negotiated and accepted by both parties. City of Fort Worth will be responsible for any project delay costs if sites do not meet the site ready condition within the time required by the project schedule. The following is a list of some, but not all, of the specific site ready requirements for this project. Use or disclosure of this proposal is subject to the restrictions on the title page. © MOTOROLA Motorola Confidential Proprietary November 14, 2006 4-17 CITY OF FORT WORTH,TX • MOTOMESH BROADBAND PILOT PROJECT C-4.10.1 Fixed Network Equipment Single Point Grounding Requirement- The single point ground system is comprised of both internal and external components, which are bonded together, along with all other grounds at the site, to form the overall site grounding system. ♦ Internal—City of Fort Worth,shall provide a single point ground system to be used on all fixed equipment supplied under this contract. The ground system must include an internal master ground point, and sub-system ground points when applicable,-located within(3) feet of the Motorola supplied equipment. ♦ External—City of Fort Worth shall provide an external grounding electrode system that is designed and installed in accordance to the document"Standards and Guidelines for Communications Sites -R56". The grounding electrode system shall have a design goal of 5 ohms or less and shall be met whenever possible and/or practical. The grounding electrode system shall include an interconnection to all other grounding electrode systems and utility grounds at the site. C-4.10.2 Transient Voltage Surge Suppression Requirement- Transient voltage surge suppression for telephone circuits,AC power, radio frequency (RF) cabling, and all other applicable external connections and utilities are required to meet or exceed the Motorola document"Standards and Guidelines for Communications Sites -R56". The City of Fort Worth shall supply surge suppression equipment at all server installation locations. Motorola shall supply and install surge suppression equipment at the IAP and WR installation locations. C-4.10.3 Electrical Requirement—Sites must have 24x7 I I OV AC electrical service and electrical wiring that meets all applicable city, county, state, and National Electrical Codes (NEC) requirements. The City of Fort Worth shall provide power within 6 feet of all equipment installation locations. Where possible WR will access power via the photocell plug on lamp posts. Other locations such as roof tops may require the City to install or extend electrical service. Use or disclosure of this proposal is subject to the restrictions on the title page. Motorola Confidential Proprietary © MOTOROLA November 14,2006 4-18 SECTION C-4:STATEMENT OF WORK C-4.10.4 Equipment Space Requirement—Indoor sites must have sufficient floor and desk space for the Motorola supplied equipment as identified in the approved equipment installation location document. C-4.10.5 Environmental Conditions Requirement—LAY and WR sites must have adequate space for housing the infrastructure, including power cables,NEMA enclosures, and antenna systems. The sites must be free of hazardous materials such as fuels, asbestos, etc. Exact site space requirements will be provided during the design review. C-4.10.6 Earthquake Bracing Requirement—City of Fort Worth shall supply, as required,building modifications to accommodate earthquake bracing to meet all applicable city, county, state or national requirements. C-4.10.7 Site Access ; Requirement—At City of Fort Worth locations,the Cityof Fort Worth shall provide site access for scheduled site walks, installation, optimization, system troubleshooting and completion of each ATP. City of Fort Worth shall use its best efforts to provide site access including transportation to sites that are not accessible by regular four-wheel drive vehicles. The City of Fort Worth shall be responsible for coordinating and scheduling with the Motorola Project Manager access to sites not directly controlled by the City of Fort Worth. C-4, 11 INSTALLATION OF FIXED NETWORK EQUIPMENT (FNE) C-4.11.1 Description Installation of the Fixed Network Equipment(FNE) includes the installation of 2.4 802.1 lb/g and 4.9 GHz MESH Broadband Communications infrastructure, software, and computer equipment. © Use or disclosure of this proposal is subject to the restrictions on the title page. MOTOROLA Motorola Confidential Proprietary November 14,2006 4-19 CITY OF FORT WORTH,TX MOTOMESH BROADBAND PILOT PROJECT C-4.11.2 Responsibility Matrix Responsibility Site Ready: City of Fort Worth Sites Meeting Site City of Fort Worth will prepare the Preparation site for equipment installations, Requirements for resolving any site deficiencies Installation identified in the Site Audit Reports. Sites will be ready according to the project schedule for equipment installation. Approve all mounting locations and City of Fort Worth mounting devices prior to start of device installation Network Design Final City of Fort Worth Network Design is City of Fort Worth will meet with approved and installed Motorola personnel to review, per Network Design approve, and implement the network Documentation design. Individual tasks include IP routing, port filtering, bandwidth allocation, VLAN support, VPN and Security design, application policy creation, IP address assignments, and client/server authentication. For each IAP device, the City of Fort City of Fort Worth Worth will provide and install one CAT-5 Ethernet cable between the City's Ethernet LAN switch and the device installation location. The City of Fort Worth will provide WAN connectivity between each fire station and the MiSC location. The City is responsible for any wall and roof penetrations required to provide this connectivity. General Installation Responsibilities Motorola New Equipment Motorola will install the new system Installations per equipment that is provided in the Motorola's Site Quality equipment list. Standards Motorola will ground and bond the site equipment to the ground system, in accordance with the R56 site installation standards. Motorola will remove and dispose of any debris that is a result of the project activities from the site. Motorola will create"As Built" documentation of the MotoMesh site Use or disclosure of this proposal is subject to the restrictions on the title page. Motorola Confidential Proprietary © MOTOROLA November 14, 2006 4-20 SECTION C-4:STATEMENT OF WORK ResponsibilityTask installations for inclusion in the final project documentation Motorola will install the following Motorola System Installation equipment at the MiSC location: Audit MeshManager Server AirMobile Server Multi-Net Manager.Server Ethernet Switch(es). The City of Fort Worth will provide City of Fort Worth Server Hardware and install the following equipment at Installed the MiSC Location: All server and switch cabling Wall-penetrations, conduit, cable trays and other supporting equipment necessary for the routing of power, grounding and networking cables Motorola will install and configure the Motorola Server Software following software at the MiSC Installed location: MeshManager Server AirMobile Server - Multi Net Manager Server + The City of Fort Worth will authorize City of Fort Worth Server Network all servers, as-needed, for DHCP Access Granted assignment, public Internet access, and Active Directory authentication. Each server will be accessible by authorized City of Fort Worth personnel via Terminal Services from wired and wireless clients over the City of Fort Worth networks. Motorola will install the following Motorola System Installation equipment as required at each site: Audit Access Points Wireless Routers 4.9 PTP49400 Links At City of Fort Worth locations, City City of Fort Worth AC Power of Fort Worth shall supply 24x7 110V AC electrical service on a dedicated 15 Amp breaker and electrical wiring that meets all applicable city, county, state, and National Electrical Codes Use or disclosure of this proposal is subject to the restrictions on the title page. © MOTOROLA Motorola Confidential Proprietary November 14, 2006 4-21 CITY OF FORT WORTH,TX MOTOMESH BROADBAND PILOT PROJECT ResponsibilityTask (NEC) requirements for each IAP and WR at all hot spot installation locations. The City of Fort Worth shall provide power within 6 feet of all equipment installation locations with circuits terminated in appropriate junction boxes. At TMS, provide and install two(2) Motorola Electrical work at site 15-Amp breakers, electrical cable 64 and conduit at IAP/Backhaul location. The electrical installation will be between breaker panel located in utility room which is one floor directly below roof top installation location. Perform necessary building punch through for electrical. Excluding rooftop punch through. At TMS, provide and install one (1) Motorola Electrical work at site 15-Amp breaker, electrical cable and 62 conduit at WR rooftop location. The electrical installation will be between breaker panel located in utility room which is one floor directly below roof top installation location. Perform necessary building punch through for electrical. Excluding rooftop punch through. At TMS, provide and install one(1) Motorola Electrical work at 15-Amp breaker, electrical cable and Speedway Club conduit at WR rooftop location. The electrical installation will be between breaker panel located in utility room which is one floor directly below roof top installation location. Perform necessary building punch through for electrical.Excluding rooftop punch through. At TMS, install one (1) IAP device Motorola Device installation at and surge protection box on rooftop site 66 using Motorola sourced non- penetrating rooftop mounting kits. .Includes installing two (2)antennas in a remote