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Contract 48412
CITY SECRETARY CITY OF FORT WORTH,TEXAS MANAGED s ERV E Ic OCTOBER 0 . OF r' FORT WORTH CITY OF FORT WORTH, TEXAS OCTOBER 21, 2016 ASTRO P25 CITY SEC TARYq�1,//7i CONTRACT NO. INFRASTRUCTURE NETWORK MANAGED SERVICE STATEMENTOFWORK 17: i C`fit v © MOTOROLA The design,technical,pricing,and other information('Information")furnished with this submission is proprietary information of Motorola Solutions,Inc. ("Motorola")and is submitted with the restriction that it is to be used for evaluation purposes only. To the fullest extent allowed by applicable law,the Information is not to be disclosed publicly or in any manner to anyone other than those required to evaluate the Information without the express written permission of Motorola. MOTOROLA,MOTO,MOTOROLA SOLUTIONS,and the Stylized M Logo are trademarks or registered trademarks of Motorola Trademark Holdings, LLC and are used under license.All other trademarks are the property of their respective owners.©2015 Motorola Solutions, Inc.All rights reserved. TABLE OF CONTENTS Section 1 Current System - Section 2 ManagedServices.............................................................................................................................2-1 2.1 Managed Core Services.....................................................................................................2-2 2.1.1 Event, Incident, and Problem Management...................................................................2-2 2.1.1.1 Event Management................................................................................................2-3 2.1.1.2 Incident Management.............................................................................................2-4 2.1.1.3 Problem Management............................................................................................2-4 2.1.2 Change Management.....................................................................................................2-5 2.1.2.1 Change Management Responsibilities...................................................................2-5 2.1.2.2 Change Request Categories..................................................................................2-6 2.1.3 Configuration Management............................................................................................2-7 2.1.4 Network Provisioning......................................................................................................2-8 2.1.5 Capacity Management ...................................................................................................2-9 2.1.6 Access Management......................................................................................................2-9 2.1.7 Ancillary Subsystem Support.......................................................................................2-10 2.1.8 Business Continuity Management................................................................................2-10 2.1.9 Cyber Security Management........................................................................................2-11 2.1.9.1 ASTRO Network Security Monitoring provides the following for the ASTRO 25 network. 2-11 2.1.9.2 Network Security Patch Implementation ..............................................................2-12 2.1.9.3 Biennial Professional Cyber Security Assessment...............................................2-13 2.1.10 Network Governance................................................................................................2-13 2.1.11 Covered Sites...........................................................................................................2-14 2.2 RF Site and Console Availability and Performance..........................................................2-14 2.2.1 Network Preventive Maintenance.................................................................................2-14 2.2.2 Spares Management....................................................................................................2-16 2.3 Overall Responsibilities RACI ..........................................................................................2-16 2.4 Service Measurements and Targets ................................................................................2-19 2.4.1 Priority Level.................................................................................................................2-21 2.4.2 Portal............................................................................................................................2-23 2.4.3 Covered Sites...............................................................................................................2-23 Section 3 Maintenance Services Statement of Works.....................................................................................3-25 3.1 Nice Gold Maintenance....................................................................................................3-25 3.1.1 Motorola has the following responsibilities:..................................................................3-25 3.1.2 Customer has the following responsibilities: ................................................................3-25 3.1.3 NICE has the following responsibilities: .......................................................................3-26 City of Fort Worth,Texas October 21,2016 ASTRO P25 Infrastructure Network Managed Service Use or disclosure of this proposal is subject to the restrictions on the cover page. ® Motorola Solutions Confidential Restricted Table of Contents i 3.1.4 Software Upgrades:......................................................................................................3-27 3.1.5 Ineligible Products:.......................................................................................................3-27 3.2 CONNCT Maintenance ....................................................................................................3-29 3.2.1 Description of Services:................................................................................................3-29 3.2.2 Motorola has the following responsibilities:..................................................................3-29 3.2.3 Customer has the following responsibilities: ................................................................3-32 3.2.4 Ineligible Products:.......................................................................................................3-33 3.3 MOSCAD Monitoring........................................................................................................3-37 3.3.1 Description of Services:................................................................................................3-37 3.3.2 Motorola has the following responsibilities:..................................................................3-37 3.3.3 Customer has the following responsibilities: ................................................................3-38 3.3.4 Covered Sites...............................................................................................................3-38 3.4 Subscriber Diagnsotics ....................................................................................................3-40 3.4.1 Motorola has the following responsibilities:..................................................................3-40 3.4.2 Customer has the following responsibilities: ................................................................3-40 3.4.3 Exclusions: ...................................................................................................................3-40 Section 4 Assumptions and Key Considerations.............................................................................................4-41 4.1 Fort Worth Responsibilities ..............................................................................................4-42 Section 5 Pricing................................................................................................................................................5-1 Section 6 ContractTerms..................................................................................................................................6-1 Section 1 APPLICABILITY Section 3 ACCEPTANCE AND TERM SECTION 4 SCOPE OF SERVICES....................................................................................6-1 SECTION 5 EXCLUDED SERVICES ........................................................................................6-2 Section 8 PAYMENT Section 9 WARRANTY Section 10 DEFAULT/TERMINATION Section 11 LIMITATION OF LIABILITY Section 12 EXCLUSIVE TERMS AND CONDITIONS Section 13 PROPRIETARY INFORMATION; CONFIDENTIALITY; INTELLECTUAL PROPERTY RIGHTS Section 14 FCC LICENSES AND OTHER AUTHORIZATIONS.....................................................6-4 r' October 21,2016 City of Fort Worth,Texas Use or disclosure of this proposal is subject ASTRO P25 Infrastructure Network Managed Service to the restrictions on the cover page. ii Current System Motorola Solutions Confidential Restricted Section 15 COVENANT NOT TO EMPLOY Section 16 MATERIALS, TOOLS AND EQUIPMENT Section 17 GENERAL TERMS r City of Fort Worth,Texas October 21,2016 ASTRO P25 Infrastructure Network Managed Service Use or disclosure of this proposal is subject to the restrictions on the cover page. Motorola Solutions Confidential Restricted Table of Contents iii SECTION 1 CURRENT SYSTEM This SOW offers Managed Services for the Fort Worth ASTRO 25 Land Mobile Radio System. The system architecture is included in the Infrastructure Managed Service Supporting Documentation. City of Fort Worth,Texas October 21,2016 ASTRO P25 Infrastructure Network Managed Service Use or disclosure of this proposal is subject to the restrictions on the cover page. ® Motorola Solutions Confidential Restricted Current System 1-1 SECTION 2 MANAGED SERVICES This SOW changes the current service approach to a Managed Services construct,where Motorola takes greater responsibility for the operations of the network. Since systems, operating environments, and operational capabilities are all unique, the outlined services approach is adapted to Fort Worth's environment and user needs. The proposed approach relies on both Motorola and Fort Worth for total network availability and performance. In this approach,Fort Worth continues to have responsibility for the radio system connectivity and backhaul, antenna site infrastructure, and subscriber fleet;Motorola has responsibility for the Master Site equipment, RF Site Equipment, and Dispatch Consoles. In this shared operational environment,performance and availability targets are mutually set between both parties and both parties are ultimately responsible for total network performance. Unlike a traditional maintenance contract that is focused on responding to problems as they occur; this managed services approach provides for an assured level of service from the system. This model establishes measureable performance metrics and outcomes that are used as contract deliverables. This SOW contains services which are core to the service design. Below is a summary of the proposed approach. • Managed Core Services — Full responsibility for the availability and performance of the master site. — Cyber Security services on the network including security monitoring,patching of Master Site equipment, and Biennial Cyber Security Audit. — Ancillary Subsystem Support for transport/backhaul systems • RF Site and Console availability and performance Full responsibility for RF and console equipment availability and performance Preventive Maintenance Spares Management, Fixed Network Equipment Repair Services Cyber Security services on the Consoles including security monitoring,patching, and Biennial Cyber Security Audit. From a network element perspective, the proposed approach would result in the following responsibility breakdown by major network elements: NETWORK • Item Motorola Fort Worth Comment Master site equipment/software X RF site equipment/software X Dependent on Transport equipment/software X Transport Performance Dispatch console equipment/software X Buildings/Facilities/Grounds/Site structures X Subscribers j X City of Fort Worth,Texas October 21,2016 ASTRO P25 Infrastructure Network Managed Service Use or disclosure of this proposal is subject to the restrictions on the cover page. ® Motorola Solutions Confidential Restricted Managed Services 2-1 2.1 MANAGED CORE SERVICES At the heart of the system are the ASTRID 25 Master Sites. Maintaining reliable system performance demands a great level of attention to maximize the efficiency of the Master Sites so the entire system operates at peak performance. With Managed Core Services,Motorola has full operational responsibility of the Master site operations, availability, and performance. Since the Master site is the nerve center of the network and provides information regarding performance of most network subsystems and components,Motorola also has view to the operations and performance of most elements of the network. MANAGED CORE SERVICES Managed Core Comment Master site equipment/software Full operations responsibility RF site equipment/software Ancillary Support Included in RF Site and Console Availability Transport equipment/software Ancillary Support Dispatch console equipment/software Ancillary Support Included in RF Site and Console Availability Buildings/Facilities/Grounds/Site None structures' Subscribers None The above table represents general overall responsibilities. Specific demarcations are contained in the Infrastructure Managed Service Supporting Documentation. Managed Core Services is focused on the following operational areas: • Event Management • Network Provisioning • Incident Management • Capacity Management • Problem Management • Access Management • Change Management • Ancillary Subsystem Support • Configuration Management 2.1.1 Event, Incident, and Problem Management Managing any network involves several levels of complex analysis and troubleshooting. Three of the major basic responsibilities are event and alarm monitoring, triage of the incident, and root cause analysis of the problem. These are commonly known as Event, Incident, and Problem Management. ' Motorola to respond if symptoms do not clearly identify the source of the issue. Customer to respond otherwise. October 21,2016 City of Fort Worth,Texas Use or disclosure of this proposal is subject ASTRO P25 Infrastructure Network Managed Service to the restrictions on the cover page. 2-2 Managed Services Motorola Solutions Confidential Restricted Typical frequency of tasks for this service, are as follows: MANAGED CORE Managed Core Daily Weekly Monthly Quarterly Annually Fault Management • Event Management X — Event Correlation X — Monitoring X — Case Generation X • Incident Management — Case Ownership X — Remote Diagnostics X — Remote software support X — Remote hardware reset X — Remote Configuration Management X — Technical Support X • Problem Management — Problem Detection and Logging X — Problem Record Tracking X — Problem Categorization and X Prioritization — Problem Investigation X — Root Cause Identification X 2.1.1.1 Event Management The Event Manager tool receives and logs events polled from the UEM. These events are then classified in the Event Manager as Informational,Warning, or Exception. Warnings and Exceptions are potentially service affecting: • WARNING—A Warning event occurs when a device or service is approaching a threshold (KPI). Warnings are intended to notify the group/process/tool in order to take the necessary actions to prevent an Exception. • EXCEPTION—An Exception event occurs when a service or device is operating below the normal predefined parameters/indicators or threshold(KPI). The business is impacted and the device or service presents a failure,performance degradation, or loss of functionality. City of Fort Worth,Texas October 21,2016 ASTRO P25 Infrastructure Network Managed Service Use or disclosure of this proposal is subject to the restrictions on the cover page. ® Motorola Solutions Confidential Restricted Managed Services 2-3 The Event Management process is responsible for the real time monitoring of all alarms, intrusions, and events for all network elements,platforms, and services. This service includes the detection of events,filtering, correlation, and determining the appropriate control action. Key activities of Event Management include: • Event and intrusion identification. • Fault isolation. • Impact analysis. • Ticket creation and reporting. The goals of Event Management include: • Automating the detection of all changes of state that have significance for the management of a Configuration Item(CI)or service. • Determining the appropriate control action for events and ensure these are communicated to the appropriate functions. • Providing the means to compare actual operating performance and behavior against design standards and Service Level Agreements (SLAB). 2.1.1.2 Incident Management If the Warning or Exception event is service affecting, an Incident is created and the Managed Services NOC staff tasked with supporting the affected infrastructure will become the owner of the incident and will retain ownership thru the life cycle of the incident. Incident records contain specific details and supporting information, such as: • Incident(alarm)summary • Severity Level • Reported Source • Support Team Assignment • Reported (alarm) Date 0 Cl Relationships-Site, Device • Fault Categorization Relevant Target dates, based on applicable SLAs Incident management from the NOC entails remote diagnostics, analysis, and efforts to resolve the event via remote processes either through software, configuration management, or hardware resets. If the incident cannot be resolved remotely a field service technician will be dispatched to respond with onsite support. Once a field service technician is onsite the NOC will continue to own the incident and provide ongoing support until resolution and restoration has been completed. 