mount configuration u Use or disclosure of this proposal is subject to the restrictions on the title page. Motorola Confidential Proprietary © MOTOROLA November 14,2006 4-22 SECTION C-4:STATEMENT OF WORK ResponsibilityTask to 15'feet away. Provide and install weatherproof Ethernet, power, ground cables and conduit/cable raceways. All cables to be installed in conduit/cable raceway. All cables and conduit may be up to 30'. —At TMS, install one(1) backhaul Motorola Device installation at module, surge protection box and 2' site B6 microwave dish at IAP/backhaul location on Motorola sourced non- penetrating rooftop mount. Provide and install weatherproof Ethernet, power, ground cables and conduit/cable raceway. All cables to be installed in conduit/cable raceway. All cables and conduit may be up to 30'. At TMS, install three(3)WR devices Motorola Device installation at and surge protection box on three Speedway Club different rooftops(one device and surge box per rooftop) using Motorola sourced non-penetrating rooftop mounting kits. Provide and install power, ground cables and conduit/cable raceway. All cables and conduit may be up to 30'. At TMS, install three (3)WR and Motorola Device installation at surge protection box on two 33'steel Lamont Lane, permanent mount poles(one device Intersection Of Mark per pole) using Motorola sourced Martin Drive and mount kit. Provide and install power, Victory Circle, and ground cables and conduit/cable Reserve Camping raceway. All cables and conduit may Area be up to 30'. At TMS., install one (1)WR and Motorola Device installation at surge protection box on existing 35' Reserve Camping (approx.)wooden TMS owned utility Restroom Shower pole using Motorola supplied mount Area kit. Provide and install power, ground cables and conduit/cable raceway. Cables and conduit may be up to 30'. At TMS, install one (1) IAP and one Motorola Device installation at (1)-backhaul module, surge Dirt Track Press Box protection box and 2' microwave dish located on top of the dirt track press box using Motorola sourced mount kit. Provide and install weatherproof © Use or disclosure of this proposal is subject to the restrictions on the title page. MOTOROLA Motorola Confidential Proprietary November 14, 2006 4-23 CITY OF FORT WORTH,TX MOTOMEsH BROADBAND PILOT PROJECT Task t Responsibility Ethernet, power, ground cables and conduit/cable raceway. All cables and conduit may be up to 30'. Install two (2)WR devices and surge Motorola Device installation at protection box on existing TMS location TBD structures/poles (exact location TBD). Provide and install power, ground cables and conduit/cable raceway. All cables and conduit may be up to 30'. Install one (1) MESH camera and Motorola Device installation at surge protection box on existing location TBD TMS structure/pole (exact location TBD). Provide and install power, ground cables and conduit/cable raceway. All cables and conduit may be up to 30'. The City of Fort Worth is responsible City of Fort Worth for installation tasks and labor related to providing power and Ethernet to device installation locations(both indoor and outdoor devices) at City of Fort Worth designated hot spot locations. This includes tasks related to installing conduit, cables, electrical supplies (breakers, switches, etc.), wall and ceiling penetrations, cable entry ports/boots and any other necessary hardware. Each fire station indoor IAP location City of Fort Worth and will require the two (2) 802.11 Motorola backhaul antennas to be remote mounted outside in order to communicate with the outdoor WR. Motorola will provide a standard wall penetration, wall feed-through plate and cable entry boot. Prior to installation the City of Fort Worth will be required to approve penetration location, method and materials used. The total maximum length of each City of Fort Worth and cable run for remote mount IAP Motorola 802.11 antennas must be less than or equal to 20 feet. The City of Fort ( Worth will work with Motorola to Use or disclosure of this proposal is subject to the restrictions on the title page. Motorola Confidential Proprietary © MOTOROLA November 14,2006 4-24 SECTION C-4:STATEMENT OF WORK ResponsibilityTask identify the appropriate wall penetration locations and antenna mounting locations to insure that the cable length requirement is maintained. The City of Fort Worth will provide City of Fort Worth Network Connectivity WAN connectivity between each fire - - station and the MiSC location. - - No rooftop penetrations will be used. City of Fort Worth City of Fort Worth and Motorola will agree to art-alternate location. City of Fort Worth will sign City of Fort Worth Signed Installation installation acceptance certificates Acceptance after inspection and check out of Documents FNE on a site-by-site, system-by- system basis. Provide and install three(3).33' steel Motorola Pole Installation-at site permanent mount poles in A/B pole B6 set foam. Power located up to 100' away. IUC will provide trenching, sod repairand all necessary electrical cable and conduit. Exact pole locations will be determined during site survey testing. Install one(1) IAP and surge Motorola Device installation at protection box inside fire station bay. Fire Station 35 Remote mount two (2) antenna on_ rooftop using Motorola sourced mount kit. Provide and install power, ground cables and conduit/cable raceway. All cables and conduit may be up to 30'. Perform wall punch through for remote mount antenna cables and installation of Motorola provided wall feed-through plate and cable boot. Install one(1)WR and.surge Motorola Device installation at protection box outside fire station on Fire Station 35 rooftop using Motorola sourced mount kit. Provide and install power, ground cables and conduit/cable raceway. Mount may require core drilling of outer wall to attach mount © Use or disclosure of this proposal is subject to the restrictions on the title page. MOTOROLA Motorola Confidential Proprietary November 14,2006 4-25 CITY OF FORT WORTH,TX MOTOMESH BROADBAND PILOT PROJECT Task Responsibility Deliverable kit to building steel structure or other appropriate support member. All cables and conduit may be up to 30'. Install two (2) backhaul devices, Motorola Device installation at surge protection box and two (2) 2' Fire Station 35 microwave dishes on outside of fire station using Motorola sourced mount kit. Provide and install weatherproof Ethernet, power, ground cables and conduit/cable raceway. All cables and conduit may be up to 30'. Install one (1) IAP and surge Motorola Device installation at protection box on rooftop or side of North Division building using Motorola sourced mount kit. Provide and install weatherproof Ethernet, power, ground cables and conduit/cable raceway. Mount may require core drilling of outer wall to attach mount kit to building steel structure or other i _ appropriate support member. All cables and conduit may be up to 30'. Install one (1) IAP and surge Motorola Device installation at protection box inside fire station bay. Fire Station 37 Remote mount two (2) antenna on rooftop using Motorola sourced mount kit. Provide and install power, ground cables and conduit/cable raceway. All cables and conduit may be up to 30'. Perform wall punch through for remote mount antenna cables and installation of Motorola provided wall feed-through plate and cable boot. Install one(1)WR and surge Motorola Device installation at protection box outside fire station on Fire Station 37 rooftop using Motorola sourced mount kit. Provide and install power, ground cables and conduit/cable raceway. Mount may require core drilling of outer wall to attach mount kit to building steel structure or other appropriate support member. All cables and conduit may be up to 30'. i Use or disclosure of this proposal is subject to the restrictions on the title page. Motorola Confidential Proprietary MOTOROLA November 14,2006 4-26 SECTION C-4:STATEMENT OF WORK Task l Responsibility Install one (1) IAP and surge Motorola Device installation at protection box on rooftop or side of North Police District 3 building using Motorola sourced mount kit. Provide and install , weatherproof Ethernet, power, ground cables and conduit/cable raceway. Mount may require core drilling of outer wall to attach mount kit to building steel structure or other appropriate support member. All cables and conduit may be up to 30'. Install one (1) IAP and surge Motorola Device installation at protection box inside Radio Services Radio Services Bay bay. Provide and install power, ground cables and conduit/cable _- raceway. All cables and conduit may be up to 30'. C-4.11.3 Completion Criteria _ This task is considered complete when City of Fort Worth reviews FNE installations with Motorola and approves by signing the installation check sheets. The installation of each FNE subsystem must be completed for this phase of the project to be considered complete. C-4. 