2.1.1.3 Problem Management Problem Management proactively corrects the underlying cause of repetitive identical incidents in the network, as opposed to reactively addressing each incident as it occurs. This prevents incidents from reoccurring and minimizes the impact of unpreventable incidents. Motorola defines a Problem as the underlying root cause of one or more existing or potential recurring Incidents. Motorola has a robust Problem Management process which ensures effective management of Problems throughout the lifecycle, from initial identification through investigation, documentation, resolution, and reporting. In the event of identified complex technical problems, a case will be opened resulting in collaborative activities being carried out until problem closure and review is achieved. October 21,2016 City of Fort Worth,Texas Use or disclosure of this proposal is subject ASTRO P25 Infrastructure Network Managed Service to the restrictions on the cover page. 2-4 Managed Services Motorola Solutions Confidential Restricted Through service management tools the Managed Service NOC will also ensure that all affected Configurable Items (CIs) are identified, and that the appropriate fix is applied to all required systems and infrastructures to reduce the reoccurrence of incidents. In the event of an unknown cause of one or more Incidents, the Managed Service NOC will initiate and open a Problem record in order to identify a solution for the identified problem in an effort to minimize the impact to customer groups and end users. This process is managed by the Managed Service NOC;however, depending on the nature of the identified problem, resources with the appropriate skills and expertise are assigned as required throughout the problem lifecycle. The Problem record will be closed once the root cause and/or workaround is identified with the known error documented. 2.1.2 Change Management Motorola will provide a structured Change Management process to ensure all configuration item(CI) changes are controlled and implemented with minimal disruption and risk. Changes relate to any request that impacts the status or configuration of any configurable asset. Change Management also ensures that all affected parties are notified in advance of any changes, and are aware of the impact the change will have on their operations, allowing them to prepare accordingly. A Change is defined as adding,modifying,removing, and altering or reconfiguring any component of any managed element including the network,user terminals, or services provided. The goals of change management include: • Implement standardized methods to help reduce risk. • Efficient and prompt handling of Changes. • Minimize adverse impacts from Changes. • Ensure only necessary and approved changes are implemented. • Align all changes to customer requirements while maximizing value and reducing incidents, interruption, and rework. Typical frequency of tasks for this service, are as follows: MANAGED CORE Managed Core Daily Weekly Monthly Quarterly Annually • Network Change Management — Create, Review and Modify A X Change Management Plan With Customer — Obtain Authorization To Implement X Approved Changes — Coordinate Implementation Of X Approved Changes 2.1.2.1 Change Management Responsibilities The Managed Service NOC will adhere to the following Change Management requirements in collaboration with requests: • Create a Change Management Plan with the Customer. City of Fort Worth,Texas October 21,2016 ASTRO P25 Infrastructure Network Managed Service Use or disclosure of this proposal is subject to the restrictions on the cover page. ® Motorola Solutions Confidential Restricted Managed Services 2-5 • Review and Modify the Change Management Plan with the Customer. • Obtain authorization for requested Motorola product driven changes (FSB/MotoPatch/SER/etc.) in agreement with relevant stakeholders,taking into account current environmental and other conditions. • Ensure that changes are recorded, evaluated,prioritized,planned, tested, implemented, documented, and reviewed in a controlled manner within agreed timeframes. • Validate requests for change to ensure only authorized changes are implemented. • Ensure timely notifications are issued to the stakeholders for Change events as per the Service Support and Administration Plan. • Identify and agree upon the scope,processes, and authorization for standard changes. • Ensure that all changes to Configuration Items are recorded in the configuration management database. • Convene a Change Advisory Board as required. • Coordinate the implementation of changes. • Provide continual updates and communications to ensure all relevant stakeholders are informed. • Develop and update a Regional Radio System Master Schedule documenting planned changes to the shared network environment, whether initiated by Motorola or by the Regional Radio System Parties. • Present the most up to date Regional Radio System Master Schedule at the System Owners meeting, and upload to MyView Portal. • Review and close the change. • Implement procedures and methodologies to manage Non Standard changes including: — Impact assessment. — Scoping,pricing, quoting and ordering. — Implementation. The Regional Radio System Parties will adhere to the following Change Management requirements in collaboration with requests: • Work with Motorola to create a Change Management Plan • Communicate any customer driven system equipment configuration(Site add, Console add, License purchase, etc.)or changes in operating procedures to all network tenants. • Communicate any missing or incorrect information in the Regional Radio System Schedule to Motorola. 2.1.2.2 Change Request Categories During the assessment of the Change Request it will be categorized in one of three categories: Standard,Non-Standard, and Emergency. Standard Changes are low risk limited impact changes,typically at a daily operational level. Standard Changes are usually handled directly by either the Service Desk or the NOC. Standard Changes are most often pre-authorized based on the requestor's access permissions established in the Information Security Management Plan. Non-Standard Changes are changes that fall outside of the scope of the pre-defined Standard Changes. These Changes are characterized by their wider impact, scope,risk, and/or cost. The Managed Service NOC will continue to utilize a customer agreed upon Change Management process in these cases. October 21,2016 City of Fort Worth,Texas Use or disclosure of this proposal is subject ASTRO P25 Infrastructure Network Managed Service to the restrictions on the cover page. 2-6 Managed Services Motorola Solutions Confidential Restricted Emergency Changes are those that must be implemented immediately. An example would be a change necessary to resolve a Major Incident and restore operations. In the event of an Emergency Change an Emergency Change Review with the Customer and Stake holders may need to be held. 2.1.3 Configuration Management Configuration Management provides management of multiple Applications within the ASTR025 Network. The applications work together to ensure configuration changes follows and adhere to the Change Management process. Configuration Management is a daily function of system administration to ensure the integrity of the network is maintained. It applies across the total network including the Core and site equipment. Typical frequency of tasks for this service, are as follows: MANAGED CORE Managed Core Daily Weekly Monthly Quarterly Annually • Configuration Management (UNC, X CSS, PM) — UNC ♦ Audit review X ♦ Job review X ♦ Approval or rejection of jobs X ♦ Pull configurations X ♦ Push configurations X ♦ Take corrective action on failed X jobs ♦ Review Device configuration X compliancy — CSS ♦ SWDL Sites and Devices when X components have been replaced — PM ♦ Audit review against UNC X Configuration Constraints Change management is an important part of the ASTROR 25 radio system operation. It is important not to deviate from the specified settings without following the proper change procedures for the organization. Programming errors can result in the loss of service. MSI will ensure that change procedures are followed properly. Using Provisioning Manager to Configure Devices MSI will review PM created tasks to verify the changes have successfully created a job in UNC. City of Fort Worth,Texas October 21,2016 ASTRO P25 Infrastructure Network Managed Service Use or disclosure of this proposal is subject to the restrictions on the cover page. Motorola Solutions Confidential Restricted Managed Services 2-7 All of the configuration processes require oversight and management at multiple levels. Roles and privileges need to be established and managed within Activity directory and the individual applications.MSI will develop and maintain the roles and privileges in accordance with Customer policy. Routine audit reviews will be performed to verify configuration settings and changes as part of Configuration Management. 2.1.4 Network Provisioning Network Provisioning implements network configuration changes and prepares network configuration items with appropriate system data and software to make them ready for network operation. Key aspects of the service include: applying patches and release upgrades,rectification of inconsistencies identified by configuration management, and the provisioning of radios on the network. Network Provisioning related to Cyber security is included in Section 2.1.9 of this proposal. Typical frequency of tasks for this service,are as follows: MANAGED CORE Managed Core As Daily Weekly Monthly Quarterly Annually Needed Network Provisioning (Patch/Device Management) ♦ Release Upgrades (FSB/SER) X ♦ Network Device Discovery X ♦ Network Device Configuration X The Managed Service NOC and/or Motorola Services Deliverable Manager will adhere to the following: • Complete a Network Provisioning Plan with the Customer to detail the agreed Network Provisioning scope, authorizations, implementation processes,time constraints, and prioritization levels. • Receive, log, categorize, and prioritize requests for changes to the configuration of network devices and databases included in the Managed Services Scope according to the agreed parameters in the Network Provisioning Service Plan. • Verify authorization of requests for Network Provisioning according to the agreed Network Provisioning Service Plan. • Verify the completion of the request according to the Network Provisioning Plan before documenting and closing the request. • Coordinate with field resources during system enhancements to ensure proper software versions are running, configurations consistent with the system standards are adhered to, and that all configuration items are properly showing in the system monitoring and database back up tools. • Update Fault Management information to ensure any changes are captured and customer/system documents are updated. October 21,2016 City of Fort Worth,Texas Use or disclosure of this proposal is subject ASTRO P25 Infrastructure Network Managed Service to the restrictions on the cover page. 2-8 Managed Services Motorola Solutions Confidential Restricted 2.1.5 Capacity Management Capacity Management is the process of tracking system utilization by site and validating,over time, the actual Grade of Service (GOS)for each site. This process helps define potential Scenario Planning issues, day to day operational impacts, and utilization of the Network. It allows for maximum availability of the Network and a positive end user experience. Typical frequency of tasks for this service, are as follows: MANAGED CORE Managed Core Daily Weekly Monthly Quarterly Annually — Capacity Management ♦ GOS Reporting X ♦ GOS Analysis and X Recommendations Reports are complied on a monthly basis and an analysis is done quarterly to verify,based upon customer requirements,whether or not sites are meeting the required Grade of Service. Solutions will be recommended in some cases to achieve the desired Grade of Service. 2.1.6 Access Management Access Management ensures that authorized personnel can access devices and applications with the appropriate privileges based upon their role and responsibility. On an ASTRO 25 Network there are several tools that require management for logon and password management. Typical frequency of tasks for this service, are as follows: MANAGED CORE Managed Core Daily Weekly Monthly Quarterly Annually Access Management(Password Control) ♦ Active Directory Administration X ♦ UEM Role Based Access X ♦ UNC Role Based Access X ♦ NM Client Role Based Access X ♦ Dispatch Work Station and X Applications Role Based Access ♦ Security Partitioning X ♦ Provisioning Manager Role X Based Access ♦ Routers & Switches X City of Fort Worth,Texas October 21,2016 ASTRO P25 Infrastructure Network Managed Service Use or disclosure of this proposal is subject to the restrictions on the cover page. ® Motorola Solutions Confidential Restricted Managed Services 2-9 MANAGED CORE ♦ Review and verification X (Motorola and Fort Worth) Password and access management is a dynamic process that requires daily review and updating. Invalid access attempts will be logged and investigated as required. A list of personnel shall be created and credentials reviewed, audited, and updated on an annual basis. Motorola and Fort Worth will create an Access Management Plan. 2.1.7 Ancillary Subsystem Support By providing full operations of the Master site,Motorola is in a unique position to have a limited view of the performance and availability of other subsystems within the network environment even though restoral may be the responsibility of Fort Worth or another party. An Ancillary Subsystem contains equipment that is necessary to support the functionality of the Fort Worth ASTRID 25 Land Mobile Radio System,but in not contained in this Statement of Work. This includes,but is not limited to, equipment related to the Backhaul(Microwave,T1/E1), equipment related to Power (Commercial Power,Generators,UPS), and equipment related to HVAC. When incidents occur involving Ancillary Subsystems, and Motorola has a view to a potential issue or resolution, it will notify the responsible party and provide support to the extent relevant for radio system performance. 2.1.8 Business Continuity Management Business continuity management supports the Fort Worth's overall continuity management process, by managing the risks that could seriously affect communication capabilities and Fort Worth's operations. Business Continuity Management identifies, analyzes, and plans for potential risks that could significantly impact Fort Worth's operations. This service focuses on reducing impact of potential risks and establishes a plan for the continuation of customer operations during a disruption.Key aspects to this service include an agreed upon Business Continuity Plan and periodic testing and auditing for effectiveness. The key goals include: • Produce and maintain a set of Business Continuity Plans that support the Fort Worth's overall continuity plans • Ensure the continuity of Services and the timely recovery or restoration of services in the event of a Major Incident • Improve the organizations ability to respond to business continuity issues through planning and practice • Provide recommendations for pro-active measures to improve network and service resiliency • Ensure integrated supplier response and restoral plans are in place and contracted October 21,2016 City of Fort Worth,Texas Use or disclosure of this proposal is subject ASTRO P25 Infrastructure Network Managed Service to the restrictions on the cover page. 2-10 Managed Services Motorola Solutions Confidential Restricted The key performance measures (KPI's)for this activity includes the annual completion or review of the Business Continuity Plan 2.1.9 Cyber Security Management2 Managing the security of the communications environment continues to be a growing challenge. With Motorola Cyber Security Management, security elements such as anti-virus, and firewalls are monitored utilizing advanced correlation and visualization tools to detect, characterize, and respond to events that are specifically applicable to mission critical radio networks. Motorola's approach consists of three primary Services: 2.1.9.1 ASTRO Network Security Monitoring provides the following for the ASTRO 25 network. • Anti-malware Monitoring—Security Monitoring will ensure that malware definition updates, as provided by the Anti-malware OEM, are installed and running. The anti-malware SW is monitored for activity such as deletion, quarantine, and alerting of suspicious SW. • Authentication Monitoring—Windows and RSA logins are monitored for repeated failures and locked accounts. • Firewall Monitoring—Motorola monitors firewalls that have been provided by Motorola and provisioned within ASTRO system. • Centralized Log Monitoring—Monitors Linux components for authentication events. Security events will be monitored by Motorola's Security Operations Center with the following type of event activity actions: • Intrusion Attempts • Malicious Vulnerability Scans • OS Fingerprinting • Malware Detection and Propagation activity • Anomaly Trend Detection • Reconnaissance Port Scans Not all security events require action other than monitoring for continued activity(such as failed password attempt). For those activities,Motorola will continue to monitor, and will inform Fort Worth of the event activity. When action is required,Motorola will attempt remote restoral, as appropriate. Some System functions may be disrupted as necessary to maintain System integrity until further validation of the Event occurs. This may include shutting down applications, applying security tools,resetting devices,or reloading applications and operating system software as necessary. Motorola may require assistance from Fort Worth during System Security Events. In those situations,Fort Worth will be notified of the event, consulted of the actions recommended, and coordination of the action required will be done with the Motorola NOC. Any actions taken will follow the Fort Worth Change Management process. When a security breach or incident occurs that results in significant impact to the Fort Worth Regional Radio System, as determined solely by the City of Fort Worth, the City may establish a computer security incident response team(CSIRT). The City will designate a Manager of the 2 This specific section of the proposal applies to the Master Site. Should Fort Worth extend the Managed Services to the RF Site and Console equipment and software,Cyber security Services will extend to the Dispatch Centers covered under the contract. City of Fort Worth,Texas October 21,2016 ASTRO P25 Infrastructure Network Managed Service Use or disclosure of this proposal is subject to the restrictions on the cover page. Motorola Solutions Confidential Restricted Managed Services 2-11 CSIRT. The Manager will be responsible for coordinating activities among City resources including but not limited to staff representatives from Information Technology,Public Information Office, Emergency Management Office, Law Department and others deemed necessary to manage the incident and communicate with stakeholders including the public. Motorola will provide representatives to participate on the CSIRT and provide current information as required by the CSIRT. Motorola will retain responsibility for technical resolution with consultative input from the City. Motorola disclaims all other warranties with respect to pre-tested anti-virus definitions, operation systems software parches, and intrusion detection sensor signature files, express or implied, including the implied warranties or merchantability, fitness for a particular purpose, and non-infringement. Further,Motorola disclaims any warranty concerning the non-Motorola software and does not guarantee that customer's system will be error-free or immune to viruses or worms as a result of these services. 