12 INSTALLATION OF MOBILE NETWORK EQUIPMENT AND SOFTWARE C-4.12.1 Description Installation of the Mobile Network Equipment and Software includes the installation of wireless modem card, MESH drivers, and 4.9 Antennas. C-4.12.2 Responsibility Matrix ResponsibilityTask Install modem cards and antennas City of Fort Worth Mobile Installation on City of Fort Worth vehicles t Use or disclosure of this proposal is subject to the restrictions on the title page. © MOTOROLA Motorola Confidential Proprietary November 14, 2006 4-27 CITY OF FORT WORTH,TX MOTOMESH BROADBAND PILOT PROJECT Task t Responsibility Deliverable currently equipped with mobile data Audit computers Provision the MiSC with the required Motorola modem card information during installation. Load and configure the modem Motorola Disk Image drivers for a WMC7300 on one City MW800 mobile computer and verify communication on the MESH system. Load and configure the modem Motorola Disk Image drivers for a VMM7300 on one City MW800 mobile computer and verify communication on the MESH system. Load and configure operating system City of Fort Worth Mobile configuration and other required mobile approval applications. Verify and approve the Mobile configuration prior to disk imaging. The City of Fort Worth is responsible for the performance of non-Motorola branded software. Develop installation and test City of Fort Worth Installation and test instructions for mobile modems and instructions disk image. City of Fort Worth will identify and City of Fort Worth Vehicles provide the vehicles for installation. City of Fort Worth will sign City of Fort Worth Signed Installation installation acceptance certificates Acceptance after inspection of Disk Image Documents C-4.12.3 Completion Criteria This task is considered complete when City of Fort Worth reviews test mobile installations and installation instructions with Motorola and approves by signing the installation check sheets. Use or disclosure of this proposal is subject to the restrictions on the title page. Motorola Confidential Proprietary © MOTOROLA November 14, 2006 4-28 SECTION C-4:STATEMENT OF WORK C-4. 13 SYSTEMS INTEGRATION AND OPTIMIZATION C-4.13.1 Description During the phase of the project,Motorola will configure, optimize, and program all system equipment. Motorola will integrate all of the Motorola provided,subsystems, as well as integrate the City of Fort Worth provided subsystems into the 4.9 GHz MESH Broadband Communications system. Motorola technologist(s)will be onsite.for this phase and will prepare the system for acceptance testing. The Project Manager will maintain a punchlist of items that need resolution. City of Fort Worth will be responsible.for directing the activities of non-Motorola subcontractors and supporting agencies. City of Fort Worth is also responsible to coordinate all on-site integration activities including assistance to Motorola for system testing requiring participation from non-Motorola subcontractors. Motorola Responsibilities ♦ Install, integrate and test the hardware, software and interfaces as specified in the contract. ♦ Maintain a punchlist of items that need resolution. ♦ Manage the resolution of punchlist items. ?' City of Fort Worth Responsibilities ♦ Provide and install all communication lines and equipment that are not Motorola provided deliverables. ♦ Provide all required liaison support with the agencies and vendors required to support the solution ♦ Ensure that the necessary technical support is made available for installation and testing with third party vendors and interfaces ♦ Ensure all City of Fort Worth subcontractors perform in accordance with this SOW and the project schedule. C-4.13.2 Completion Criteria This task is considered complete when the system is ready for acceptance testing. Q Use or disclosure of this proposal is subject to the restrictions on the title page. MOTOROLA Motorola Confidential Proprietary November 14, 2006 4-29 CITY OF FORT WORTH,TX MOTOMESH BROADBAND PILOT PROJECT C C-4, 14 ACCEPTANCE TESTING C-4.14.1 Description Motorola proposes a multi-level acceptance testing procedure. This process provides multiple checkpoints for City of Fort Worth to oversee the overall progress that is being made as the communications system implementation progresses. C-4.14.2 Completion Criteria This task is considered complete when Equipment Installation Acceptance and Functional Acceptance Tests have been successfully completed and written approval is obtained from City of Fort Worth and Motorola. C-4.14.3 Equipment Installation Acceptance Description Equipment installations will be inspected to ensure adherence to quality standards. Equipment installation acceptance will occur on a site-by-site, system-by-system basis. Responsibility Matrix Responsibility Access Point,Wireless Router Site Motorola Installation Inspection Installation Inspection Audit Fixed Network Equipment Motorola Installation Inspection Installation Inspections Audit Mobile equipment and software City of Fort Worth Installation Inspection Audit Completion Criteria This task is considered complete when the installation inspections are complete and signed off by City of Fort Worth and Motorola. 1 Use or disclosure of this proposal is subject to the restrictions on the title page. Motorola Confidential Proprietary © MOTOROLA November 14, 2006 4-30 SECTION C-4:STATEMENT OF WORK C-4.14.4 Functional Tests Description System Functional Acceptance Tests will be performed when the system optimization is complete. The Functional Acceptance Tests will verify the system operation.A complete list of Functional Acceptance Tests is included in Section 6. If deficiencies are found during the testing, both the deficiencies and resolutions to the deficiencies shall"be documented and agreed upon. If the documented deficiencies do not prevent productive operational use of the system, it is at t the City of Fort Worth's discretion to then deem the test complete.. Motorola will,however,remain responsible.for the resolution of the documented deficiencies using a punchlist as a controlling document for resolution planning. Any system testing that City of Fort Worth wants performed that is not specified in the ,ATP section of this proposal must be reviewed by Motorola for feasibility and acceptability. Any additional tests will represent a change in the project's scope. Upon completion of the acceptance testing, City of Fort Worth will acknowledge completion of the Acceptance Test Plan by signing the System Acceptance document signifying milestone completion. Motorola -Responsibitl ------es-- -------- ------- ----- -------------------- - Perform the functional acceptance test, as described in the Acceptance Test Plan. ♦ Provide System Acceptance signoff documents. Cit.—....Fort Worth:Responsibilities-_•--------------------------------------------------------- ------_--- ♦ Participate in the acceptance testing. ♦ Provide one(1)City representative to witness and assist with the testing. ♦ Provide one(1)City vehicle with an MW-800 configured with a MESH client device and one (1) City representative to drive the vehicle. ♦ Accept system based on the ATP criteria, or identify in writing any specific deficiencies found within ten(10)business days of the acceptance testing. Responsibility Matrix -------------------------------------------------------------------------------- Task Motorola will perform functional Motorola Execution of ATPs for the communications Functional Acceptance system. During each test, test results. Testtng will be recorded for review and © Use or disclosure of this proposal is subject to the restrictions on the title page. MOTOROLA Motorola Confidential Proprietary November 14, 2006 4-31 CITY OF FORT WORTH,TX MOTOMESH BROADBAND PILOT PROJECT Task Responsibility Delivera approval of the test. Upon successful completion of each City of Fort Worth Written Approval of Acceptance test on a site-by-site and Successful Functional system-by-system level, City of Fort Acceptance Testing Worth and Motorola will sign acceptance certificates documenting acceptance. Completion Criteria This task is considered complete upon City of Fort Worth approval and sign-off of the Equipment Installation Acceptance and Functional Test. The successful completion of the acceptance tests constitutes acceptance of the software and hardware provided by Motorola. Upon completion of this Acceptance Test Plan, City of Fort Worth representatives participating in and observing the tests will sign off on the ATP, signifying acceptance of the system. If no punchlist items are identified during the acceptance testing process, and Motorola has completed all other project deliverables, City of Fort Worth's authorized signature will represent completion of the Acceptance Test Plan. If a punchlist of unresolved issues.is created as a result of the acceptance testing,milestone completion will occur upon resolution of all items on the punchlist. C-4. 15 TRAINING The purpose of thelraining Program is to provide City of Fort Worth with a core set of technical training sessions that will ensure the successful integration of the system into daily operations..Upon completion of the training program, City of Fort Worth personnel will be able to operate and manage the system, enabling City of Fort Worth to provide a smoother and more efficient operation of the system. Motorola will conduct their standard training courses to train City of Fort.Worth personnel on the use of the systems and the City of Fort Worth technical personnel on the operation and support as described in Section 5, Training Plan. C-4.15.1 Motorola Responsibilities ♦ Schedule and coordinate training classes with City of Fort Worth. ♦ Provide training course materials. ♦ Provide training as described in the Training Plan. Use or disclosure of this proposal is subject to the restrictions on the title page. Motorola Confidential Proprietary © MOTOROLA November 14,2006 4-32 SECTION C-4: STATEMENT OF WORK C-4.15.2 City of Fort Worth Responsibilities ♦ Identify student who will attend the training session. ♦ Conduct end user training for City of Fort Worth personnel as necessary. C-4.15.3 Completion Criteria This task is considered complete when the training has been delivered as described in the Training Plan. C-4. 