2.1.9.2 Network Security Patch Implementation Implementing frequent patches is often de-prioritized and can lead to significant impact to the network should a security breach occur. Motorola's Security Patch Implementation service implements the patches onto the network. This includes antivirus definition updates, operating systems patches, hypervisor patches, database patches, and selected other 3rd party patches that Motorola deployed in ASTRO system releases. Typical frequency of tasks for this service, are as follows: MANAGED CORE Managed Core Daily Weekly Monthly Quarterly Annually Network Security Monitoring Anti-malware Monitoring X Authentication Monitoring X Firewall Monitoring X IDS Monitoring X Centralized Log Monitoring X Network Security Patch Implementation McAfee Antivirus Definitions X Windows OS Updates X Solaris, RHEL OS, Vmware ESXi X updates As part of this service,Motorola will validate configuration of the system prior and subsequent to the patch to ensure that it has been successfully deployed. A monthly report will be provided to Fort Worth stating the status of all devices covered under a Managed Service contract with Motorola. October 21,2016 City of Fort Worth,Texas Use or disclosure of this proposal is subject ASTRO P25 Infrastructure Network Managed Service to the restrictions on the cover page. 2-12 Managed Services Motorola Solutions Confidential Restricted 2.1.9.3 Biennial Professional Cyber Security Assessment The digital world has brought an explosion of cyber security incidents that has brought unique challenges to private industry and government agencies. Cyber security goes beyond hacker attacks and technical controls. Mission critical communications must persist through natural disasters,power failures, and human mistakes. This requires authoritative governance and oversight throughout the system's operational lifecycle. It encompasses a coordinated and regular re-evaluation of people,processes and technology to assure organizational readiness to protect, detect and respond to continuously evolving threats. Motorola's Cyber Security Assessment Service is structured to provide a comprehensive review of the Fort Worth's operational environment, information systems and other functional areas of the organization by analyzing its critical assets, wired and wireless networking equipment and IT operational policies/procedures, resulting in a current view of the Land Mobile Radio or enterprise network security risk posture. In addition to the above technical risk assessment activities,Motorola Solutions offers an in-depth analysis of Fort Worth's capability to meet applicable Information Assurance,Cyber security and IT Risk Management compliance requirements, as well as assist with preparing the system for regulatory certification and accreditation exercise. The Cyber security Assessment Service enables understanding of a wide range of risks related to specific operational settings and overall risk posture of the system and operations. It also provides prioritized,and cost effective steps to address identified risks/vulnerabilities. A clearly understood, risk prioritized, cost/benefit evaluated analysis of the assessment, together with actionable remediation recommendations will be provided in both a report and a final presentation. Service Activities included in the Cyber security Assessment,includes the following: • Assessment Overview(Kickoff Meeting) • Data Gathering • Data Review • Final Report • Presentation of Findings • Follow-Up/Q&A 2.1.10 Network Governance Network Governance is important to the overall success and user satisfaction of a shared communications network. For this system,Fort Worth will continue to be responsible for leading Network Governance with assistance from other key users of the network. Motorola will act in a technical advisory role, when requested by Fort Worth,to assist in Network Governance challenges that are related to the ASTRO 25 Land Mobile Radio System. Motorola will provide access to key Users as defined by the Customer,to the MyView Portal. This will allow key Users to see the current status of the system and any planned or certain unplanned events that they should be aware of. This will provide a one-stop location that will provide information on the overall radio system, as well as a consistent method to pass along information of benefit to all User Groups. City of Fort Worth,Texas October 21,2016 ASTRO P25 Infrastructure Network Managed Service Use or disclosure of this proposal is subject to the restrictions on the cover page. Motorola Solutions Confidential Restricted Managed Services 2-13 2.1.11 Covered Sites Managed Core Services includes the services for the following Sites: • A044A1 —MASTER(P25). Located at 6869 Bowman Roberts Rd,Fort Worth, TX 76176 • A044A1B1_(DSR)—MASTER(P25)(DSR). Located at 305 N O'Connor Rd,Irving, TX 75061 • A044A1_(WAVE). Located at 6869 Bowman Roberts Rd,Fort Worth TX 76176 2.2 RF SITE AND CONSOLE AVAILABILITY AND PERFORMANCE To assure RF Site and Console availability and performance standards as established in the Service and Key Performance Indicator table shown in section 2.4,Motorola will use a structured approach to life cycle service delivery and provide comprehensive maintenance and support throughout the life of the system. The value of support is measured by system availability, which is optimized through the use of proactive processes, such as preventive maintenance,fault monitoring, and active response management. RF SITE . CONSOLE AVAILABILITY AND PERFORMANCE Item RF Site & Console Comment Availability and Performance Master site equipment/software Included in Managed Core Services RF site equipment/software Full operations responsibility Transport equipment/software3 Ancillary Support Fort Worth Responsibility Dispatch console equipment/software Full Operations Responsibility Buildings/Facilities/Grounds/Site None Fort Worth Responsibility structures3 Subscribers None Fort Worth Responsibility The above table represents general overall responsibilities. Specific demarcations are contained in the Infrastructure Managed Service Supporting Documentation. 2.2.1 Network Preventive Maintenance Motorola Network Preventative Maintenance will provide an operational test and alignment on the Fort Worth Infrastructure Equipment (infrastructure or fixed network equipment only)to ensure the Infrastructure meets original manufacturer's specifications, as set forth in the table below.Network Preventative Maintenance will be performed during Standard Business Days, with the exception of 3 Motorola to respond if symptoms do not clearly identify the source of the issue. Customer to respond otherwise. October 21,2016 City of Fort Worth,Texas Use or disclosure of this proposal is subject ASTRO P25 Infrastructure Network Managed Service to the restrictions on the cover page. 2-14 Managed Services Motorola Solutions Confidential Restricted Mission Critical/Non Redundant equipment and Zone Controller Maintenance that may result in Site Trunking events. For Mission Critical/Non Redundant equipment and Zone Controller Maintenance that may result in Site Trunking events,Network Preventative Maintenance tasks will be performed between 0200 and 0600 Tuesday through Friday. If the System or Customer requirements dictate this service must occur outside of Standard Business Days, Motorola will provide an additional quotation. Customers are responsible for any charges associated with helicopter or other unusual access requirements or expenses. PREVENTATIVE MAINTENANCE CHECKS MASTER SITE(S) . Test Site Trunking Mode (pre-approved by Customer) • Roll to Redundant Controller(pre-approved by Customer) • Complete backup of databases • Check Server Lights/Fan Operation • Clean interior of Servers PRIME SITE(S) . Roll to Redundant Controller. • Multiple Control Channel Switching. • Test Failsoft Mode (pre-approved by Customer) Check Controller/Router/Switches Lights/Fan Operations REMOTE SITE(S) . TX Frequency in Hz of Control Station(s) (if applicable) • TX Power Output of Repeater(s) and Control Station(s) • TX Test Pattern Deviation • TX BER • RX Tower4/Rack Mounted Amplifier RX RF Level to specifications of the BER Test at Receiver and Through Multi-Coupler. Receiver Degradation due to Site Noise and TX Desense Wireline Audio Input& Output Levels (if applicable) • Check Frequency Standard • Check Receivers/Routers/Switches Lights/Fans Operations CONSOLE POSITION . Check Foot Switches, Headset Jacks, Activity Lights (if applicable), Displays. • Check and Clean keyboards, CPU, Displays Review MCC diagnostics. 4 TTA must have a Test Port connected. Excludes any Preventative Maintenance that requires a Tower Climb. 5 Must be provided by Motorola to perform this service. City of Fort Worth,Texas October 21,2016 ASTRO P25 Infrastructure Network Managed Service Use or disclosure of this proposal is subject to the restrictions on the cover page. ® Motorola Solutions Confidential Restricted Managed Services 2-15 PREVENTATIVE MAINTENANCE CHECKS TRUNKING TEST . Talkgroup Test • Multigroup Call • Private Call (if applicable) • Secure Call (if applicable) ALL EQUIPMENT . Check Diagnostics/Alarms • Power Supply Voltages (if applicable) 2.2.2 Spares Management Spares Management ensures an adequate pool of spares is available and ready to use at suitable locations to meet the agreed service level targets. Spare parts will be maintained in working order and configuration,ready for use. Key aspects of the service include: appropriate labeling and storage, Asset and Configuration Management, and scheduled audits. Motorola will provide a list of all spare parts,including the location, status, and stock levels. An annual report will be provided with any recommendations related to the spares strategy along with spare inventory quantities and recommended locations to ensure maximum availability and performance. All spares that are purchased by Fort Worth will be stored on the Customer's premises unless otherwise stated in writing by Fort Worth's Communications Manager or the Senior IT Manager. 2.3 OVERALL RESPONSIBILITIES RACI A successful Managed Services program will require clear understanding of the roles and responsibilities of all parties involved in managing the Fort Worth ASTRO 25 Land Mobile Radio System. The RACI table below identifies roles and chain of communication for specific tasks and deliverables associated with the Managed Services delivery. A responsibility assignment matrix(RAM), also known as RACI matrix, describes the participation by various roles in completing tasks or deliverables. The terminology includes the following definitions: RACI MATRIX R Responsible Those who do the work to achieve the task. There is typically one role with a participation type of Responsible. A Accountable Those who are ultimately accountable for the correct and thorough completion of the deliverables or task, and the one to whom Responsible is accountable. Typically, the Process Owner is Accountable for a process, and there must be only one Accountable specified for each task or deliverable. C Consulted Those who are not directly involved in a process but provide inputs and whose opinions are sought. Informed Those who receive outputs from a process or are kept up-to-date on progress, often only on completion of the task or deliverable. October 21,2016 City of Fort Worth,Texas Use or disclosure of this proposal is subject ASTRO P25 Infrastructure Network Managed Service to the restrictions on the cover page. 2-16 Managed Services Motorola Solutions Confidential Restricted RESPONSIBILITY NETWORK Master, RF, Transport Non-RF Site Dispatch Sites Infrastructures Managed Services CFW MSI CFW MSI CFW MSI Service Desk Infrastructure I RA RA C,I RA C,I Event Monitoring Continuous monitoring I RA RA I RA I Incident Management Technical support, dispatch I RA RA I RA I Onsite response I RA RA I RA I Problem Management Problem Identification and I RA RA Cl RA C,I resolution Change Management (process/governance) Change I RA RA Cl RA Cl review/approval/categorization Tracking changes to the network I RA RA I RA I Access Management Password Management (resolve I RA RA - - - password issues) Role Based Application Access I RA RA - - - Management System keys RA C - - -Site access keys RA - - RA RI Configuration Management UNC Management I RA - - - Infrastructure Configuration Audit I RA RA I RA - Review Release/Deployment Coordination FSB/SER/Patch/Security Assessment Cl RA RA I - - 6 Does not include any Fixed Network directly associated with the ASTR025 Two Way Radio System. Equipment included in this includes,but is not limited to Interior Shelter Lights,Exterior Shelter Lights,Tower,Warning sign on Tower,Warning sign on Gates,Buildings,Fences/Gates,Landscape/Access Roads,Electrical Surge Protectors,First Aid/Eyewash, Generators,UPS,HVAC. City of Fort Worth,Texas October 21,2016 ASTRO P25 Infrastructure Network Managed Service Use or disclosure of this proposal is subject to the restrictions on the cover page. Motorola Solutions Confidential Restricted Managed Services 2-17 RESPONSIBILITY NETWORK System Release Management Cl RA RA I RA I Network Provisioning FSB/SER/Patch Implementation I RA RA I - - Network change provisioning I RA RA I RA I Network Performance Management Application of tools, etc to be I RA RA I RA I proactive Radio Fleet Provisioning Device provisioning on the network I RA RA - - - Information Security Management Security Monitoring I RA RA I RA I Patch Implementation Cl RA RA I - - Capacity Management Capacity reporting I RA RA I - - Business Continuity Management Annual planning Cl RA RA Cl RA Cl Spares Management Spares tracking/management I RA RA I RA I Preventative Maintenance Management Perform Proactive Maintenance Cl RA RA I RA Cl Repair Repair broken infrastructure I RA RA I RA I Service Level Management Track and report performance to I RA RA I RA I commitments Continual Improvement Network Optimization Cl RA RA Cl RA Cl Service Reporting I RA RA I RA I October 21,2016 City of Fort Worth,Texas Use or disclosure of this proposal is subject ASTRO P25 Infrastructure Network Managed Service to the restrictions on the cover page. 2-18 Managed Services Motorola Solutions Confidential Restricted 2.4 SERVICE MEASUREMENTS AND TARGETS Service & Key Performance Service Level Target Comments Indicator Availability Master Site 99.999% MSI fully owned responsibility Remote Sites 99.9% Shared responsibility when including link & site maintenance Grade of Service (GoS) % "Busies" call busies <0.1% MSI recommends improvements based on performance Network Security Monitoring McAfee AntiVirus Definitions 100% Must applicable, vetted, and weekly patch available from supplier. Communicated if can't be implemented Windows OS Updates- Monthly 100% Must applicable, vetted, and patch available from supplier. Communicated if can't be implemented Solaris, RHEL OS, VMware 100% Must applicable, vetted, and ESXi updates Quarterly available from supplier. Communicated if can't be implemented Reporting Services Communication of Incidents CoB WD+1 Awareness of incidents Monthly Network Performance, Monthly WD+ 10 Availability for Master, RF sites Availability& Incident Reports Preventive Maintenance Quarterly WD+15 Review of progress and Reports findings Strategic System Management Annual WD+30 Summary of performance, Annual Review Proactive plan set forth each year Motorola will provide system status reports on performance and availability as identified below: Monthly Performance Reporting • Performance to Service Targets Overview — Review of targets and performance to targets City of Fort Worth,Texas October 21,2016 ASTRO P25 Infrastructure Network Managed Service Use or disclosure of this proposal is subject to the restrictions on the cover page. ® Motorola Solutions Confidential Restricted Managed Services 2-19 • Infrastructure Incident Summary: Summary review for all Infrastructure Incidents. Quarterly Performance Reporting • Preventive Maintenance Status: — Report progress of annual Preventive Maintenance Program. Annual Performance Reporting • Strategic System Overview — Review and recommendations for the administration of the network going forward • Preventive Maintenance Program annual report: — Tabulated results for the annual Preventive Maintenance Program. • Infrastructure Managed Service Supporting Documentation — Review, recommendations and changes to the Document. Any change to the document will require Mutual Agreement between Fort Worth and Motorola. Network availability is of ultimate importance to end users, as it is defined by the ability for an end user to access resources when needed. The two availability targets outlined in the Service Measurements and Targets Table will be the point of focus and have implications tied to the failure to meet Service Level Targets. Failure to meet these targets will result in service credits to the City as outlined below. The specific targets measured will be: • Master Site Availability • Layer 1 Zone Availability(RF Sites) • Layer 2 Zone Availability(RF Sites) Detailed definitions of downtime are contained in Infrastructure Managed Service Supporting Documentation Section 9. Measuring Availability will be performed by reviewing System Events and System Alarms. Reports will be provided containing