16 CUTOVER TO NEW SYSTEM OPERATIONS C-4.16.1 Description Following the successful completion of the Functional Acceptance Tests, Motorola will begin cutover of the remainder of the users to the new communications system. This phase will follow the approved cutover plan. In developing the cutover plan, Motorola will work with City of Fort Worth to develop a transition to the new system that minimizes the operational impact to the City of Fort Worth system users. / C-4.16.2 Responsibility Matrix ResponsibilityTask I Motorola will review the Motorola Completed Cutover communications system acceptance Checklist status, cutover plan, and schedule system cutover with City of Fort Worth. City of Fort Worth will confirm that City of Fort Worth Written Approval of the cutover plan and cutover Cutover Check List planning for execution of the system cutover. Motorola and City of Fort Worth will Motorola and City of Fort Cutover to New execute the cutover plan. Worth System Operations City of Fort Worth will remove City of Fort Worth Equipment Removal equipment being taken out of service. Use or disclosure of this proposal is subject to the restrictions on the title page. © MOTOROLA Motorola Confidential Proprietary November 14, 2006 4-33 CITY OF FORT WORTH,TX MOTOMEsH BROADBAND PILOT PROJECT C-4.16.3 Completion Criteria This task is considered complete when users are fully cutover to operation on the new system. C-4. 17 SYSTEM DOCUMENTATION Motorola provides documentation of the system configurations, physical installation, and system testing. Documentation is created and updated during the project. Electronic versions of custom documentation will be provided both in a viewable format and in the documents' standard format. C-4.17.1 Design Documentation Motorola will create or update the following standard documents during the design phase: ♦ Documentation Index ♦ System description ♦ Deliverables list ♦ Site Planning and Preparation Manuals ♦ Block diagrams for system and sites ♦ IP network diagram ♦ Construction/Installation Plan Drawings for the different Types of IAP Install ♦ System Administrator Documentation ♦ Installation and Cutover Plan ♦ Acceptance test procedures ♦ Programming parameters ♦ Drawings C-4.17.2 System Manual - "As-Built" Documentation Motorola will supply "as-built"documentation for the system. The documentation will consist of: ♦ Standard Equipment Manuals ♦ System drawings: Use.or disclosure of this proposal is subject to the restrictions on the title page. Motorola Confidential Proprietary © MOTOROLA November 14,2006 4-34 SECTION C-4:STATEMENT OF WORK ♦ Fixed Equipment Documentation ♦ Plan and elevation views of the equipment installation at the radio site ♦ Equipment inter-cabling diagrams for each site ♦ Demarcation wiring lists ♦ DHCP pool assignment ♦ MISC Documentation ♦ IP Network Diagram. ♦ Typical Drawings for Each Site ♦ Demarcation wiring lists ♦ Equipment by site • Key access procedures • Site inventory lists • Software versions and equipment wiring by equipment site ♦ Field ATP test sheets and results ♦ R56 site audit ♦ Maintenance Records ♦ Warranty information ♦ Service Provider ♦ Equipment FCC Type Acceptance C-4.17.3 Equipment Manuals Motorola will provide equipment manuals covering both standard and optional features. The content of these manuals is generic to the project and specific to the products installed in this procurement. C-4. 18 PROJECT FINALIZATION C-4.18.1 Description The finalization phase of the project consists of ensuring that all criteria for Final Project Completion have been met. © Use or disclosure of this proposal is subject to the restrictions on the title page. MOTOROLA Motorola Confidential Proprietary November 14, 2006 4-35 CITY OF FORT WORTH,TX MOTOMESH BROADBAND PILOT PROJECT t C-4.18.2 Responsibility Matrix ResponsibilityTask I Motorola will resolve punchlist items Motorola Approved Punchlist documented at System Acceptance Resolution Motorola will ensure that the criteria Motorola Service Transition defined to transition the project to the Certificate and Motorola Service Organization has Customer Support been completed, including the Plan development of a Customer Support Plan with City of Fort Worth. All documents listed in System Motorola System Manual—"As Manual—"As Built' Documentation Built' Documents Section will be submitted, as they become ready. Final approvals of all System Manual City of Fort Worth Written Approval —"As Built' Documents Statement(s) City of Fort Worth will acknowledge City of Fort Worth Signed Final Final Project Completion upon Acceptance completion of the criteria for Final Documents Project Completion for the communications system. Attend lessons learned meeting. City of Fort Worth and Lessons Learned Motorola Document C-4.18.3 Completion Criteria This task is considered complete when City of Fort Worth and Motorola have signed the Final System Acceptance certificate (as defined in the CSA), representing the completion of the system and acknowledgement of system acceptance as described in the Acceptance Test Plan. C-4. 19 WARRANTY PERIOD C-4.19.1 Description The services provided through the system warranty are delivered in this phase of the project. The System Warranty and Maintenance document describes the services provided under warranty and optional maintenance periods. Use or disclosure of this proposal is subject to the restrictions on the title page. Motorola Confidential Proprietary © MOTOROLA November 14, 2006 4-36 SECTION C-4:STATEMENT OF WORK t/ C-4.19.2 Responsibility Matrix ResponsibilityTask Warranty Transition Certificate Motorola/City of Fort Agreed Warranty Start Worth Date Documented Customer Support Plan Motorola/City of Fort Agreed upon service Worth procedures and expectations document C-4.19.3 Completion Criteria This task is considered complete when the warranty period expires. C-4.20 SYSTEM PERFORMANCE System Performance is composed of many elements, including system coverage, system traffic, and equipment performance. Motorola will be responsible for the performance of all equipment as provided by Motorola under this contract. City of Fort Worth will assume responsibility for the performance of all other equipment necessary for completion of this project not provided by Motorola. Motorola's responsibilities for this project are further defined in the Project Schedule (depicted in the Responsibility Matrices in this Statement of Work). Some of the system issues that can impact system performance are listed below with descriptions of Motorola and City of Fort Worth responsibilities in those areas. C-4.20.1 Equipment Performance The project implementation requires the integration of existing City of Fort Worth equipment with equipment provided under this contract. C-4.20.2 Motorola Provided Equipment Motorola is responsible for the performance of all new Motorola provided hardware. This hardware must operate functionally as described in the System Description, when operating within environmental specifications and in an environment that complies with the Motorola R56 specification. When the hardware environment is outside of electromechanical and environmental specifications,performance is no longer guaranteed, unless provisions for such guarantees are provided by a negotiated and mutually accepted waiver. Use or disclosure of this proposal is subject to the restrictions on the title page. © MOTOROLA Motorola Confidential Proprietary November 14,2006 4-37 CITY OF FORT WORTH,TX MOTOMESH BROADBAND PILOT PROJECT C-4.20.3 City of Fort Worth Provided Equipment City of Fort Worth is responsible for the performance of all existing and City of Fort Worth provided hardware that will be interfaced with or integrated into the various subsystem implementations for this project. C-4.21 ASSUMPTIONS C-4.21.1 Project Schedule Motorola intends to complete the project as efficiently as possible, in the interest of all parties. The project schedule will be reviewed in detail at the Design Review with City of Fort Worth. An agreed upon final project schedule will be provided after the Design Review. C-4.21.2 RF System Design Should interference occur from outside sources, Motorola can provide additional analysis, measurement, and recommendation services to improve or correct such interference through.a Change Qrder.to the.project.. C-4.21.3 Technical Assumptions The following technical assumptions were taken into consideration during the development of this proposal: ♦ In the absence of application and load profiles Motorola has established a system design goal of 300Kbps throughput. This throughput is the actual UDP throughput (not raw bit rate) and corresponds to the City of Fort Worth's best estimate of required throughput in order to support current and future applications. ♦ All mobile applications can run over an IP network ♦ Where available,City of Fort Worth will allow the use of Frame Relay, T1, fiber or other network infrastructure(s) for backhaul purposes. ♦ City of Fort Worth will meet client hardware and software requirements for the proposed system. ♦ The City of Fort Worth's mobile computers must utilize Windows 2000 or XP to support the MESH modem drivers. ♦ City of Fort Worth will provide network access, uninterrupted power supply (UPS) devices etc where required. Use or disclosure of this proposal is subject to the restrictions' on the title page. Motorola Confidential Proprietary © 'MOTOROLA November 14,2006 4-38 SECTION C-4:STATEMENT OF WORK ♦ The City of Fort Worth will provide managed connectivity for every LAP backhaul demarcation point and Wireless Ethernet Bridge demarcation point. The City of Fort Worth will run CATS cable to an Ethernet switch through existing conduit or punch-through. The City of Fort Worth will provide space for the cable run. Motorola will not penetrate roofs. Wall penetrations will be performed per written approval from the City of Fort Worth. Motorola will not run cable or conduit for this connection. ♦ City of Fort Worth will meet client hardware and software requirements for the proposed system. Loading and configuration of the client hardware, operating system, drivers and applications is the responsibility of City of Fort Worth. ♦ The City of Fort Worth host site demarcation is an Ethernet switch connected to the MotoMesh and Wireless Communications subnet. Virus protection and operating system core software and security updates are the responsibility of the City of Fort Worth. ♦ Motorola will post approved operating system software and security updates per the Warranty terms C-4.21.4 Communications Links Facilities Access This'proposal assumes access to all sites and facilities required during the project. City of Fort Worth will supply appropriate access of all sites and facilities. IAP and WR Electrical Power This proposal assumes that continuous power is available for all IAP and WR equipment locations. IAP and WR Sites This proposal assumes that suitable mounting locations identified as part of this proposal will be available upon device deployment. Shipping and Storage No storage facilities have been quoted within the project. City of Fort Worth will provide material warehousing facilities with proper access, security, lighting and power,for the duration of the project. This facility shall be appropriately.sized to accept all communications equipment,'antenna systems, ancillary parts, etc., as identified in the final equipment list. © Use or disclosure of this proposal is subject to the restrictions on the title page. MOTOROLA Motorola Confidential Proprietary November 14, 2006 4-39 CITY OF FORT WORTH,TX MOTOMESH BROADBAND PILOT PROJECT System Cutover A detailed cutover plan will be developed in close consultation with City of Fort Worth. Replacement/Removal of Existing Fixed Network Equipment (FNE) No existing equipment removal or relocation is quoted. Change Orders All changes require a change order and approval through the change order process. REVISION HISTORY: Rev# SME Date Notes 1 JP 08/16/06 Draft version delivered to CFW 2 JP 11/14/06 Inputs from CFW taken and incorporated 3 DF 11/15/06 PM Comments to customer inputs/SI content 4 JP 11/15/06 Revised R56 language Use or disclosure of this proposal is subject to the restrictions on the title page. Motorola Confidential Proprietary MOTOROLA November 14, 2006 4-40 MoroRoLa Section C-5 Schedule C-5. SCHEDULE Please see the Project Schedule, attached below. /*\ T Use or disclosure of this proposal is subject to the restrictions on the title page. MOTOROL A Motorola Confidential Proprietary �T November 14,2006 r1 City of Fort Worth Wireless Broadband Pilot ID Task Nam Duration Start Finish I -- I January I Febary Marc,I 11"� 1 12110 1 1211 1 QL4 I Jill J 117 1 1114 1 1121 1 1)28 i 214 1 2111 1 2118 2r25 1 !Overall Project 59 days Fri 12MI06 Wed 2/28107 —2 13 Contract Award 0 days Fri 1218= Fri 12/8= *4— -- --=7. 3 Project InMetion and Kickoff 5 days i0i 12/11 Fri 1211I8/08 I t 4&ys him IV1166' Thu Q/466 4 Internal project initiation Motorola 5 Kickoff I 1 day Fri 12JI5/061 Fit 12115N6 Motorola 6 Dealgn Rwlew -10 days Fri 12MOM 1 Thu 12128N8 c 7—------- Nehvork Design 7 days Fri 12/15M Mon 12125106 CFW I Mobwola 2 days Fri 12115/06 Mon 12118M CFW I Mo.tarol. 9 Site Survey and Drawings -fO-de—ya_FnTi/15/06 Thu 12/28106 CFW,I Motorola ----------- ------------------- 10 Ordw Processing i 35 days Fri 12MM Thu 1125M7 Processing —Fri T2i&-FW- Thu 12/14/W L 11 1 Equipment Order 12 manufacture A- 20days Fri 12/15/06 Thu 1/11/07 otorols 13 CCSIfDuality Stating 8 days Fri 11121071 Thu 1/18107 --- -­ 14 Delivery of Equipment Fri imm Thu vim—f Trainling 6 days Fri 1126107 Fit 2=7 15 i2 0 CFW I Mratorole 16 8 days Fri i Wi Thu VIA 7 777 i M:r.,. T 17 AirMobile I day Fri 2/2/07 Fri 2MO7 I Motorola ln*Whdm 15 days Fri UM7 Thu X15107 19 MiSC and FNE Equipment installation 8 days on Wed 2114107 CFW I Motc�rola 20 IAP and WR Installation 15 days Fri 1/26107 Thu 2115107 I Motorola — iiiiiisim 0A-2r--M---? -T-u*21 System intognsdon and optimkiivion 2/10107 22 ONE S-ft 1 day Fit 2116107 Fri 2JI6107 ----------23 Remote Wineiesas Use 2 days Mon 2119/07 Tue 2120/07 Motorola corrigure dient deice 362" Fri2rmw Tue 2-1-W----7- CFW 1 Mowpal� — Acceptance T-mdn- 25 9 1 18 days Fri 1126W' Tue 21IM7 —26 Irk-stallation Acceptance _(a ite-by-she) i8ldays FI-f 1&6 FO7 Thu 2I1567 CFW- days 27 Functional Testinig Fri 2116/07 Tue 2/20107 NNEM-�FW1 MotoroW 28 Coverage Mesistaremerit 5 days Wed 2/14/07 Tue 2120/07 FWtMotorolai 29 C I day Wed 21211MY. Wed 2121M7 30 Live Cutover 1 day wed 2121/071 Wed2/2t/07 eY Is 31 System Acceptance 15 days Thu 2MM71 Wed 2128107 32 Final Ac6ap-tanw- --0-days---Wed 21281071 Wed—212B/07 33 15.fed Doc6meritation 15 days j Thu 216C7 Wed 228N7' of City of Fort Worth Wireless Broadbent Task Progress Summbry ^ External Tasks Deadline Date:Thu 11116106 split ................... Milestone Project Summary ^ External Milestone Page 1 00 OFif Section c-6 Acceptance Test Plan C-6. ACCEPTANCE TEST PLAN C-6. 1 PURPOSE This document provides a description of the Acceptance Test Plan(ATP)to be executed upon completion*of the project. The purpose of the ATP is to test the MotoMesh hardware and MotoMesh software before live deployment of the system. These tests will check the functionality and connectivity of the MotoMesh client,MotoMesh Intelligent Access Point(LAP),MotoMesh Wireless Router(WR),Mesh video camera,MultiNet Mobility and AirMobile.The Acceptance Test will include verification of the following: ♦ Connectivity from a MotoMesh Client to each LAP and MWR at TMS ♦ Connectivity from a MotoMesh Client to each LAP and MWR at each hot spot location ♦ Connectivity from the City's LANIWAN to a MotoMesh Client at TMS ♦ Connectivity from the City's LANIWAN to a MotoMesh Client at each hot spot location ♦ Minimum UDP payload throughput of 300kbps is supported for a single 4.9GHz MEA client device within 0.25 miles distance from an infrastructure device (UP or WR) and having Line-Of-Site(LOS)visibility of that infrastructure device's 4.9GHz MEA antenna..This test will be performed for each IAP and WR at TMS and the hot spot locations. ♦ Ability to control and stream video from the Mesh camera installed at TMS Ability to run IP based applications(e.g.IPerf application)while traveling within the Mesh coverage footprint at TMS ♦ Ability to run IP based applications(e.g. IPerf application)while traveling within the Mesh coverage footprint at each hot spot location ♦ Ability to connect through the Mesh network for one Mesh client based on multiple hop ping tests at TMS (Hop=number of MWRs between client device and LAP) ♦ Demonstrate AirMobile file transfers ♦ Demonstrate MultiNet Mobility functionality ♦ Demonstrate that both the WMC7300 and VMM7300 client devices are operational on the system. Use or disclosure of this proposal is subject to the restrictions on the title page. MOTOROLA Motorola confidentialNovember Proprietary �. 6-1 CITY OF FORT WORTH,TX , MOTOMESH BROADBAND PILOT PROJECT T. Detailed test scripts and procedures will be provided and reviewed with the City prior to commencing the tests described above. Prior to performing the ATPs,Motorola will provide an as-built coverage map to the City. of Fort Worth that shows this system's coverage footprint in terms of IP/UDP payload data rates equal to or greater than 300kbps at TMS and each hot spot location. The coverage map will represent the system's functional operational area. Since verification of the system functionality is independent of the type of client device used a single client device will be selected for the duration of all system functionality tests. All tests will be executed using either a WMC7300 or VMM7300 client device,but not both, in order to minimize the number of test personnel,equipment and time required to perform the ATP. The City may select which client device type to use for the ATP. Once testing begins the same device type should be used'for the duration of the ATP. Additionally,the client device should use the 4 dBi permanent mount antenna during execution of the ATP to enhance the operational area of the device. C-6.2EXCEPTION RESOLUTION If any acceptance criterion fails the results and subsequent resolutions shall be agreed upon and documented on the test report. Once the failure is corrected and does not prevent productive operational use of the system,the City of Fort Worth will grant Acceptance to Motorola for that particular test. Only tests outlined within this document will be considered as Acceptance requirements. Since the proposal is based on a pilot deployment with limited funding, a tradeoff between maximizing system coverage versus performance is required. As such, coverage and throughput guarantees are not provided for with this ATP. The throughput test of 300kbps is provided as a minimum acceptable throughput level to verify the system works as designed. However, if this throughput test fails for any reason two mitigation options are available. These options are to either add additional hardware beyond the scope of the proposal or to relocate up to one(1)existing device to meet the minimum throughput requirement at the expense of reduced system coverage. In the event that a throughput test fails it will be at Motorola's discretion as to which option is selected to remedy the failure condition. Alternatively, in the event that a throughput test fails the City may choose to forgo any change in the system and accept the test as is. C-6.3 CONDITIONS AND DEPENDENCIES All tests will be performed in a functionally operational area of the system's coverage footprint as defined by the as-built coverage map provided by Motorola. All throughput tests will have the additional requirement of being Line-Of-Site within 0.25 miles of the Use or disclosure of this proposal is subject to the restrictions on the title