the information from this review, which show the seconds of unavailability. From this information, availability will be measured as followes: • Master Site Availability—The Master Site is considered available any time in which there is an Active Zone Controller. • RF Site Availability(Layer 1 &Layer 2)—RF site availability will be measured based on the type of site as listed below. o Prime Site—The prime site will be considered available any time in which a Site Controller is active and communications are active to the Active Zone Controller. o RF Sub Site—RF Sub sites will be considered available any time in which the Sub Site continues to be voted. Once the amount of availability is measured each month, determination of culpability for Motorola and determination of whether any unavailability time was planned or unplanned needs to be determined and mutually agreed upon leveraging information from the After Action Review Process. . • Only Unplanned downtime events will be considered towards service credit calculations. • Only downtime caused by equipment under Motorola responsibility will be considered towards penalty measurements. • Downtime for Motorola-responsible equipment which has been caused by City of Fort Worth employees or equipment managed by the City of Fort Worth,will not be considered towards service credit calculations. October 21,2016 City of Fort Worth,Texas Use or disclosure of this proposal is subject ASTRO P25 Infrastructure Network Managed Service to the restrictions on the cover page. 2-20 Managed Services Motorola Solutions Confidential Restricted Once the above are completed,the information will be applied to the following formula to calculate Availability. Availability = 1- (#of Seconds of Unplanned Downtime for devices w/Motorola Responsibility) (#of Total Seconds Available for devices in the Month) At the end of each month,Motorola will report availability as above and report to the below Service Level Targets and possible service credits. Service : Key i i , iTarget i /' Availability Master Site 99.999% 24 hours of Technical Resource time Remote Sites (Layer 1 &2) 99.9% 16 hours of Technical Resource time • Remote Sites will be a single measurement for all sites in Layer 1 and Layer 2. • For purposes of Service Level Credits,Availability will be measured on a 3 month rolling average. • Service Level credits are not to exceed 120 hours in any calendar year. • Service Level Credits are to be applied to Motorola project work such as equipment installations, above contract work, etc. • Service Level Credits are not to be used as a credit against payment for services in this contract. • Service level credits may be held for up to 1 calendar year. Specific Report content is subject to change based on Scope of Work changes,progress in Operations, or improvements in the Reporting software. 2.4.1 Priority Level The performance service levels and targets identified in Section 2.4"Service Measurement and Targets will be classified as shown dependent upon the Priority level of the event. Incident priority is established based on a combination of the Impact and the Urgency of a specific incident. The below table describes Priority Levels. Impact + Urgency = Priority Impact= How widespread is the issue to the system and/or users City of Fort Worth,Texas October 21,2016 ASTRO P25 Infrastructure Network Managed Service Use or disclosure of this proposal is subject to the restrictions on the cover page. ® Motorola Solutions Confidential Restricted Managed Services 2-21 Urgency=What is the level of distress/risk the issue is causing to the network and/or users Response may be remote or Onsite. Motorola will first attempt to resolve incidents, events,and alarms remotely. If the attempts to resolve the issue remotely are unsuccessful,Motorola will dispatch an authorized Technician to resolve the issue onsite. Response will start upon the dispatch of the authorized Technician. Priority Problems Type (if applicable) AL- Respons Critical Reserved for catastrophic issues. Data corruption, 24 x 7 x 365 (Catastrophic complete inability to use the product at almost any site, Failures) etc. (Immediate and Continuous Best Impact Definition: Effort Until Restored) Critical—Critical Service Impact: Problem critically affects the primary business service,major application, or mission critical system. Resources should be available and willing to work on a 24x7 basis to resolve the issue. Characteristics of a Priority Critical problem include: • Business service is not operational • Production system crashes • Data integrity at risk • Production backup and recovery operations fail. High A serious issue affecting many sites,with no workaround. 24 x 7 x 365 Frequent or reproducible crashes/core dumps or major user functionality issues would fall into this category as (Target Response—2 would major functionality not working Hours) Impact Definition: High—Service or Implementation Impact: The business service,major application, or system is seriously affected or implementation is stopped. No acceptable workaround is available. Medium An issue that either affects an isolated piece of 8-5, Standard functionality and has a workaround or impacts only a Business Day limited number of devices or users on intermittent basis. (Target Response—4 Impact Definition: Hours) Medium—Moderate Service Impact: The business service,major application, or system is moderately impacted,no data has been lost,and the business service application, or system is still functioning. The problem may be temporarily circumvented using an available workaround. October 21,2016 City of Fort Worth,Texas Use or disclosure of this proposal is subject ASTRO P25 Infrastructure Network Managed Service to the restrictions on the cover page. 2-22 Managed Services Motorola Solutions Confidential Restricted Low Minor issues that are unlikely to occur in normal use. 8-5, Standard These problems do not impact use of the product in any Business Day substantial way. (Target Response–8 Impact Definition: Hours) Low–No Service Impact: Non-critical issues, general questions, enhancement request, or documentation issues. Application of the above priority levels will be defined in the Infrastructure Managed Service Supporting Documentation 2.4.2 Portal My View Portal As part of the Managed Services offering Fort Worth has access to MyView Portal: a clear,relevant, and on-demand view of system performance and the service commitments made by Motorola, designed to provide vital information at any place, anytime. A proactive approach to information access allows you to better plan for future events as well as makes more informed tactical decisions on the ground. MyView provides an integrated view to the disparate information sources from our Managed Services NOC that is used to manage the system. This information is combined into a collated view of the entirety of the system and services; and is made available to Fort Worth through defined role-based access. Sample views include: • Overall System Status—Provides a high level quick glance to the current status of the system performance and notifications of relevant future changes that could affect system users. • A Geographical View of Each Subsystem's Status. • A Real-Time View of Coverage Predictions—Real-time coverage predictions based upon site availability. • Incident Ticket Status—Can instantly track incident status without having to call Motorola, freeing up time to focus on other tasks in the organization. • Detailed Site Status—Detailed site statistics and performance data integrated to provide an analytical view to an individual site's current status. • System Documentation Repository—All system documentation consolidated into one location. • Historical Reports and Service Performance. 2.4.3 Covered Sites Managed RF and Console Services includes the services for the following Sites: City of Fort Worth,Texas October 21,2016 ASTRO P25 Infrastructure Network Managed Service Use or disclosure of this proposal is subject to the restrictions on the cover page. Motorola Solutions Confidential Restricted Managed Services 2-23 • A044A101 -EAGLE MOUNTAIN(LAYER 1 PRIME). Located at 6869 Bowman Roberts Rd. Fort Worth,TX 76176. • A044A10101 -L1 Burnett Plaza. Located at 801 Cherry St,Fort Worth, TX 76102. • A044A10102 -Ll Bergh. Located at 11149 Trinity Blvd, Euless, TX 76040. • A044A10103 -L1 Rolling Hills. Located at 2500 SE Loop 820,Fort Worth, TX 76140. • A044A10104 -Ll North Beach. Located at 4705 Ray White Road,Fort Worth, TX 76248. • A044AI0105 -L1 Eagle Mountain. Located at 6869 Bowman Roberts Rd,Fort Worth, TX 76176. • A044AI0106 -Ll Westland 6. Located at 10201 Chapin Road, Aledo, TX 76008. • A044A102-ROLLING HILLS (LAYER 2 PRIME). Located at 2500 SE Loop 820,Fort Worth, TX 76140. • A044AI0201 -L2 Burnett Plaza. Located at 801 Cherry St,Fort Worth, TX 76102. • A044A10202 -L2 Bergh. Located at 11149 Trinity Blvd,Euless, TX 76040. • A044A10203 -L2 Rolling Hills. Located at 2500 SE Loop 820,Fort Worth, TX 76140. • A044A10204-L2 North Beach. Located at 4705 Ray White Road,Fort Worth, TX 76248. • A044A10205 -L2 Eagle Mountain. Located at 6869 Bowman Roberts Rd,Fort Worth, TX 76176. • A044A10206 -L2 Westland 6. Located at 10201 Chapin Road, Aledo, TX 76008. • A044AI06-Roanoke ASR. Located at 2521 Highway 114,Fort Worth,TX 76177. • A044AIDI -Radio Shop. Located at 1515 11th Ave,Fort Worth, TX 76102. • A044A1D2 -BOLT STREET. Located at 3000 W. Bolt,Fort Worth,TX 76110. • A044A1D3 -ALT PSAP. Located at 1000 Throckmorton St,Fort Worth, TX 76102. • A044AI99—ISSI(Dallas). Located at 6869 Bowman Roberts Rd,Fort Worth, TX 76179 October 21,2016 City of Fort Worth,Texas Use or disclosure of this proposal is subject ASTRO P25 Infrastructure Network Managed Service to the restrictions on the cover page. 2-24 Managed Services Motorola Solutions Confidential Restricted SECTION 3 MAINTENANCE SERVICES STATEMENT OF WORKS Motorola will have the maintenance responsibility for the equipment covered by these Statement of Works. The City of Fort Worth will retain the Operations Performance Management of this equipment. 3.1 NICE GOLD MAINTENANCE Motorola utilizes NICE equipment to provide a complete,reliable and robust solution for Customer audio recording requirements. Motorola System Support Center(SSC)will initiate the Customer service request to NICE Systems, Inc. (NICE). NICE will deliver services identified in the NICE Gold Maintenance tables provided in this SOW. Post warranty services provided by NICE include phone coverage, on site support and hardware support for applicable NICE IP Logging Equipment integrated within a Motorola network or MCC 7500 console site. The terms and conditions of this Statement of Work(SOW) are an integral part of the Motorola's Service Terms and Conditions or other applicable Agreement to which it is attached and made a part thereof by this reference. 3.1.1 Motorola has the following responsibilities: • Respond to request for post warranty support for the Restoration of a failed System. • Collect model, serial number information, customer name and customer contact. • Provide a case number. • Contact NICE support and provide them with customer, case number,model, and serial number information. NICE will contact the customer/field team and work the issue to completion. • Advise caller of procedure for determining any additional requirements. • Coordinate resolutions with agreed upon third party vendor. • Close the case once the NICE issue has been resolved. 3.1.2 Customer has the following responsibilities: • Contact Motorola System Support Center(SSC)to initiate a service request. • Provide model and serial number. • Provide a contact name and contact phone number. City of Fort Worth,Texas October 21,2016 ASTRO P25 Infrastructure Network Managed Service Use or disclosure of this proposal is subject to the restrictions on the cover page. ® Motorola Solutions Confidential Restricted Maintenance Services Statement of Works 3-25 3.1.3 NICE has the following responsibilities: • Provide repair return authorization numbers to Customer. • Provide services in accordance with the below Table,per the time zone where the equipment resides,Monday through Friday, excluding holiday's and within the normal response times. • Receive malfunctioning hardware from Customer and document its arrival,repair and return. • Perform the following service on NICE hardware: o Replace malfunctioning components. NICE will use commercially reasonable efforts to repair or replace,in its discretion, any hardware found to be defective under normal and proper use and service during the contract period. An in-coverage unit will be repaired and returned at no charge except for under the following conditions. ■ The unit has been modified or damaged due to improper packaging; or ■ If a unit is received for repair and found operable in accordance with current NICE standards, it will be classified as"no trouble found"and it will be returned in the same condition in which it was received. • Coordinate any repair activity with Motorola and Customer to ensure resolution • On site reporting the NICE service provider(SP)will: o Arrive at the Customer site and go directly to the Customer contact o When SP is ready to leave,notify the Customer contact o Provide verbal reports to the Customer contact on all work completed and in progress by NICE o Sign out and leave with the Customer contact a visit report of the work accomplished by NICE and the outstanding issues • Provide the Customer contact within one(1)week of the on site visit a follow-up report on any outstanding issues • Contact Motorola System Support Center to close the case • Perform services according to NICE service priorities This option is available to customers where the location of the equipment is within 4-hour drive time to most major metropolitan areas(identified at the time of purchase). Support Coverage Twenty-four(24)hours, seven(7)days per week Call Back Response Time Sixty(60)minutes after receipt of call from authorized representative On-Site Response Times for Four(4)hours Priority I Service Issues Gold Priority 1 P_ r_i JqTity 2 P riority 3 Priority Available within a 4 Hour Drive Time Phone Availability24*7 24*7 24*7 24*7 Support Coverage 24*7 24*7 24*7 24*7 Call Back Response Time 60 minutes 120 minutes 24 hours 24 hours On Site Response Times* 4 hours 24 hours 48 hours 48 hours *On Site Response Time are in effect following the determination that on site support is required. Repair parrs are shipped overnight,unless otherwise pre-arranged. The arrival of the technician and the shipped parts will be coordinated to coincide. Priority 1 —Critical Failure—In a 100%recording environment, any failure of equipment,NICE software or communications to the NICE products which results in loss of recording channels or data, or if allowed to persist will result in such recording loss. Priority 2—Major Problem—Any problem resulting in loss of ability to retrieve calls or loss of replay ( functionali for two or more workstations. October 21,2016 City of Fort Worth,Texas Use or disclosure of this proposal is subject ASTRO P25 Infrastructure Network Managed Service to the restrictions on the cover page. 3-26 Maintenance Services Statement of Works Motorola Solutions Confidential Restricted Priority 3—Product Anomaly—Any problem affecting one or more workstations which does not result in a loss of recording or replay but nevertheless results in diminished Product response or performance, for example if an administrator loses the ability to add or delete users. Priority 4—System Inquiry,planned intervention or request for information. 3.1.4 Software Upgrades: NICE's standard maintenance services shall include installation of only such software updates to the NICE software which, in NICE's sole discretion, are necessary to ensure efficient operation of the products ("NICE Software Updates"). NICE will provide Customer with a version of the NICE Software Update for Customer to review and authorize for installation. Upon such installation, Customer shall receive a copy of all written materials necessary to allow Customer to operate such NICE Software Updates. All NICE Software Updates are licensed for use solely on the Equipment on which the relevant NICE Software was first installed. 3.1.5 Ineligible Products: Additional Service fees shall apply for any maintenance provided by NICE for any and all individual products that are damaged by causes not caused directly by the gross negligence or intentional misconduct of NICE and external to the relevant individual product, including without limitation, damaged to an individual product caused by: (i)neglect,mishandling,misuse and/or unauthorized repair by anyone other than NICE or a NICE certified technician; (ii) failure to maintain the Site in accordance with NICE's installation site specifications ("Installation Site Specifications"); (iii) relocation from the Site specified by the parties; (iv)use by anyone other than NICE or a NICE certified technician for purposes other than those for which it was designed, as described in the applicable documents, Operating Manuals and/or specifications provided by NICE; (v)use by anyone other than NICE or a NICE certified technician or material or supplies, including without limitation software and firmware programming,that do not meet NICE's specifications and instructions; (vi) use of the Products with any Non-NICE Hardware and/or(vii) an accident,transportation, improper cooling or humidity control, failure to telephone equipment or communications lines, failure or fluctuation of electrical power, other unusual physical or electrical stress and/or failure of interconnect equipment not provided by NICE or a NICE certified technician. In addition to any exclusions set forth in the Table below or in any other underlying Agreement to which this SOW is attached, the following items are excluded: • All Infrastructure older than seven (7)years from product cancellation date • Physically damaged Infrastructure • Third party Equipment not shipped by Motorola • Consumable items including, but not limited to, batteries, connectors, cables,tone/ink cartridges • Test Equipment City of Fort Worth,Texas October 21,2016 ASTRO P25 Infrastructure Network Managed Service Use or disclosure of this proposal is subject to the restrictions on the cover page. Motorola Solutions Confidential Restricted Maintenance Services Statement of Works 3-27 • Racks,furniture and cabinets • Firmware and/or Software upgrades Data System Infrastructure Inclusions,Exclusions,Exceptions and Notes for Infrastructure Repair° Logging Recorder Includes NICE IP logging recorders Excludes all other technologies Rack Mount/Shelves Includes NICE rack mount/shelf ONLY Excludes all other technologies Replay Station Excluded Servers/Storage Center Includes NICE servers/storage centers ONLY Excludes all other technologies Workstation Excluded t October 21,2016 City of Fort Worth,Texas Use or disclosure of this proposal is subject ASTRO P25 Infrastructure Network Managed Service to the restrictions on the cover page. 3-28 Maintenance Services Statement of Works Motorola Solutions Confidential Restricted 3.2 CONNCT MAINTENANCE Motorola will provide Dispatch Service, OnSite Infrastructure Response services, and Infrastructure Repair With Advance Replacement services to Fort Worth's CONNCT Site. The terms and conditions of this Statement of Work(SOW)are an integral part of the Motorola's Service Terms and Conditions or other applicable Agreement to which it is attached and made a part thereof by this reference. 