page. Motorola Confidential Proprietary morojwOLA November 14,2006 6-2 SECTION C-6:ACCEPTANCE TEST PLAN l device under test's 4.9 GHz MEA antenna. Any test performed outside of the system's coverage footprint will not be valid. Testing will be conducted by Motorola and witnessed by at least one (1) City of Fort Worth representative. Motorola may request the assistance of the assigned City of Fort Worth representative for some tests. The MotoMesh system must be completely installed prior the execution of this ATP. This includes the installation of the PTP49400 wireless Ethernet bridges, all lAP/WR devices, MiSC and any other required installation and configuration tasks. The test will take place using a City provided MW-800 mobile workstation, configured with either a WMC7300 or VMM7300 client device and installed in a City owned vehicle. The City must provide a representative to operate the vehicle.Additionally, Motorola will require a Windows user account with administrative access to the MW-800 in order to install and control necessary test software. Failure of one test shall not require the rerunning of the entire ATP. Motorola will rerun any failed test following the problem resolution. Motorola personnel may use any valid test information to set up parameters for rerunning the failed test. C-6.4CITY OF FORT WORTH RESPONSIBILITIES The City of Fort Worth will provide at least one (1) technical representative to assist and witness the set-up and execution of this ATP and one (1) representative to operate the city owned vehicle used during the test. The City will provide a vehicle with an MW-800 mobile workstation installed with MotoMesh client software and hardware. C-6.5MOTOROLA RESPONSIBILITIES Motorola will provide a documentation package of the test and results upon successful completion of the ATP and final acceptance of the system. Motorola will provide a minimum of one person available to perform the tests and all necessary test software. REVISION HISTORY. Rev# SME Date Notes 1 JP 08/16/06 Draft version delivered to CFW 2 JP 11/11/06 CFW Inputs taken and incorporated 3 JP 11/14/06 CFW Inputs taken and incorporated Use or disclosure of this proposal is subject to the restrictions on the title page. MOTOROLA Motorola Confidential Propnetary November 14,2006 6-3 rL t Section C- 7 Training Plan C-7. TRAININGPLAN C-7.1 TRAINING OVERVIEW Motorola's Learning Services organization dedicates itself exclusively to offering the most comprehensive training available for Motorola's advanced equipment to fully realize the equipment's potential.From sophisticated training needs analysis to ongoing training throughout the life cycle of your product or system,we can help ensure that your investment in training today is an investment for your future. Our training methodology includes.knowledgeable instructors,well-designed courseware, lab activities, and system hardware and software that closely parallel your operating environment and that is integrated with proper system documentation.This methodology is based upon several key criteria: ♦ Course design is driven by an analysis of learner needs and focuses on how-to rather than theory. ♦ Learning objectives are based upon what learners need to accomplish on the job and focus on specific applications. (� ♦ Hands-on'lab opportunities using customer-specific job aids are incorporated into training to maximize the transfer of skills to the job and the retention/reuse of information. Motorola offers both train-the-trainer and end-user training. Students can attend training at one of our training centers or instructors can come to your site.In conjunction with or in addition to instructor-led training,we can provide self-study/e-learning programs in which students follow a computer-based training module on CD-ROM or other media. C-7,2 COURSES PROPOSED In the process of assessing your training needs,Motorola has identified the following course(s)that are necessary to achieve your training goals.Inserted within the matrix are course description files for your review or printing. While the standard courses are encouraged,the class outline may be tailored for your quotation. Thus,the outline(s)below may not exactly match your quoted class length and content. Use or disclosure of this proposal is subject to the restrictions on the.title page. moroROLA Motorola Confidential Proprietary November 14,2006 7-1 CITY OF FORT WORTH,TX MOTOMESH BROADBAND PILOT PROJECT AudienceCourse Target No.of Duratio Location Date No. of • (days) Attendees ns MotoMesh 1.0 MotoMesh 1 3 total Fort Worth, ; TBD 8 Network Administrator TX Administration i s (Includes Overview) (Prerequisite for , Technical Workshop) Course synopsis: I This course explains now to maintain, manage, and operate a MOTOMESH 1.0 network- MotoMesh 1.0 MotoMesh 1 2 total ` Fort Worth TBD 8 Technical Field TX Workshop Engineers and Technicians (— Course Synopsis= This course t c,has field engineers how to design, validate, deploy, optimize, test, and troubleshoot a MOTOMJESH ne-Mork. AirMobile Administrator ' 1 ' 1 total Fort Worth, TBD 8 1 s Tx Course Synopsis: i This course explains how to manage and operate AirMobile Software. REVISION HISTORY: NotesRev# SME Date 1 JP 08/16/06 Draft version delivered to CFW 2 JP 11/11/06 Training reduced to 1 session each and added to main scope Use or disclosure of this proposal is subject to the restrictions on the title page. Motorola Confidential Proprietary MOTOROLA November 14,2006 7-2 s SECTION C-7:TRAINING PLAN C-7,3 TRAINING PLAN SUPPLEMENT AirMobile Trainiq -------------- -------------------------------------------------------— - -L AirMobile software training is available for the mobile user and for system administrators. Training consists of one(1)day(up to eight hours/day of the trainer's time),plus materials, divided into two sections: one for the system administrator(s)(Fleet Manager Training)and one for the mobile client(Client Training). Class size is limited to 15 people. The Fleet Manager training will demonstrate how to develop file transfer packages, but it will be the customer's responsibility to actually develop the packages specific to their operational requirements. This includes, but is not limited to clients, groups, schedules, and source and destination directories. Motorola will program an initial package as a template to be used for testing and as a reference. Motorola will program the AirMobile system with twenty clients for purposes of implementing and testing the system. Training is conducted after AirMobile has been deployed at the customer site. Use or disclosure of this proposal is subject to the restrictions on the title page. 1MOTOROLA Motorola Confidential Proprietary November 14,2006 7-3 MOTOMESHCourse Description MOTIONOLA: AdministrationNetwork . Duration 3 days, including hands-on lab exercises Target Audience This course is aimed at the Motorola service providers and customer IT professionals who will manage the network after it has been deployed. Course Description This course explains how to maintain,manage, and operate a MOTOMESH 1.0 network Prerequisites Basic IP networking, basic radio technology,MOTOMESH 1.0 Overview course Course Objectives • Understand the MOTOMESH network design process • Understand hardware and software components • Manage and maintain the MOTOMESH network and its components Key Topics • Understanding and planning the network • Installing and deploying the network • Operating and managing the network • Software tools • Maintaining network security Course Outline" I. Course Introduction • Welcome/course instructions • Description course content • Learning objectives • Reference information 77. Designing and Planning the Network • Technology overview • Designing and planning a network • Operational flows III.Installing and Deploying the Network • Understanding hardware components • Understanding software components IV.. Operating and Managing the Network • Device checkout • Daily testing • Running reports • Exercise Y. Testing the Network • Test tools • Exercise ` VI.MotoMesh Wrap-Up • Motorola support information • Q&A • How can I learn more? • Course feedback 2 Course Description MOrOMOALA MOTOMESH 1.0 Field Engineering Course MSH003 Duration 2 days, including hands-on lab exercises Target Audience This course is aimed at Motorola employees and service providers who install and service the product, and customer IT professionals. Course Description This course teaches field engineers how to design,validate, deploy,optimize,test,and troubleshoot a MOTOMESH network. Prerequisites Basic radio technology,basic IP Networking,MOTOMESH Overview course,and MOTOMESH Network Administration course. Course Objectives • Design a MOTOMESH network • Validate a MOTOMESH network • Deploy a MOTOMESH network • Test a MOTOMESH network • Optimize a MOTOMESH network • Troubleshoot a MOTOMESH network and its components Key Topics • Network design and deployment • Hardware installation • Network testing and optimizing • Network troubleshooting Course Outline I. Course Introduction • Welcome/course instructions • Description course content • Learning objectives • Reference information H.MOTOMESH Network Design and Planning • Overall system design • Wireless network design • Design tools • Exercise III. MOTOMESH Hardware Installation • Component types and testing • Exercise IV. MOTOMESH Operational Testing • Test tool descriptions • Establishing baseline performance • Using test results to improve performance • Maintenance tasks • Exercise V. MOTOMESH Operational Troubleshooting • Devices • System • Software upgrades • Exercise VI.MOTOMESH Wrap-Up • Support from Motorola • Q&A • Course feedback z A40070MOL Section c- Warranty and Services C-8. WARRANTY AND SERVICES C-8,1INTRODUCTION Motorola places great emphasis on ensuring that communications systems, such as the MESH system proposed for the City of Fort Worth meet high standards for design, . manufacture, and performance. To enhance the value of the proposed systems,Motorola offers tailored warranty and post-warranty services as outlined in this Section. 8.2 SYSTEM SUPPORT Motorola offers the most comprehensive sophisticated warranty and service support program available in the communications industry today. The System Support plan is the method by which Motorola delivers a combination of services to fully support your Mesh system during warranty and on-going. By combining our system services into a cohesive program,Motorola is able to effectively deliver technical support, diagnostic assistance, and restoration services in a thorough and responsive manner.A sub-set of these services are included as part of your first year System Support Plan beginning during the warranty period which is 12 months from acceptance date for a period not to exceed 18 months from shipment per our standard warranty. These bundled services are also available for purchase during post warranty. Per Section 9 of the Communications System Agreement; Warranty for this proposed system is as follows: WARRANTY PERIOD.Upon System Acceptance,the System Functionality representation described below is fulfilled. The Equipment and Motorola Software is warranted for a period of one(1)year after System Acceptance("Warranty Period"),in accordance with the applicable limited warranties shown below. Customer must notify Motorola in writing if Equipment or software does not conform to these warranties no later than one month after the expiration of the Warranty Period. B. SYSTEM FUNCTIONALITY WARRANTY.Motorola represents that the Communications System will satisfy the functional requirements in Exhibit C. Upon System Acceptance,this System Functionality representation is fulfilled. After System Acceptance,the Equipment Warranty set forth below and the Software Warranty set forth in the Software License Agreement will apply in accordance with their terms and conditions. Motorola will not be responsible for performance deficiencies of the System caused by ancillary equipment not furnished or specified for use by Motorola or another party in accordance with the provisions of this Agreement that is attached to or used in connection with the System provided hereunder. Use or disclosure of this proposal is subject to the restrictions on the title page. Motorola Confidential rro4n No 2006 8-1 f CITY OF FORT WORTH,TX MOTOMESH BROADBAND PILOT PROJECT Additionally,Motorola will not be responsible for System performance where the functionality is reduced for reasons beyond Motorola's control including but not limited to) an earthquake,adverse atmospheric conditions or other,natural causes;ii)the construction of a building that adversely affects the microwave path reliability or Radio Frequency(RF) coverage;iii)the addition of additional frequencies at System sites that cause RF interference or intermodulation;iv)Customer changes to load usage and/or configuration outside the parameters specified in Exhibit C;v)any other act outside the scope of the ordinary use of the Communications System by parties who are beyond Motorola's control,including Customer or its employees,contractors,consultants or agents. C. EQUIPMENT WARRANTY.Motorola warrants the Equipment against material defects in material and workmanship under normal use and service during the Warranty Period.The Warranty Period for non-Motorola manufactured Equipment will be stated in this section. At no additional charge and at its option,Motorola will either repair the defective Equipment, replace the defective,Equipment with the same or equivalent Equipment acceptable to Customer or refund the purchase price of the defective Equipment, and such action on the part of Motorola will be the full extent of Motorola's liability hereunder.Repaired or replaced Equipment is warranted for the balance'of the Warranty Period.All defective replaced parts of the Equipment replaced under warranty shall become the property of Motorola. THIS WARRANTY DOES NOT APPLY TO a) Defects or damage resulting from use of the Equipment in other than its normal and customary manner. b) Defects or damage occurring from misuse,accident,water,or neglect. c) Defects or damage occurring from testing,operation,maintenance(except first line/front line echelon maintenance provided by Customer),installation,alteration, modification,or adjustment not(i)provided by Motorola pursuant to this Communications System Agreement or(ii)otherwise authorized in writing by Motorola. d) Breakage or damage to antennas unless caused directly by defects in material or workmanship. e) Equipment that has been subjected to unauthorized Equipment modifications, disassembly or repairs(including the addition to the Equipment of non-Motorola supplied equipment if not authorized by Motorola)which adversely affect performance of the Equipment or interfere with Motorola's normal warranty inspection and testing of the Equipment to verify any warranty claim. f) Equipment that has had the serial number removed or made illegible. g) Batteries that carry a separate limited warranty. h) Equipment which,due to illegal or unauthorized alteration of the software/firmware in the Equipment,does not function in accordance with Motorola's published specifications or with the FCC type acceptance labeling in effect for the Equipment at the time the Equipment was initially distributed from Motorola. i) Scratches or other cosmetic damage to Equipment surfaces that does not affect the operation of the Equipment. j) Software(which is covered by the Software License Agreement). k) Normal and customary wear and tear. 1) On site response,except where it pertains to specific new equipment,that is purchased as part of this Agreement. m) After hours warranty support. Use or disclosure of this proposal is subject to the restrictions on the title page. Motorola Confidential Proprietary MQTOROLQ November 14,2006 8-2 SECTION C-8:WARRANTY AND SERVICES n) Systems diagnostics or response is not included as part of this Agreement. o) Any services requested that do not pertain to specific equipment that is part of this Agreement,will be billed at.prevailing time and material rates. MOTOROLA SOFTWARE WARRANTY. Motorola Software is warranted in accordance with the terms of the Software License Agreement attached as Exhibit A. E. These express limited warranties as set forth in this Section are extended by Motorola to the original end user purchasing or leasing the System for commercial,industrial, or governmental use only,and are not assignable or transferable.These are the complete warranties for the Equipment and Software provided pursuant to this Agreement. F. THESE WARRANTIES ARE GIVEN IN LIEU OF ALL OTHER WARRANTIES. MOTOROLA DISCLAIMS ALL OTHER WARRANTIES OR CONDITIONS,EXPRESS OR IMPLIED,INCLUDING THE IMPLIED WARRANTIES OR CONDITIONS OF MERCHANTABILITY AND FITNESS FOR A PARTICULAR PURPOSE. The section below defines services offered during Motorola's proposed Warranty. Services are sold in bundled packages that will be explained below. C-8.1,1.1 Technical Support Motorola's Technical Support was created to insure that City of Fort Worth is provided the answers to their technical issues. During warranty, Motorola will provide the services of its Technical Support Operation Monday through Friday, 8:00am to 5:00pm Central Time. Motorola's Technical Support is otherwise available 24 hours per day, 365 days a -- year to.field all levels of calls.This operation is staffed with technologists who specialize in the diagnosis and resolution of system performance issues by telephone.,A case is created on each issue and is followed to resolution, with escalation if necessary. Because of the Center's proximity to the factory engineers, the highest level of technical support is available. City of Fort Worth is required to provide a VPN connection to the Motorola Mesh network to facilitate effective support and troubleshooting capabilities. Failure to provide the VPN connection may result in time and material charges being applied for repair and resolution of network or device issues C-8.1.1.2 Unit Repair Service During Warranty,the City of Fort Worth will contact the System Support Center's Call Center to request a return authorization (RA)number. City of Fort Worth will remove the malfunctioning board/unit and ship it to the Motorola Depot for repair. Upon receipt of malfunctioning equipment,the Motorola Depot will fully system test and repair malfunctioning Motorola manufactured boards/units down to the component level utilizing automated test equipment.A system test is performed to ensure that all software and hardware is set to the current shipping configuration.If the unit is not manufactured by Motorola,the unit may be returned to the Original Equipment Manufacturer(OEM) for repair. Use or disclosure of this proposal is subject to the restrictions on the title page. !