3.2.1 Description of Services: Dispatch Service is a service designed to initiate an appropriate response per the customer profile. When dispatched,the Servicer will respond at the Customer location based on pre-defined Severity Levels set forth in the Severity Definitions Table and Response times set forth in the On-Site Response Time Table in order to Restore the System. Technical Support service provides centralized remote telephone support for technical issues that require a high level of communications systems expertise or troubleshooting on Equipment. The Motorola System Support Center's (SSC)Technical Support Operation is staffed with technologists who specialize in the diagnosis and resolution of system performance issues. Technical Support Service: (i)does not include software upgrades that may be required for issue resolution; (ii)does not include Customer training; (iii)is only available for those system types supported and approved by Technical Support Operations and (iv)limited to Infrastructure currently supported by Motorola. Infrastructure Repair with Advanced Replacement is a repair service for Motorola and select third party Infrastructure as set forth in the applicable attached Exhibit(s),all of which are hereby incorporated into this Statement of Work(SOW)by this reference. Infrastructure may be repaired down to the Component level, as applicable, at the Motorola Infrastructure Depot Operations (IDO). At Motorola's discretion, select third party Infrastructure may be sent to the original equipment manufacturer or third party vendor for repair.If Infrastructure is no longer supported by the original equipment manufacturer or third party vendor,Motorola may replace Infrastructure with similar Infrastructure,when possible. When available,Motorola will provide Customer with an Advanced Replacement unit(s) or FRU(s) in exchange for Customer's malfunctioning FRU(s).Non-standard configurations, Customer- modified Infrastructure and certain third party Infrastructure are excluded from Advanced Replacement service.Malfunctioning FRU(s)will be evaluated and repaired by IDO and returned to IDO FRU inventory upon completion of repair. Motorola will provide Case management as set forth herein. The SSC maintains contact with the on- site Servicer until System Restoral occurs and Case is closed. The SSC will continuously track and manage Case activity from open to close through an automated Case tracking process. 3.2.2 Motorola has the following responsibilities: • Continuously receive data from Customer initiated service requests. • Create a Case,as necessary. Gather information to perform the following: o Characterize the issue o Determine a plan of action o Assign and track the Case to resolution. City of Fort Worth,Texas October 21,2016 ASTRO P25 Infrastructure Network Managed Service Use or disclosure of this proposal is subject to the restrictions on the cover page. Motorola Solutions Confidential Restricted Maintenance Services Statement of Works 3-29 • Dispatch a Servicer, as required,by Motorola standard procedures and provide necessary Case information • Ensure the required personnel have access to Customer information as needed. • Servicer will perform the following on-site: o Run diagnostics on the Infrastructure or FRU. o Replace defective Infrastructure or FRU, as applicable. Customer, Servicer or Motorola may provide Infrastructure or FRU. o Provide materials,tools, documentation,physical planning manuals, diagnostic/test equipment and any other requirements necessary to perform the Maintenance service. o If a third parry Vendor is needed to Restore the System, the Servicer may accompany that Vendor onto the Customer's premises. • Verify with Customer that Restoration is complete or System is functional,if required. If Verification by Customer cannot be completed within 20 minutes of Restoration, the Case will be closed and the Servicer will be released. • Escalate the Case to the appropriate party upon expiration of the Response time. • Close the Case upon receiving notification from Customer or Servicer, indicating the Case is resolved. • Notify Customer of Case: o Open and closed; or o Open, assigned to the Servicer, arrival of the Servicer on site, deferred or delayed, closed. • Respond in accordance to pre-defined Response times upon receipt from Customer of Customer managed passwords required for proper access to the Customer's System. • Apply additional support charges above and beyond the contracted service agreements that may apply if it is determined that System faults were caused by the Customer making changes to critical System parameters. • Respond to requests for Technical Support for the Restoration of failed Systems and diagnosis of operation problems. o If Infrastructure is no longer supported by Motorola, Technical Support will diagnosis the System but may not be able to resolve the issue without the Customer replacing the Infrastructure. • Advise caller of procedure for determining any additional requirements for issue characterization, and Restoration which includes providing a known fix for issue resolution when available. • Maintain communication with the Servicer or Customer in the field until close of the Case, as needed. • Coordinate technical resolutions with agreed upon third parry Vendor(s), as needed. • Escalate and manage support issues, including Systemic issues, to Motorola engineering and product groups, as applicable. • Escalate the Case to the appropriate party upon expiration of a Response time. • Determine,in its sole discretion,when a Case requires more than the Technical Support services described in this SOW and notify Customer of an alternative course of action. • Use commercially reasonable efforts to maintain an inventory of FRU. • Provide new or reconditioned units as FRU to Customer or Servicer,upon request and subject to availability. The FRU will be of similar kit and version, and will contain like boards and chips, as the Customer's malfunctioning Infrastructure. • Program FRU to original operating parameters based on templates provided by Customer. If Customer template is not provided or is not reasonably usable, a standard default template will be used. • Properly package and ship Advanced Replacement FRU from IDO or select third parry FRU inventory to Customer specified address. �f October 21,2016 City of Fort Worth,Texas Use or disclosure of this proposal is subject ASTRO P25 Infrastructure Network Managed Service to the restrictions on the cover page. 3-30 Maintenance Services Statement of Works Motorola Solutions Confidential Restricted o During normal operating hours of Monday through Friday 7:00am to 7:00pm CST, excluding holidays,FRU will be sent next day air via Federal Express Priority Overnight or UPS Red,unless otherwise requested. Select third party FRU may ship second day air via Federal Express Priority Overnight or UPS red as noted in the attached exhibit(s). Motorola will pay for such shipping,unless Customer requests shipments outside of the above mentioned standard business hours and/or carrier programs, such as NFO (next flight out). In such cases, Customer will be subject to shipping and handling charges. o When sending the Advanced Replacement FRU to Customer,provide a return air bill in order for Customer to return the Customer's malfunctioning FRU. The Customer's malfunctioning FRU will become property of IDO or select third party and the Customer will own the Advanced Replacement FRU. o When sending a Loaner FRU to Customer, IDO will not provide a return air bill for the malfunctioning Infrastructure. The Customer is responsible to arrange and pay for shipping the malfunctioning Infrastructure to IDO. IDO will repair and return the Customer's Infrastructure and will provide a return air bill for the customer to return IDO's Loaner FRU. • Provide repair return authorization number upon Customer request for Infrastructure that is not classified as an Advanced Replacement or Loaner FRU. • Receive malfunctioning Infrastructure from Customer and document its arrival,repair and return. • Perform the following service on Motorola Infrastructure: o Perform an operational check on the Infrastructure to determine the nature of the problem. o Replace malfunctioning FRU or Components. o Verify that Motorola Infrastructure is returned to Motorola manufactured specifications, as applicable o Perform a Box Unit Test on all serviced Infrastructure. o Perform a System Test on select Infrastructure. • Provide the following service on select third party Infrastructure: O Perform pre-diagnostic and repair services to confirm Infrastructure malfunction and eliminate sending Infrastructure with no trouble found(NTF)to third party vendor for repair,when applicable. o Ship malfunctioning Infrastructure to the original equipment manufacturer or third party vendor for repair service,when applicable. o Track Infrastructure sent to the original equipment manufacturer or third party vendor for service. o Perform a post-test after repair by Motorola, original equipment manufacturer, or third party vendor to confirm malfunctioning Infrastructure has been repaired and functions properly in a Motorola System configuration,when applicable. • Re-program repaired Infrastructure to original operating parameters based on templates provided by Customer. If Customer template is not provided or is not reasonably usable, a standard default template will be used. If IDO determines that the malfunctioning Infrastructure is due to a Software defect,IDO reserves the right to reload Infrastructure with a similar Software version. Enhancement Release(s),if needed, are subject to additional charges to be paid by Customer unless the Customer has a Motorola Software Subscription agreement. • Properly package repaired Infrastructure unless Customer's malfunctioning FRU was exchanged with an IDO FRU. Motorola will return Customer's FRU(s)to IDO's FRU inventory,upon completion of repair. • Ship repaired Infrastructure to the Customer specified address during normal operating hours. FRU will be sent two-day air unless otherwise requested. Motorola will pay for such shipping, unless Customer requests shipments outside of the above mentioned standard business hours City of Fort Worth,Texas October 21,2016 ASTRO P25 Infrastructure Network Managed Service Use or disclosure of this proposal is subject to the restrictions on the cover page. Motorola Solutions Confidential Restricted Maintenance Services Statement of Works 3-31 and/or carrier programs, such as NFO (next flight out). In such cases, Customer will be subject to shipping and handling charges. 3.2.3 Customer has the following responsibilities: • Provide Motorola with pre-defined information prior to Start Date necessary to complete Customer Support Plan. • Submit changes in any information supplied in the Customer Support Plan to the Customer Support Manager • Contact the SSC in order to access the Technical Support Operation,provide name of caller, name of Customer, System ID number, Service Agreement number, site(s)in questions, and brief description of the problem • Allow Motorola remote access to the System by equipping the System with the necessary Connectivity. • Supply on-site presence when requested by System Support Center • Allow Servicers access to Equipment. • Supply Infrastructure or FRU, as applicable, in order for Motorola to Restore the System • Verify with the SSC that Restoration is complete or System is functional, if required. • Provide all Customer managed passwords required to access the Customer's System to Motorola upon request or when opening a Case to request service support or enable Response to a technical issue. • Pay additional support charges above and beyond the contracted service agreements that may apply if it is determined that System faults were caused by the Customer making changes to critical System parameters • Cooperate with Motorola and perform all acts that are reasonable or necessary to enable Motorola to provide service to Customer. • Contact or instruct Servicer to contact the Motorola System Support Center(SSC)and request an Advanced Replacement, or Loaner FRU and a return authorization number(necessary for all non- Advanced Replacement repairs)prior to shipping malfunctioning Infrastructure or third party Infrastructure named in the applicable attached Exhibit. o Provide model description,model number, serial number, type of System and Firmware version, symptom of problem and address of site location for FRU or Infrastructure. o Indicate if Infrastructure or third parry Infrastructure being sent in for service was subjected to physical damage or lightning damage. o Follow Motorola instructions regarding inclusion or removal of Firmware and Software applications from Infrastructure being sent in for service. o Provide Customer purchase order number to secure payment for any costs described herein. • Pay for shipping of Advanced Replacement or Loaner FRU from IDO if Customer requested shipping outside of standard business hours or carrier programs set forth in section 2.4.1. • Within five(5)days of receipt of the Advanced Replacement FRU from IDO's FRU inventory, properly package Customer's malfunctioning Infrastructure and ship the malfunctioning Infrastructure to IDO for evaluation and repair as set forth in 2.7. Customer must send the return air bill,referenced in 2.4.2 above back to IDO in order to ensure proper tracking of the returned Infrastructure. Customer will be subject to a replacement fee for malfunctioning Infrastructure not properly returned. For Infrastructure and/or third parry Infrastructure repairs that are not exchanged in advance,properly package Infrastructure and ship the malfunctioning FRU, at Customer's expense and risk of loss to Motorola. Customer is responsible for properly packaging October 21,2016 City of Fort Worth,Texas Use or disclosure of this proposal is subject ASTRO P25 Infrastructure Network Managed Service to the restrictions on the cover page. 3-32 Maintenance Services Statement of Works Motorola Solutions Confidential Restricted the Customer malfunctioning Infrastructure FRU to ensure that the shipped Infrastructure arrives un-damaged and in repairable condition. Clearly print the return authorization number on the outside of the packaging.Error! Bookmark not defined. 0 If received, Customer must properly package and ship Loaner FRU back to IDO within five (5) days of receipt of Customer's repaired FRU.Error! Bookmark not defined. • Maintain templates of Software/applications and Firmware for reloading of Infrastructure as set forth in paragraph 2.3 and 2.9. • Cooperate with Motorola and perform all acts that are reasonable or necessary to enable Motorola to provide the Infrastructure Repair with Advanced Replacement services to Customer. 3.2.4 Ineligible Products: In addition to any exclusions named in Section 5 of the Service Terms and Conditions or in any other underlying Agreement to which this SOW is attached, the following items are excluded from Infrastructure Repair with Advanced Replacement: • All Infrastructure older than seven (7)years from product cancellation date • All Broadband/WiNS Infrastructure three (3) years from product cancelation date. • Physically damaged Infrastructure • Third party Equipment not shipped by Motorola • Consumable items including, but not limited to, batteries, connectors, cables, tone/ink cartridges • Test Equipment • Racks, furniture and cabinets • Firmware and/or Software upgrades Infrastructure Exhibit Inclusions,Exclusions,Exceptions and Notes Antenna Systems Excludes all Equipment such as bi-directional amplifiers,multicouplers,combiners,tower top pre- amplifiers,antennas,cables,towers,tower lighting,and transmission lines Backhaul Includes PTP(Point-to-Point Wireless)PTP 49600 and PTP 800 licensed series Excludes all other PTP technologies Base Station(s)and Repeater(s) Includes Quantar,MTR3000,STR3000,GTR8000,GTR8000 HPD,IntelliRepeater, Network Management(Please refer to the SOW for details)is not available on all stations. Quantar high power booster power amplifier,power supply and control board Excludes Fan Modules,Dual Circulator Tray,Site RMC Tray Central Electronics Bank(s) Includes Logging Recorder Interface and Network Hub Excludes all other technologies see SOW specifically for NICE logging recorders Channel Bank(s) Includes Premisys,Telco,IMACS models 600,800.Excludes Siemens Comparator(s), Includes Spectratac,Digitac,and ASTRO-tac 9600,ASTRO-tac 3000,GMC8000,Comparators. Computer(s)/Workstations/Modems Includes computers(Pentium 1,II,III,IV)directly interface with or control the communications System, including Systemwatch 11,PT800 tablet HP x1100,HPx2100,HP xw4000-4600, HPz400,HP VL600, HP VL800,HPz400, ML850 laptop,MW810,ML900 laptop,ML910 laptop,Compaq XW4000. Includes keyboards,mice,trackballs. Excludes all other laptop and desktop computer technologies and all 286,386,486 computers;defective or phosphor-burned cathode ray tubes CRT(s)and burned-in flat panel display image retention, Console(s) Includes Centracom Gold Elite, MCC7500, MCC5500,MIP5000,VPM,as part of complete communication System—including headset jacks,dual footswitches,and gooseneck microphones. Excludes cables Controller-trunking Includes SmartNet 11 prime and remote controllers,MTC3600,GCP8000,Site Controller PSC9600, CSC7000,MTC9600,MZC3600,MZC5000(Includes Netra240&T5220). Excludes SSMT and SCMS controllers.CD ROM Drive,Fan Tray City of Fort Worth,Texas October 21,2016 ASTRO P25 Infrastructure Network Managed Service Use or disclosure of this proposal is subject to the restrictions on the cover page. Motorola Solutions Confidential Restricted Maintenance Services Statement of Works 3-33 Dictaphones and Recording Excludes all types and models. Equipment Digital Interface Unit(s) Included Digital Signaling Modem(s) Included upon modem model availability Digital Voice Modem(s) Included upon modem model availability Embassy Switch Includes AEB,AIMI,ZAMBI,AMB Firewalls Includes Nortel Alteon ASF5105,5106,Juniper SS520,ISSG140,SSG5,ISG 1000C,ISG2000 Intrusion Detector Includes Proventia 201 Linux IDSS,Proventia CX4002C ISSI Gateway Includes T5220 Sun server Solaris 10 OS Links Includes PTP 49600 and 800 licensed series Logging Recorder Excludes all technologies see SOW specifically for NICE logging recorders Management Terminals Includes computers(Pentium 1,II,III,IV)that directly interface with or control the communications System,including Systemwatch Il. Excludes laptop computers and all 286,386,486 computers. MBEX(s)or NOVA Interconnect Included Microwave Equipment. Excluded from service agreement but may be repaired on an above contract,time and material basis.All Equipment must be shipped to IDO. Excludes anyon-site services. Monitor(s) Includes all Motorola certified monitors connected to computers that directly interface with or control the communications System. Excludes defective or phosphor-burned cathode ray tubes CRT(s)and burned-in flat panel displays image retention,as well as monitors that were not shipped by Motorola and/or cannot be confirmed by a Motorola factory order number. Motobridge Included Moscad Includes NFM(Network Fault Management),as part of communication System only,RTU,SDM Site Manager RTU. Standalone MOSCAD and System Control and Data Acquisition(SCADA)must be quoted separately. Includes FSA4000. Excludes all other fire alarming systems. Network Fault Management Includes Full Vision,Unified Event Manager Excludes NMC Gateway Includes PDG:CPX8216,IVD&HPD PDG on HP DL360, MOTOBRIDGE Printer(s) Includes printers that directly interface with the communications system. RAS(s) Excludes RAS 1100, 1101 and 1102 Receiver(s) Includes Quantar,MTR2000 and ASTRO-TAC,GPW8000,GTR8000,GTR8000 HPD Receivers. Excludes Fan Modules,Dual Circulator Tray,Site RMC Tray Routers Includes GGM8000,ST5500,ST5598,52500-56000 Servers Includes Netra 240,Netra T5220, cPCI, HP DL360,HP ML370,HP MLI 10,FlP ML530, HP TC2110, 2120 HP InfoVista Server.IR8000 series,LX4000 series,Intel Server TSRL-T2,TIGPR2U,Proventia 201 Linux IDSS,Proventia GX4002C,Trak9100. Network Management Server includes cPCI Chassis,Power Supply,Fan Tray,Controller Hard Drive, CD ROM Drive,Tape Drive,CPU,Client PC's,Core Security Management Server,Firewall Servers, Intrusion Detection Sensor Server. Excludes Dell Servers,Monitors, Memory Module 0182915Y02,Rear Fan RLN5352,Central Process Card 0182915YOI Simulcast Distribution Amplifier(s) Included Site Frequency Standard(s) Includes Rubidium,GPS and Netclocks systems sold with the Motorola System. Secure Includes KMF crypto card,end to end Cryptor for IVD PDEG Cryptr SMARTX Includes VPM Switch Includes Nortel Passport PBX,Cisco Catalyst 6509,HP 5308 LAN switch, HP ProCurve Switch 2524, 2650,2626,HP3500,HP2610,3Com PS40,SSI 100 Telco PBX Includes Avaya Difinity PBX,S8300,58500, Intel Server(ACSS),TSRLT2,TIGPR2U Terminal Servers Includes IR8000,LX4000S,LX4000T,Paradyne Universal Simulcast Controller Included Interface(s) UPS Systems Excluded from service agreements but may be repaired on an above contract,time and material basis. All UPS Systems must be shipped to IDO for repair. Excludes batteries and any on-site services. October 21,2016 City of Fort Worth,Texas Use or disclosure of this proposal is subject ASTRO P25 Infrastructure Network Managed Service to the restrictions on the cover page. 3-34 Maintenance Services Statement of Works Motorola Solutions Confidential Restricted Workstation Included Data System Infrastructure Inclusions,Exclusions,Exceptions and Notes for Infrastructure Repair` Logging Recorder Includes NICE IP logging recorders Excludes all other technologies Rack Mount/Shelves Includes NICE rack mount/shelf ONLY Excludes all other technologies Replay Station Excluded Servers/Storage Center Includes NICE servers/storage centers ONLY Excludes all other technologies Workstation Excluded t City of Fort Worth,Texas October 21,2016 ASTRO P25 Infrastructure Network Managed Service Use or disclosure of this proposal is subject to the restrictions on the cover page. Motorola Solutions Confidential Restricted Maintenance Services Statement of Works 3-35 3.3 MOSCAD MONITORING Motorola will provide MOSCAD Network Monitoring and Customer Technician Dispatch Service to Environmental Alarms agreed upon by Motorola and the Customer. These services are applicable only for the MOSCAD System. The terms and conditions of this Statement of Work(SOW)are an integral part of the Motorola's Service Terms and Conditions or other.applicable Agreement to which it is attached and made a part thereof by this reference. 3.3.1 Description of Services: MOSCAD Network Monitoring is a service designed to electronically monitor Environmental Alarms via Digital Inputs, as set forth in the MOSCAD_SmartZone spreadsheet. When the Motorola System m Support Center(SSC) detects an Environmental Alarm,trained technologists acknowledge and initiate an appropriate response per the customer profile. Appropriate responses shall be outlined in the MOSCAD_SmartZone spreadsheet. Motorola will provide Case management as set forth herein. The SSC maintains contact with the on- site Servicer until System Restoral occurs and Case is closed. The SSC will continuously track and manage Case activity from open to close through an automated Case tracking process. 3.3.2 Motorola has the following responsibilities: • Provide dedicated Connectivity necessary for monitoring. • Continuously receive data from Customer Monitored System and Customer initiated service requests. • Create a Case, as necessary. Gather information to perform the following: o Characterize the issue O Assign and track the Case to resolution. • Contact technician or other representative designated by the MOSCAD_SmartZone Spreadsheet. o If Customer contact does not respond to Motorola,Motorola will continue to attempt to reach Customer contact every 10 minutes until contact has been attempted for each name set forth in the escalation table provided by Customer. o Upon attempting each name on the escalation table,Motorola will either send an email or leave a voice mail message with the Customer contact notifying Customer of the Case. Thereafter,Motorola will defer the Case to the next Standard Business Day. o On the next Standard Business Day,Motorola will attempt to reach the Customer again. If all contacts on the Customer escalation table have been attempted,without receiving any Customer response,Motorola will close the Case. Motorola will not be responsible for any Damages of any kind arising out of or related to the inability of Motorola to reach the Customer Contact or others on the Customer escalation table. • Escalate the Case per the escalation contact table provided by Customer if Customer's technician does not report site arrival or Response within Customer requested Response time. • Verify with Customer that the Environmental Alarm has cleared, If Verification by Customer cannot be completed within 20 minutes,the Case will be closed and the Customer technician will be released. • Close the Case upon receiving notification from Customer indicating the Environmental Alarm has cleared. • Notify Customer of Case: City of Fort Worth,Texas October 21,2016 ASTRO P25 Infrastructure Network Managed Service Use or disclosure of this proposal is subject to the restrictions on the cover page. ® Motorola Solutions Confidential Restricted Maintenance Services Statement of Works 3-37 O Open and closed; or O Open, assigned to the Servicer, arrival of the Servicer on site, deferred or delayed, closed. 3.3.3 Customer has the following responsibilities: • Allow Motorola Continuous remote access to obtain Environmental Alarms • Notify the SSC when Customer performs any activity that may create an Environmental Alarms • Provide Motorola with pre-defined Customer information and preferences prior to Start Date necessary to complete Customer Support Plan, including,but not limited to: O Case notification preferences and procedure o Escalation contact table O Site arrival preference and procedure o Alarm Verification preference and procedure o Response time commitments O Submit changes in any information supplied in the Customer Support Plan to the Customer Support Manager. • Provide the following information when initiating a service request: O Assigned System ID number o Environmental Alarm and site location o Other pertinent information requested by Motorola to open a Case. • Respond to Motorola within 10 minutes of receipt of page or telephone call to accept assignment of Case. If Customer fails to contact Motorola within 10 minutes,Motorola will follow the escalation process • Report site arrival to Motorola within the Response time commitments for all accepted cases if required in the Customer Support Plan. • Allow Motorola access to remove Motorola owned monitoring equipment upon cancellation of service. • Cooperate with Motorola and perform all acts that are reasonable or necessary to enable Motorola to provide the services described in this SOW. 3.3.4 Covered Sites MOSCAD Monitoring Services includes the services for the following Sites: • MOSO44A10101_(CUSTOMER) -Ll Burnett Plaza—(CUSTOMER). Located at 801 Cherry St, Fort Worth,TX 76102. • MOSO44A10102_(CUSTOMER) -Ll Bergh_(CUSTOMER). Located at 11149 Trinity Blvd, Euless, TX 76040. • MOSO44A10103_(CUSTOMER) -Ll Rolling Hills_(CUSTOMER). Located at 2500 SE Loop 820,Fort Worth, TX 76140. • MOSO44A10104_(CUSTOMER) -L1 North Beach—(CUSTOMER). Located at 4705 Ray White Road,Fort Worth, TX 76248. • MOSO44A10105_(CUSTOMER) -L1 Eagle Mountain (CUSTOMER). Located at 6869 Bowman Roberts Rd,Fort Worth, TX 76176. • MOSO44A10106_(CUSTOMER) -L1 Westland 6_(CUSTOMER). Located at 10201 Chapin Road,Aledo,TX 76008. • MOSO44A10203_(CUSTOMER) -L2 Rolling Hills—(CUSTOMER). Located at 2500 SE Loop 820,Fort Worth, TX 76140. October 21,2016 City of Fort Worth,Texas Use or disclosure of this proposal is subject ASTRO P25 Infrastructure Network Managed Service to the restrictions on the cover page. 3-38 Maintenance Services Statement of Works Motorola Solutions Confidential Restricted • MOSO44A106_(CUSTOMER-Roanoke ASR)_(CUSTOMER) . Located at 2521 Highway 114, Fort Worth,TX 76177. City of Fort Worth,Texas October 21,2016 ASTRO P25 Infrastructure Network Managed Service Use or disclosure of this proposal is subject to the restrictions on the cover page. Motorola Solutions Confidential Restricted Maintenance Services Statement of Works 3-39 3.4 SUBSCRIBER DIAGNSOTICS Subscriber Diagnostics will coverage for any hardware, software or firmware defects, in addition to any software updates released to the Model DX-1000c DiagnostX Over-the-Air Waveform Analyzer. The terms and conditions of this Statement of Work(SOW)are an integral part of the Motorola's Service Terms and Conditions or other applicable Agreement to which it is attached and made a part thereof by this reference. 3.4.1 Motorola has the following responsibilities: • Cover any hardware defects that arrise during the the Maintenance period. • Cover any software defects that arrise during the the Maintenance period. • Cover any firmware defects that arrise during the the Maintenance period. • Provide software updates released during the Maintenance period. • Cover any shipping cost incurred in sending a faulty product in for repairs. • Repair or replace the unit after examination. 3.4.2 Customer has the following responsibilities: • Notify the Motorola Customer Support Manage of any defect discovered 3.4.3 Exclusions: • Subscriber Diagnostics is only available in the market and to the customer whom it was sold. • Subscriber Diagnostics does not cover damage by Acts of Gog,power surge,misuse, abuse, negligence, accident, wear and tear, mishandling,misapplication, intrusion or exposure to liquids or other causes unrelated to defective materials or workmanship. October 21,2016 City of Fort Worth,Texas Use or disclosure of this proposal is subject ASTRO P25 Infrastructure Network Managed Service to the restrictions on the cover page. 3-40 Maintenance Services Statement of Works Motorola Solutions Confidential Restricted SECTION 4 ASSUMPTIONS AND KEY CONSIDERATIONS Motorola has based the managed services plan on information provided by Fort Worth and an analysis of their system and operational requirements. Assumptions have been listed below for review. Should Motorola's assumptions be deemed incorrect or not agreeable to Fort Worth, a revised SOW with the necessary changes and adjusted costs may be required. Changes to the equipment or scope of the project after contract may require a change order. • The Managed Services scope does not include new system design or deployment services. All future system moves, changes,or additions to the Fort Worth infrastructure will be considered a separate project scope. • All transport and backhaul will be in good working condition. Transport maintenance and repair is not included in this Managed Services offer. • Motorola shall not be held to the guaranteed levels of service for situations that are attributable to: — Acts of God — Inaccessible sites due to extreme weather — Issues caused by Fort Worth employees — Delays caused by Fort Worth employees — Site power issues — Subscriber related user issues • Conditions that would be outside Motorola Solutions' control may include,but are not limited to: 1) Interference from outside sources,including Broadcast radio stations,Television stations, radio frequency emitters operating outside of FCC rules and regulations. Motorola will perform analysis to determine the source of the Interference. If determiend to be caused by external interference,Motorola will contact the Federal Communications Commission on behalf of Fort Worth. 2) Interference from radio systems owned and operated by other entities,public and private companies. Motorola will perform analysis to determine the source of the Interference. If determend to be caused by a Radio System,Motorola will communicate to the Fort Worth Communictions Manager or the Fort Worth Senior Manager the source of Interference and recommend further action. 3) Construction of buildings, structures, landfills, quarries,or any other type of new obstruction that affects coverage. 4) Unusual propagation conditions such as atmospheric ducting and similar conditions. 5) Significant changes to foliage that affects coverage. City of Fort Worth,Texas October 21,2016 ASTRO P25 Infrastructure Network Managed Service Use or disclosure of this proposal is subject to the restrictions on the cover page. Motorola Solutions Confidential Restricted Assumptions and Key Considerations 4-41 • If for any reason,Fort Worth requires specific subcontractors to be used on this project, other than Motorola employees or Motorola approved or certified subcontractors, additional cost or ( change orders may occur. • No prevailing wage, certified payroll,mandatory union workers or mandatory minority workers are required for this work. 4.1 FORT WORTH RESPONSIBILITIES Motorola has based the managed services plan with the expectation that the following responsibilities will be performed by Fort Worth. Should Fort Worth fail to meet these responsibilities, a revised SOW with the necessary changes and adjusted costs may be required. • Allow Motorola Continuous remote access to obtain System availability,performance data,and configuration data. • Allow Motorola to access System if firewall has been installed;provide permanent/dedicated access for SNMP traps (outbound)and ZDS polling(inbound).Also provide continuous utility service to any Motorola equipment installed or utilized at Customer's premises to support delivery of the Service. • Unless otherwise specified,Motorola recommends a private network connection for all other Systems. • Provide Motorola with pre-defined Fort Worth information and preferences prior to Start Date ` necessary to complete Fort Worth's Support Plan.,including,but not limited to: — Provide 7/24 security contact and escalation list — Case notification preferences and procedure — Repair Verification Preference and procedure — Database and escalation procedure forms. — Submit changes in any information supplied in the Fort Worth's Support Plan to the Fort Worth's Support Manager. • Provide all Customer managed passwords required to access the Customer's System to Motorola upon request or when opening a Case to request service support or enable Response to a technical issue. • Allow Servicers access to Equipment(including any Transport or monitoring equipment)if remote service is not possible. Motorola understands restrictions and regulatory requirements exist for some Fort Worth sites. Motorola personnel and Motorola Subcontractors shall comply with the Fort Worth Tower Site Access policy. • Allow Servicers access to remove Motorola owned equipment upon cancellation of service. • Supply Infrastructure or FRU, as applicable,in order for Motorola to Restore the System as set forth in this SOW. • Comply with the terms of the applicable license agreements between Customer and the Non- Motorola Software copyright owners. • Pay additional support charges above and beyond the contracted service agreements that may apply if it is determined that major system faults were caused by the Customer making changes to ( critical System parameters. -Motorola will perform a root cause analysis by reviewing system October 21,2016 City of Fort Worth,Texas Use or disclosure of this proposal is subject ASTRO P25 Infrastructure Network Managed Service to the restrictions on the cover page. 4-42 Assumptions and Key Considerations Motorola Solutions Confidential Restricted logs and any additional information available regarding the specific issue. Results of the analysis will be shared with Fort Worth. Both parties must mutually agree that the issue was caused by actions taken by the City of Fort Worth employees for any charges to apply. • Cooperate with Motorola and perform all acts that are reasonable or necessary to enable Motorola to provide the services described in this SOW. • The following items are excluded from the services identified in this SOW: 1. All Infrastructure over seven (7)years from product cancellation date. 2. Physically damaged Infrastructure. 