� MOTOROLA Motorola Confidential Proprietary November 14,2006 8-3 CITY OF FORT WORTH,TX y MOTOMESH BROADBAND PILOT PROJECT C-8.1,1,3 Software Support Motorola will periodically provide notification of software releases to City of Fort Worth at its address for notice purposes.These software notifications will identify available software bug fixes for Warranty customers.As appropriate, customers will be instructed on download procedures for the identified bug fixes or updates.Under Warranty, customers are responsible for loading available software into the appropriate devices. Motorola technical support is available to remotely assist the City of Fort Worth in the loading of the available software. Table 3:Remote Network Support(RNS)—Motorola Proposed Warranty Offering Warranty/Post Warranty Services Warranty Included Software Bug Fixes 4 Technical Support 4 Infrastructure Unit Repair Service— 4 Unit Repair Only Software Support 4 REVISION HISTORY: Rev# SME Date Notes 1 JP 08/16/06 Draft version delivered to CFW 2 JP 11/11/06 Inputs from CFW taken and incorporated 3 JP 11/14/06 Inputs from CFW taken and incorporated Use or disclosure of this proposal is subject to the restrictions on the title page. Motorola Confidential Proprietary MOTOROLA November 14,2006 8-4 MOTOROLA - i Section C-9 Pricing C-9. PRICING Wireless Infrastructure Components ITEM NO. DESCRIPTION QUANTITY PRICE HK1241 LINUX MISC STD 1 $25,500 ZA00462AA ADD: 500 DEVICE LICENSE 1 $8,500 THN1013 RACK 7.5'OPEN 1 $495 T7258 MULTI-NET MOBILITY SOFTWARE 1 $9,000 ZA00484AA ADD: MULTI-NET MOBILITY CLIENT LICE 1 $225 DDN9003 MULTI-NET MOBILITY RACK SERVER WITH 1 $10,800 DSF1 DZ104T 4 PORT BELKIN KVM SWITCH SE SERIES 1 $280 DSF3X110506 PS/2 KVM 6FT ALL IN ONE CABLE SET 1 $35 HK1240 IAP7300-01 W/VLAN 3 $14,025 ZA00457AA ADD: ENABLE MEA 4.9 CLIENTS 3 $2,805 ADD: MANDATORY AC POWER OPTION ZA00550AA FOR 3 $0 DDN8408 AC PWR SURGE SUPP 1ET PORT IAP/MWR 3 $750 HK1240 IAP7300-01 W/VLAN 2 $9,350 ZA00457AA ADD: ENABLE MEA 4.9 CLIENTS 2 $1,870 ADD: MANDATORY AC POWER OPTION ZA00550AA FOR 2 $0 HK1238 MWR7300-MOBILE WIRELESS ROUTER 2 $6,800 ZA00457AA ADD: ENABLE MEA 4.9 CLIENTS 2 $1,870 ADD: MANDATORY AC POWER OPTION ZA00548AA FOR 2 $0 DDN8408 AC PWR SURGE SUPP 1ET PORT IAP/MWR 4 $1,000 HK1240 IAP7300-01 W/VLAN 2 $9,350 ZA00457AA ADD: ENABLE MEA 4.9 CLIENTS 2 - $1,870 ADD: MANDATORY AC POWER OPTION ZA00550AA FOR 2 $0 HK1238 MWR7300-MOBILE WIRELESS ROUTER 7 $23,800 ZA00457AA ADD: ENABLE MEA 4.9 CLIENTS 7 $6,545 ADD: MANDATORY AC POWER OPTION ZA00548AA FOR 7 $0 HK1257 MOTOMESH WMC7300 SONY CAMERA KIT 1 $5,177 TT1496 IVSC CAMERA POWER SUPPLY 1 $150 Use or disclosure of this proposal is subject to the restrictions on the title page. {` MOTOROLA Motorola Confidential Proprietary November 14,2006 9-1 Crry OF FORT WORTH,TX MOTOMESH BROADBAND PILOT PROJECT 4 ITEM • DESCRIPTION QUANTITY REAL SHOT MANAGER V3 SUPPORTING 4 RLN6188 C 1 $926 DDN8408 AC PWR SURGE SUPP 1 ET PORT IAP/MWR 14 $3,499 WB2628CC PTP 30049 LITE CONNECTORISED- LINK 2 $12,960 WB1910 ADD:AES ENCRYPTION 2 $4,318 HK1235 WMC7300-4.9 GHZ MOTION PCMCIA CARD 40 $22,100 ZA00452AA ADD: WMC7300 4.9 GHZ 4 DBI PERM MNT 40 $1,360 HK1236 VMM7300-4.9GHZ MOTION VMM 2 $5,610 ZA00452AA ADD: WMC7300 4.9 GHZ 4 DBI PERM MNT 2 $68 TDN1111 ETHERNET CABLE 10' 2 $30 AIR MOBILE AIR MOBILE 1 $19,822.00 MOUNTS MOUNTING AND DISH EQUIPMENT 1 $21,046.00 MISCELLANEOUS MISCELLANEOUS CABLES, EQUIPMENT 1 $6,550.00 HK1240 IAP7300-01 WNLAN 1 $4,675.00 ZA00457AA ADD: ENABLE MEA 4.9 CLIENTS 1 $935.00 Incentive for Contract Signature by December 8th, 2006: ($5,610.00) Subtotal $238,486 Design, Install., and Implementation Services • DESCRIPTION QUANTITY BACKROOM EQUIPMENT(MISC, MULTI NET MOBILITY SERVER,AIR MOBILE SERVER) $19,419.00 TEXAS MOTOR SPEEDWAY $60,120.00 FIRE STATION 35 $8,342.00 FIRE STATION 35 $8,342.00 POLICE NORTH DIVISION $3,988.00 POLICE NORTH DISTRICT 3 $3,988.00 RADIO SERVICES SHOP $4,120.00 GENERAL PROJECT TASKS Design Review $12,079.00 Staging $11,443.00 Training Preparation $3,814.00 Optimization $15,258.00 Cutover $2,860.00 Punchlist $8,582.00 Functional Acceptance Test Plan $12,714.00 Use or disclosure of this proposal is subject to the restrictions on the title page. Motorola Confidential Proprietary m0roRQLQ { November 14,2006 9-2 SECTION C-8:WARRANTY AND SERVICES l ITEM • DESCRIPTION • - Preparation of Documentation $15,239.00 Administrative Tasks $6,263.00 Subtotal $196,571.00 Warranty and Maintenance (1st Year) DESCRIPTIONQUANTITY ONE YEAR 3a 1 YEAR WARRANTY and MAINTENANCE INCLUDED ONE YEAR 3b 1 YEAR SOFTWARE MAINTENANCE INCLUDED Training ITEM NO. DESCRIPTION QUANTITY PRICE TRAINING $14,943.00 Grand Total r - ---------- ------------------- ----------------------------------------------------------------------------- $450,000.00 Optional Equipment not Included in Main Offering QUANTITY INTELLIGENT ACCESS POINT OPTIONS ZA00456AA SWK 7022 ENABLE MEA 2.4 CLIENTS $595.00 ZA00455AA SWK7024 ENABLE 802.11 4.9 CLIENTS $170.00 WIRELESS ROUTER OPTIONS ZA00456AA SWK 7022 ENABLE MEA 2.4 CLIENTS $595.00 ZA00455AA SWK7024 ENABLE 802.11 4.9 CLIENTS $170.00 Use or disclosure of this proposal is subject to the restrictions on the title page. MOTOROLA Motorola Confidential Proprietary November 14,2006 9-3 I J Appendix A Acronym and Definition List a A. ACRONYM AND DEFINITION LIST AP Access Point AcTP Adaptive control Transmit Protocol ATP Acceptance Test Plan CAT-5 Category 5 Ethernet cable specification CD ROM Compact Disk Read Only Memory CFW City of Fort Worth DVD Digital Video Disk dBi Decibel referenced to an isotropic radiator FEC Forward Error Correction GUI Graphical User Interface IAP Intelligent Access Point i-OFDM Intelligent Orthogonal Frequency Division Multiplexing i-DFS Intelligent Dynamic Frequency Selection IP Internet Protocol ISM Industrial, Scientific, Medical LAN Local Area Network LLC Logical Link Control LOS Ling Of Sight MEA Mesh Enabled Architecture MIMI Multiple Input Multiple Output MiSC Mobile Internet Switching Controller MNM Multi-Network Mobility MSR Mesh Scalable Routing NMI Network Management Information OTASP Over The Air Service Provisioning PC Personal Computer PCMCIA Personal Computer Memory Card International Association Use or disdosure of this proposal is subject to the nstricdons on the tide page. MOTOROLA Motorola Confidendal Proprietary November 14,2006 9-1 r CITY OF FORT WORTH,TX MOTOMEsH BROADBAND PILOT PROJECT QDMA Quadrature Division Multiple Access QOS Quality Of Service SD Subscriber Device SDP Subscriber Device Provisioning SMA Sub-Miniature version A(connector.specification) SNMP Simple Network Management Protocol TBD To Be Determined TCP Transmission Control Protocol TMS Texas Motor Speedway UDP User Datagram Protocol VLAN Virtual Local Area Network VMM Vehicular Modem Module WAN Wide Area Network WiFi 802.11 Wireless Ethernet Standard WMB Wireless Mobile Broadband WMC Wireless Modem Card WR Wireless Router Use or disclosure of this proposal is subject to the restrictions on the title page. Motorola Confidential Proprietary MOTOROLA November 14,2006 9-2 City of Fort Worth, Texas Mayor and Council Communication COUNCIL ACTION: Approved on 12/19/2006 DATE: Tuesday, December 19, 2006 LOG NAME: 13P06-0334 REFERENCE NO.: **P-10508 SUBJECT: Authorize Execution of a Sole Source Purchase Agreement for a Motomesh Broadband Communications System Pilot Project from Motorola, Inc., for the Information Technology Solutions Department RECOMMENDATION: It is recommended that the City Council: 1. Authorize the City Manager to execute a sole source purchase agreement for a Motomesh Broadband Communications System Pilot Project from Motorola,lnc., for the Information Technology Solutions Department at a cost of not to exceed $450,000.00 with payment due 30 days after receipt of invoice in accordance with the agreed upon terms. DISCUSSION: The City of Fort Worth received a State of Texas Homeland Security Program grant award in 2005 (M&C G- 15001) to enhance its capability to prevent, respond to and recover from disasters. A component of the grant was the award of the Urban Area Security Initiative (UASI). One of the expected outcomes is to require jurisdictions to work together at a regional level in project development. As a result, an opportunity exists to enhance the ability of the Cities of Fort Worth and Arlington to serve citizens during times of crisis and non-crisis events by providing a method of establishing ad hoc networks quickly and securely. For effective interoperability and as a condition of receipt of the grants, both the cities of Arlington and Fort Worth must implement the Motomesh solution. The City will use this purchase agreement to implement a propriety technology solution (Motomesh) that provides a secure network anywhere, anytime. Motomesh is the technology chosen by the City of Fort Worth and surrounding municipalities to best establish such ad hoc networks. For this purchase, the City will implement this technology at Texas Motor Speedway (TMS) and Fire Stations 35 and 37. The City of Arlington has already implemented the same technology in certain areas, including its entertainment district. Once implemented, this system will allow Arlington first responders to assist at TMS and the City of Fort Worth first responders to assist at Arlington's network location. Motorola will assemble and integrate the equipment, software, deliver, install and test the system at designated sites. The equipment and Motorola software is warranted for a period of one year after system acceptance. The City will thereafter have to request a quotation for a system maintenance agreement. Motorola is the documented sole source provider of the Motomesh product. M/WBE -.A waiver of the goal for M/WBE subcontracting requirements was requested by the Purchasing Division and approved by the M/WBE Office because the purchase of goods or services is from sources where subcontracting or supplier opportunities are negligible. r Logname: 13P06-0334 "` �'�'�� =�" PAge 1 of 2 FISCAL INFORMATION/CERTIFICATION: The Finance Director certifies that funds are available in the current capital budget, as appropriated, of the Grants Fund. BQN\06-0334\VVW TO Fund/Account/Centers FROM Fund/Account/Centers GR76 541390 002442071030 $450,000.00 Submitted for City Manager's Office by: Karen Montgomery (6222) Originating Department Head: Richard Zavala (Acting) (8313) Additional Information Contact: Jack Dale (8357) Logname: 13P06-0334 Page 2 of 2