3. Third party Equipment not shipped by Motorola. 4. Consumable items including,but not limited to,batteries, connectors, cables, tone/ink cartridges. 5. Test equipment. 6. Racks, furniture and cabinets. • Provide preferred schedule for Network Preventative Maintenance to Motorola. • Authorize and acknowledge any scheduled System downtime. • Establish and maintain a suitable environment(heat, light, and power)for the Equipment location and provide the Servicer full,free, and safe access to the Equipment so that the Servicer may provide services. • Submit changes in any information supplied in the Customer Support Plan(CSP)to the Customer Support Manager(CSM). • Provide site escorts in a timely manner if required. • Provide Motorola with requirements necessary for access to secure facilities. • During the Contract Term, Fort Worth agrees to use its continuing best efforts to: 1) Make application for and/or attempt to renew all required FCC licenses and authorizations required for use and operation of 700 and 800 MHz frequencies on the system.Fort Worth is solely responsible for applying for and renewing all FCC licenses and for complying with FCC and rules and regulations for the Contract Term. 2) Provide access and workspace reasonably requested by Motorola Solutions for performance of the Services identified in this SOW. 3) Provide access to information and documentation reasonably necessary for the successful performance of Services by Motorola Solutions, including strategic and other operational documentation related to Fort Worth's radio communication plans and requirements. • Fort Worth will make application for and/or maintain current, at its own cost, any FAA licenses or approvals required for Motorola Solutions to use the existing,Fort Worth-owned tower/antenna sites being used in the Fort Worth System.Nothing in the Contract shall prevent Motorola Solutions from continuing to provide their own equipment or facilities on Fort Worth's property in support of the System,provided that Motorola Solutions has received prior written approval from Fort Worth. • Fort Worth will continue to be responsible for normal, ongoing expenses directly associated with operating these sites during the Contract Term including: — Prime utility electrical power. — Standby AC generator fuel and maintenance. — Maintenance/up-keep of the equipment room,tower superstructure or building roof, surrounding grounds and access. City of Fort Worth,Texas October 21,2016 ASTRO P25 Infrastructure Network Managed Service Use or disclosure of this proposal is subject to the restrictions on the cover page. Motorola Solutions Confidential Restricted Assumptions and Key Considerations 4-43 — Motorola Solutions and Fort Worth shall use standard industry practices and R-56 grounding standards for future sites. Where grounding problems are identified Motorola Solutions and Fort Worth will resolve issues collaboratively as agreed to by the parties on a case-by-case basis. — Maintenance/up-keep of all Fort Worth's antenna systems. — Maintenance/up-keep of all future Fort Worth antenna Systems. — Site security and insurances. — If Fort Worth does not perform required maintenance,resulting in unplanned downtime, Motorola Solutions shall be excused from the availability commitment, identified elsewhere within this SOW,from the impacted site for the duration of the outage. r' October 21,2016 City of Fort Worth,Texas Use or disclosure of this proposal is subject ASTRO P25 Infrastructure Network Managed Service to the restrictions on the cover page. 4-44 Assumptions and Key Considerations Motorola Solutions Confidential Restricted SECTION 5 PRICING MANAGED SERVICES APPROACH 2017 1 2018 1 2019 1 2020 2021 2022 2023 2024 Total Managed Core Services $598,488.00 $607,465.32 $616,577.30 $625,825.96 $635,213.35 $644,741.55 $654,412.67 $664,228.86 $5,046,953.01 Managed RF Site/Consoles $784,705.00 $804,455.52 $816,522.35 $828,770.18 $841,201.74 $853,819.76 $866,627.06 $879,626.46 $6,675,728.07 ISSI (Dallas) $18,882.00 $19,165.23 $19,452.71 $19,744.50 $20,040.67 $20,341.28 $20,646.40 $20,956.09 $159,228.88 WAVE $17,898.30 $42,995.92 $43,640.86 $44,295.47 $44,959.90 $45,634.30 $46,318.82 $47,013.60 $332,757.17 NICE(Gold Level Support) $110,401.64 $113,713.69 $117,125.10 $120,638.85 $124,258.02 $127,985.76 $131,825.33 $135,780.09 $981,728.48 CONNCT $4,540.00 $4,608.10 $4,677.22 $4,747.38 $4,818.59 $4,890.87 $4,964.23 $5,038.70 $38,285.09 DiagnsostX $5,183.66 $10,678.34 $10,998.69 $11,328.65 $11,668.51 $12,018.57 $12,379.12 $12,750.50 $87,006.04 Total $1,540,098.60 $1,603,082.12 $1,628,994.23 $1,655,350.99 $1,682,160.78 1 $1,709,432.09 $1,737,173.63 $1,765,394.30 $13,321,686.74 * Pricing is based on all services existing on a contract between the City of Fort Worth and Motorola. Should services or portions of the quoted System above be modified,the price is subject to change * Pricing for DiagnostX has been prorated for 2017 due to contract S00001021980 being in place until 01 July 2017. * Pricing for WAVE has been prorated for 2017 due to equipment and services being under warranty until 01 August 2017. * MOSCAD Services pricing is included for each site that is covered under Managed Services. Should sites be removed from the Managed Services,the monitoring of MOSCAD devices may require additional pricing. The pricing reflected in the table is in compliance with Houston-Galveston Area Council Contract, contract number RA05-15 City of Fort Worth,Texas August 27,2015 ASTRO P25 Infrastructure Network Managed Service Use or disclosure of this proposal is subject to the restrictions on the cover page. Motorola Solutions Confidential Restricted Pricing 5-1 SECTION 6 CONTRACT TERMS MANAGED SERVICES AGREEMENT This Services Agreement("Agreement") is entered into by and between Motorola Solutions,Inc. ("Motorola")and the City of Fort Worth("City"or"Customer"), a Texas home rule municipality,individually referred to as a"party,"collectively referred to as the"parties,"and hereby agree as follows: SECTION 1 APPLICABILITY These Service Terms and Conditions apply to service contracts whereby Motorola will provide to Customer either (1)maintenance, support, or other services under a Motorola Service Agreement, or(2)installation services under a Motorola Installation Agreement. SECTION 2 DEFINITIONS AND INTERPRETATION 2.1. "Agreement" means these Service Terms and Conditions; the cover page for the Service Agreement or the Installation Agreement, as applicable; and any other attachments, all of which are incorporated herein by this reference. In interpreting this Agreement and resolving any ambiguities,these Service Terms and Conditions take precedence over any cover page, and the cover page takes precedence over any attachments,unless the cover page or attachment states otherwise. 2.2. "Equipment" means the equipment that is specified in the attachments or is subsequently added to this Agreement. 2.3. "Services" means those installation, maintenance, support, training, and other services described in this Agreement. SECTION 3 ACCEPTANCE AND TERM Customer accepts these Service Terms and Conditions and agrees to pay the prices set forth in the Agreement. This Agreement becomes binding only when accepted in writing by both Motorola and the Customer ("Start Date")and shall expire 31-December-2024("Expiration Date"). SECTION 4 SCOPE OF SERVICES 4.1. Motorola will provide the Services described in this Agreement or in a more detailed statement of work or other document attached to this Agreement. At Customer's request, Motorola may also provide additional services at Motorola's then-applicable rates for the services. 4.2. If Motorola is providing Services for Equipment,Motorola parts or parts of equal quality will be used;the Equipment will be serviced at levels set forth in the manufacturer's product manuals; and routine service procedures that are prescribed by Motorola will be followed. 4.3. If Customer purchases from Motorola additional equipment that becomes part of the same system as the initial Equipment, the additional equipment may be added to this Agreement and will be billed at the applicable rates after the warranty for that additional equipment expires. 4.4. All Equipment must be in good working order on the Start Date or when additional equipment is added to the Agreement. Upon reasonable request by Motorola, Customer will provide a complete serial and model City of Fort Worth,Texas August 27,2015 ASTRO P25 Infrastructure Network Managed Service Use or disclosure of this proposal is subject to the restrictions on the cover page. ® Motorola Solutions Confidential Restricted Contract Terms 6-1 number list of the Equipment. Customer must promptly notify Motorola in writing when any Equipment is lost, damaged, stolen or taken out of service. Customer's obligation to pay Service fees for this Equipment will terminate at the end of the month in which Motorola receives the written notice. 4:5. Customer must specifically identify any Equipment that is labeled intrinsically safe for use in hazardous environments. 4.6. If Equipment cannot, in the parties' reasonable opinion, be properly or economically serviced for any reason, the parties may mutually agree to modify the scope of Services related to that Equipment; remove that Equipment from the Agreement; or increase the price to Service that Equipment. 4.7. Customer must promptly notify Motorola of any Equipment failure. Motorola will respond to Customer's notification in a manner consistent with the level of Service purchased as indicated in this Agreement. 4.8 Customer acknowledges,understands and agrees that this is a mutually shared operational environment. Availability performance is a targeted measurement,not a contractually committed measurement, that together both parties will strive to achieve. 4.9 Customer acknowledges, understands and agrees that Motorola does not guarantee or warrant that it will discover all of the Customer's security events or weaknesses. Motorola disclaims any and all responsibility for any and all loss or costs of any kind associated with any security events, whether or not they are discovered by Motorola. Customer agrees not to represent to any third party that Motorola has provided any such guarantee or warranty. Motorola disclaims any responsibility for Customer's use or implementation of any recommendations provided in connection with the Services. Implementation of recommendations does not ensure or guarantee the security of the Systems and operations evaluated. Customer alone accepts responsibility for choosing whether and how to implement any recommendations and the results to be realized from implementing them. SECTION 5 EXCLUDED SERVICES 5.1. Service excludes the repair or replacement of Equipment that has become defective or damaged from use in other than the normal, customary, intended, and authorized manner; use not in compliance with applicable industry standards; excessive wear and tear; or accident, liquids,power surges,neglect, acts of God or other force majeure events. 5.2. Unless specifically included in this Agreement, Service excludes items that are consumed in the normal operation of the Equipment, such as batteries or magnetic tapes; upgrading or reprogramming Equipment; accessories, belt clips, battery chargers, custom or special products, modified units, or software; and repair or maintenance of any transmission line, antenna, microwave equipment, tower or tower lighting, duplexer, combiner, or multicoupler. Motorola has no obligations for any transmission medium, such as telephone lines, computer networks, the internet or the worldwide web, or for Equipment malfunction caused by the transmission medium. SECTION 6 TIME AND PLACE OF SERVICE Service will be provided at the location specified in this Agreement. When Motorola performs service at Customer's location, Customer will provide Motorola, at no charge, a non-hazardous work environment with adequate shelter, heat, light, and power and with full and free access to the Equipment. Waivers of liability from Motorola or its subcontractors will not be imposed as a site access requirement. Customer will provide all information pertaining to the hardware and software elements of any system with which the Equipment is interfacing so that Motorola may perform its Services. Unless otherwise stated in this Agreement,the hours of Service will be 8:30 a.m. to 4:30 p.m., local time, excluding weekends and holidays. Unless otherwise stated in this Agreement,the price for the Services exclude any charges or expenses associated with helicopter or other October 21,2016 City of Fort Worth,Texas Use or disclosure of this proposal is subject ASTRO P25 Infrastructure Network Managed Service to the restrictions on the cover page. 6-2 Contract Terms Motorola Solutions Confidential Restricted unusual access requirements; if these charges or expenses are reasonably incurred by Motorola in rendering the Services,Customer agrees to reimburse Motorola for those charges and expenses. SECTION 7 CUSTOMER CONTACT Customer will provide Motorola with designated points of contact(list of names and phone numbers) that will be available twenty-four (24) hours per day, seven (7) days per week, and an escalation procedure to enable Customer's personnel to maintain contact, as needed,with Motorola. SECTION 8 PAYMENT Payment under this Agreement shall not exceed $13,321,686.75. Unless alternative payment terms are stated in this Agreement, Motorola will invoice Customer in advance for each payment period. Customer must pay each invoice in U.S. dollars within thirty (30) days of the invoice date. Customer is a tax exempt entity and shall not be liable for any taxes pursuant to this Agreement. Notwithstanding any of the foregoing, in the event no funds or insufficient funds are appropriated by the Customer in any fiscal period for any payments due hereunder, Customer will notify Motorola of such occurrence and this Agreement shall terminate on the last day of the fiscal period for which appropriations were received without penalty or expense to the Customer of any kind whatsoever, except as to the portions of the payments herein agreed upon for which funds have been appropriated. SECTION 9 WARRANTY Motorola warrants that its Services under this Agreement will be free of defects in materials and workmanship for a period of ninety(90)days from the date the performance of the Services are completed. In the event of a breach of this warranty, Customer's sole remedy is to require Motorola to re-perform the non-conforming Service or to refund, on a pro-rata basis, the fees paid for the non-conforming Service. MOTOROLA DISCLAIMS ALL OTHER WARRANTIES, EXPRESS OR IMPLIED, INCLUDING THE IMPLIED WARRANTIES OF MERCHANTABILITY AND FITNESS FOR A PARTICULAR PURPOSE. SECTION 10 DEFAULT/TERMINATION 10.1. If either party defaults in the performance of this Agreement,the other party will give to the non- performing party a written and detailed notice of the default. The non-performing party will have thirty(30) days thereafter to provide a written plan to cure the default that is acceptable to the other party and begin implementing the cure plan immediately after plan approval. If the non-performing party fails to provide or implement the cure plan,then the injured party,in addition to any other rights available to it under law,may immediately terminate this Agreement effective upon giving a written notice of termination to the defaulting party. 10.2. Any termination of this Agreement will not relieve either party of obligations previously incurred pursuant to this Agreement,including payments which may be due and owing at the time of termination. All sums owed by Customer to Motorola will become due and payable immediately upon termination of this Agreement. Upon the effective date of termination,Motorola will have no further obligation to provide Services. SECTION 11 LIMITATION OF LIABILITY Except for personal injury or death,Motorola's total liability,whether for breach of contract, warranty, negligence, strict liability in tort, or otherwise,will be limited to the direct damages recoverable under law,but not to exceed the price of twelve(12)months of Service provided under this Agreement. ALTHOUGH THE PARTIES ACKNOWLEDGE THE POSSIBILITY OF SUCH LOSSES OR DAMAGES, THEY AGREE THAT NEITHER PARTY SHALL BE LIABLE FOR ANY COMMERCIAL LOSS; INCONVENIENCE; LOSS OF USE, TIME,DATA, GOOD WILL,REVENUES,PROFITS OR SAVINGS; OR OTHER SPECIAL, INCIDENTAL,INDIRECT, OR CONSEQUENTIAL DAMAGES IN ANY WAY RELATED TO OR ARISING City of Fort Worth,Texas August 27,2015 ASTRO P25 Infrastructure Network Managed Service Use or disclosure of this proposal is subject to the restrictions on the cover page. Motorola Solutions Confidential Restricted Contract Terms 6-3 FROM THIS AGREEMENT OR THE PERFORMANCE OF SERVICES BY MOTOROLA PURSUANT TO THIS AGREEMENT. MOTOROLA AGREES TO DEFEND,INDEMNIFY AND HOLD CUSTOMER HARMLESS TO THE EXTENT SET FORTH HEREIN IN THIS SECTION 11. No action for contract breach or otherwise relating to the transactions contemplated by this Agreement may be brought more than four(4)years after the accrual of the cause of action, except for money due upon an open account. This limitation of liability will survive the expiration or termination of this Agreement and applies notwithstanding any contrary provision. SECTION 12 EXCLUSIVE TERMS AND CONDITIONS 12.1. This Agreement supersedes all prior and concurrent agreements and understandings between the parties, whether written or oral,related to the Services, and there are no agreements or representations concerning the subject matter of this Agreement except for those expressed herein. The Agreement may not be amended or modified except by a written agreement signed by authorized representatives of both parties. 12.2. Customer agrees to reference this Agreement on any purchase order issued in furtherance of this Agreement,however, an omission of the reference to this Agreement will not affect its applicability. In no event will either party be bound by any terms contained in a Customer purchase order, acknowledgement, or other writings unless: the purchase order, acknowledgement, or other writing specifically refers to this Agreement; clearly indicates the intention of both parties to override and modify this Agreement; and the purchase order, acknowledgement, or other writing is signed by authorized representatives of both parties. SECTION 13 PROPRIETARY INFORMATION; CONFIDENTIALITY; INTELLECTUAL PROPERTY RIGHTS 13.1. Any information or data in the form of specifications, drawings,reprints,technical information or otherwise furnished to Customer under this Agreement will remain Motorola's property,will be deemed proprietary,will be kept confidential, and will be promptly returned at Motorola's request. Customer may not disclose,without Motorola's written permission or as required by law,rule,regulation or court order, any confidential information or data to any person, or use confidential information or data for any purpose other than performing its obligations under this Agreement. The obligations set forth in this Section survive the expiration or termination of this Agreement. 13.2. Unless otherwise agreed in writing,or otherwise required to be disclosed by law, all information disclosed in any manner or at any time by Customer to Motorola will be deemed confidential. Except as provided in Section 17.9 herein,Motorola will have no obligation to provide Customer with access to its confidential and proprietary information,including cost and pricing data. 13.3. This Agreement does not grant directly or by implication, estoppel, or otherwise, any ownership right or license under any Motorola patent, copyright,trade secret, or other intellectual property, including any intellectual property created as a result of or related to the Equipment sold or Services performed under this Agreement. SECTION 14 FCC LICENSES AND OTHER AUTHORIZATIONS Customer is solely responsible for obtaining licenses or other authorizations required by the Federal Communications Commission or any other federal, state, or local government agency and for complying with all rules and regulations required by governmental agencies. Neither Motorola nor any of its employees is an agent or representative of Customer in any governmental matters. SECTION 15 COVENANT NOT TO EMPLOY During the term of this Agreement and continuing for a period of two(2)years thereafter,neither party shall hire, engage on contract, solicit the employment of, or recommend employment to any third party of any employee of either party or its subcontractors without the prior written authorization of the other party. This provision applies only to those employees or subcontractors who are responsible for rendering services under this Agreement. If October 21,2016 City of Fort Worth,Texas Use or disclosure of this proposal is subject ASTRO P25 Infrastructure Network Managed Service to the restrictions on the cover page. 6-4 Contract Terms Motorola Solutions Confidential Restricted this provision is found to be overly broad under applicable law,it will be modified as necessary to conform to applicable law. SECTION 16 MATERIALS, TOOLS AND EQUIPMENT All tools, equipment, dies, gauges, models, drawings or other materials paid for or furnished by Motorola for the purpose of this Agreement will be and remain the sole property of Motorola. Customer will use commercially reasonable efforts to safeguard all such property while it is in Customer's custody or control,be liable for any loss or damage to this property caused by Customer, and return it to Motorola upon request. This property will be held by Customer for Motorola's use without charge and, with the exception of drawings and other documentation, may be removed from Customer's premises by Motorola at any time during Customer's normal business hours, provided that Motorola has complied with all service requirements as set forth in Section 4 and any attached Statement of Work. Motorola shall provide Customer with a copy of all drawings and documentation prior to removal. SECTION 17 GENERAL TERMS 17.1. If any court renders any portion of this Agreement unenforceable, the remaining terms will continue in full force and effect. 17.2. This Agreement and the rights and duties of the parties will be interpreted in accordance with the laws of the State of Texas. Venue for any claim or action arising under this Agreement shall lie in the State Courts in Tarrant County, Texas, or the United States District Court for the Northern District of Texas, Fort Worth Division. 17.3. Failure to exercise any right will not operate as a waiver of that right,power, or privilege. 17.4. Neither party is liable for delays or lack of performance resulting from any causes that are beyond that party's reasonable control, such as strikes,material shortages, or acts of God. 17.5. Motorola may subcontract any of the work,but subcontracting will not relieve Motorola of its duties under this Agreement. 17.6. Except as provided herein, neither Party may assign this Agreement or any of its rights or obligations hereunder without the prior written consent of the other Party, which consent will not be unreasonably withheld. Any attempted assignment, delegation, or transfer without the necessary consent will be void. Notwithstanding the foregoing, Motorola may assign this Agreement to any of its affiliates or its right to receive payment without the prior consent of Customer, but shall provide Customer with thirty (30) days prior written notice of any such assignment, and Motorola shall execute, or cause to be executed, all necessary documents to effect such assignment or right to receive payment. In addition, in the event Motorola separates one or more of its businesses (each a "Separated Business"), whether by way of a sale, establishment of a joint venture, spin-off or otherwise (each a "Separation Event"), Motorola may, without the prior written consent of the other Party and at no additional cost to Motorola, assign this Agreement such that it will continue to benefit the Separated Business and its affiliates (and Motorola and its affiliates, to the extent applicable)following the Separation Event. 17.7. THIS AGREEMENT MAY BE RENEWED,FOR five(5)ADDITIONAL TERMS OF one(1)YEAR EACH,UPON MUTUAL WRITTEN CONSENT OF THE PARTIES. PRIOR TO THE RENEWAL EITHER PARTY MAY NOTIFY THE OTHER IN WRITING OF ITS INTENTION TO DISCONTINUE THE AGREEMENT NOT LESS THAN THIRTY(30)DAYS PRIOR TO THE EFFECTIVE DATE OF THE RENEWAL. At the time of renewal,Motorola may adjust the price of the Services to reflect an increase in rates; however such rates shall not exceed 3% of the previous year's rate under this Agreement. City of Fort Worth,Texas August 27,2015 ASTRO P25 Infrastructure Network Managed Service Use or disclosure of this proposal is subject to the restrictions on the cover page. Motorola Solutions Confidential Restricted Contract Terms 6-5 17.8. If Motorola provides Services after the termination or expiration of this Agreement, the terms and conditions in effect at the time of the termination or expiration will apply to those Services and Customer agrees to pay for those services on a time and materials basis at Motorola's then effective hourly rates. 17.9 Motorola agrees that Customer shall,until the expiration of three(3)years after final payment under this Agreement, have access to and the right to examine and photocopy any directly pertinent books, documents, papers and records of Motorola involving transactions relating to this Agreement. 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 the paragraph 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 Customer. Customer 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. 17.10 (a) City Network Access. If Motorola, and/or any of its employees, officers, agents, servants or subcontractors (for purposes of this section "Motorola Personnel"), requires access to the City's computer network in order to provide the services herein, Motorola shall execute and comply with the City's Network Access Agreement. (b) Federal Law Enforcement Database Access. If Motorola, or any Motorola Personnel, requires access to any federal law enforcement database or any federal criminal history record information system, including but not limited to Fingerprint Identification Records System ("FIRS"), Interstate Identification Index System ("III System"),National Crime Information Center("NCIC") or National Fingerprint File ("NFF"), that is governed by and/or defined in Title 28, Code of Federal Regulations Part 20 ("CFR Part 20"), for the purpose of providing services for the administration of criminal justice as defined therein on behalf of the City under this Agreement, Motorola shall comply with the Criminal Justice Information Services Security Policy and CFR Part 20, and shall separately execute the Federal Bureau of Investigation Criminal Justice Information Services Security Addendum. 17.11 Reporting Requirements. For purposes of this section, the words below shall have the following meaning: Child shall mean a person under the age of 18 years of age. October 21,2016 City of Fort Worth,Texas Use or disclosure of this proposal is subject ASTRO P25 Infrastructure Network Managed Service to the restrictions on the cover page. 6-6 Contract Terms Motorola Solutions Confidential Restricted Child pornography means an image of a child engaging in sexual conduct or sexual performance as defined by Section 43.25 of the Texas Penal Code. Computer means an electronic, magnetic, optical, electrochemical, or other high-speed data processing device that performs logical, arithmetic, or memory functions by the manipulations of electronic or magnetic impulses and includes all input, output, processing, storage, or communication facilities that are connected or related to the device. Computer technician means an individual who, in the course and scope of employment or business, installs, repairs, or otherwise services a computer for a fee. This shall include installation of software, hardware, and maintenance services. If Motorola, or any employee of Motorola, meets the definition of Computer Technician as defined herein, and while providing services pursuant to this Agreement, views an image on a computer that is or appears to be child pornography, such employee of Motorola, or Motorola, shall immediately report the discovery of the image to the City and to a local or state law enforcement agency or the Cyber Tip Line at the National Center for Missing and Exploited Children. The report must include the name and address of the owner or person claiming a right to possession of the computer, if known, and as permitted by law. Failure by Motorola and/or its employee to make the report required herein may result in criminal and/or civil penalties. IN WITNESS WHEREOF, the parties have caused this Agreement to be executed by their duly authorized representatives as of the last day and year written below. MOTOROLA SOLUTIONS,INC. CITY OF FORT WORTH By: By: Name: 'PLh94 T iA>1sb-u, san Alanis Title: r l S_c,-s 7, ✓.Lo �J,c,;�o(,.�4 Assistant City Manager Date: 1 kl Date: ATTEST: CONTRACT AUTHORIZA ION: By: Mary J. Kayser, City Secretary � ®f F )��► c 000000 0 0 0 no 00 Date Approved: Se MJ. rJ �er i Scan t ����)0d"00000 APPROVE T FORM LEGALITY., S By. — --- OFFICIAL RECORD Sr. Assistant City Attorney CITY SECRETARY FT. WORTH, TX City of Fort Worth,Texas August 27,2015 ASTRO P25 Infrastructure Network Managed Service Use or disclosure of this proposal is subject to the restrictions on the cover page. ® Motorola Solutions Confidential Restricted Contract Terms 61 APPENDIX 1 Memorandum of Insurance f October 21,2016 City of Fort Worth,Texas Use or disclosure of this proposal is subject ASTRO P25 Infrastructure Network Managed Service to the restrictions on the cover page. 6-8 Contract Terms Motorola Solutions Confidential Restricted MOrOMOLA SOLUTIONS MEMORANDUM OF INSURANCE PRODUCER THIS MEMORANDUM IS A MATTER OF INFORMATION ONLY. THIS AON RISK SERVICES CENTRAL,INC. MEMORANDUM DOES NOT AMEND, EXTEND OR ALTER THE AON CENTER COVERAGES AFFORDED BY THE POLICIES BELOW. 200 EAST RANDOLPH STREET COMPANIES AFFORDING COVERAGE CHICAGO,ILLINOIS 60601 D/B/A Aon Risk Insurance Services of Illinois.CA License 40095623 COMPANY A LIBERTY MUTUAL FIRE INSURANCE COMPANY INSURED COMPANY B LIBERTY INSURANCE CORPORATION MOTOROLA SOLUTIONS,INC.AND ITS SUBSIDIARIES COMPANY C 1303 EAST ALGONGUIN ROAD SCHAUMBURG,IL 60196 COMPANY D COVERAGES THIS IS TO CERTIFY THAT THE POLICIES OF INSURANCE LISTED BELOW HAVE BEEN ISSUED TO THE INSURED NAMED ABOVE FOR THE POLICY PERIOD INDICATED, NOTWITHSTANDING ANY REQUIREMENT,TERM OR CONDITION OF ANY CONTRACT OR OTHER DOCUMENT WITH RESPECT TO WHICH THIS CERTIFICATE MAY BE ISSUED OR MAY PERTAIN,THE INSURANCE AFFORDED BY THE POLICIES DESCRIBED HEREIN IS SUBJECT TO ALL THE TERMS,EXCLUSIONS AND CONDITIONS OF SUCH POLICIES,LIMITS SHOWN MAY HAVE BEEN REDUCED BY PAID CLAIMS. CO POLICY POLICY EFFECTIVE POLICY EXPIRATION LTR TYPE OF INSURANCE NUMBER DATE N11v1/DD/YY) DATE MN1/DD/YY/ LINIITS A GENERAL LIABILITY GENERAL -Commercial General TB2-641-005169-076 7/01/2016 7/01/2017 AGGREGATE $1,000,000 Liability PRODUCTS- -Occurrence COMP/OPAGG $1,000,000 PERSONAL& ADV INJURY $1,000,000 EACH OCCURENCE $1,000,000 FIRE DAMAGE (any one fire) $250,000 MED EXP (any one person) $10,000 AUTOMOBILE COMBINED A LIABILITY AS2-641-005169-016 7/01/2016 7/01/2017 SINGLE LIMIT $1,000,000 (Domestic Auto-All Sates) BODILY INJURY -Any Auto (per accident BODILY INJURY (per accident) PROPERTY DAMAGE GARAGE LIABILITY AUTO ONLY (each accident) OTHER THAN AUTO ONLY EACH ACCIDENT AGGREGATE EXCESS LIABILITY EACH OCCURENCE AGGREGATE B WORKERS CONI'& WE Statu- EMPLOYER'S WA7-64D-005169-086(AOS) 7/01/2016 7/01/2017 tory limits LIABILITY EL EACH B WC7-641-005169-096(WI) ACCIDENT $1,000,000 EL DISEASE- POLICY LIMIT $1,000,000 EL DISEASE— EA EMPLOYEE $1,000,000 OTHER FOR INFORMATIONAL PURPOSES ONLY APPENDIX 2 ADDITIONAL TERMS AND CONDITIONS TO GO IN CONJUNCTION WITH THE ,BIENNIAL PROFESSIONAL CYBER SECURITY ASSESSMENT STATEMENT OF WORK Customer acknowledges and agrees that these Additional Terms and Conditions are incorporated into and are an integral and important part of the Statement of Work, for the providing by Motorola of its Information Assurance Professional Assessment Service Solution. POSSIBLE DAMAGE OR DISRUPTION Customer acknowledges, understands and agrees that the Services being provided or the equipment provided by or used by Motorola to facilitate performance of the Services may impact or disrupt information systems, equipment and the data associated therewith. Except to the extent set forth in Section 9 - Warranty of the Service Terms and Conditions, Motorola disclaims responsibility for any costs in connection with any such impact on, or disruption of, or damage to Customer's or a third party's information systems, equipment, information and data, including, but not limited to, denial of access to a legitimate system user, automatic shut-down of an information system caused by intrusion detection software or hardware, or failure of the information system resulting from the provision or delivery of the Services. NOTICE Customer may, in its sole discretion, determine whether to inform its employees, affiliates, contractors, sub-contractors, and other entities with access to Customer's facilities that Motorola will be performing the Services. . Customer warrants that it will comply with any law, order, rule or regulation requiring notice that Motorola is providing the Services and that Customer will issue, at its expense, such notice, in the form required, to anyone designated by such law, order, rule, or regulation. LIABILITY AND INDEMNIFICATION Each party shall be responsible, to the extent of its own negligence, for any and all loss, damage, expense, or liability of whatever type or nature, arising out of the negligent acts or omissions of the party, its agents, subcontractors, or employees during the performance of any Services pursuant to this Agreement. Additionally, Customer shall be responsible, to the extent of its own negligence, for any violation of applicable laws, rules, and regulations, including any laws, rules, and regulations governing security requirements and privacy rights. City of Fort Worth,Texas August 27,2015 ASTRO P25 Infrastructure Network Managed Service Use or disclosure of this proposal is subject to the restrictions on the cover page. Motorola Solutions Confidential Restricted Contract Terms 6-9 NO GUARANTEE Customer acknowledges, understands and agrees that Motorola does not guarantee or warrant that it will discover all of Customer's security events or weaknesses. Motorola disclaims any responsibility for Customer's use or implementation of any recommendations provided in connection with the Services. Implementation of recommendations does not ensure or guarantee the security of the systems and operations evaluated. Customer alone accepts responsibility for choosing whether and how to implement any recommendations and the results to be realized from implementing them. CUST MERI- By. Susan Alanis Name: Title: Date: October 21,2016 City of Fort Worth,Texas Use or disclosure of this proposal is subject ASTRO P25 Infrastructure Network Managed Service to the restrictions on the cover page. 6-10 Contract Terms Motorola Solutions Confidential Restricted SERVICES AGREEMENT AWCPLA# SOLUTIONS Attn:National Service Support/4th f/ Contract Numer: S00001020876 1301 East Algonquin Road Contract Modifier: RN23-JUN-16 14:16:35 (800) 247-2346 Date: 10/21/2016 Company Name: Fort Worth, City of Required P.O.: Yes Attn: Customer# : 1012858843 Billing Address: 1000 Throckmorton St Bill to Tag# : 0004 City, State, Zip: Fort Worth, TX, 76102 Contract Start Date: 01/01/2017 Customer Contact: Contract End Date: 12/31/2024 Phone: Anniversary Day: Dec 31st Payment Cycle: ANNUAL PO # : QTY MODEL/OPTION SERVICES DESCRIPTION MONTHLY EXT EXTENDED AMT 1 P25 SYSTEM Managed Core Services $ 52,572.43 $ 5,046,953.01 P25 SYSTEM Managed RF Site/Consoles $ 69,538.83 $ 6,675,728.07 1 P25 SYSTEM ISSI (Dallas) $ 1,658.63 $ 159,228.88 1 WAVE SYSTEM WAVE $ 3,738.84 $ 332,757.17 1 NICE SYSTEM NICE (Gold Level Support) $ 10,226.34 $ 981,728.48 1 P25 SYSTEM CONNCT $ 398.80 $ 38,285.09 1 DIAGNOSTICS DiagnostX $ 966.73 $ 87,006.04 SERVICE SPECIAL INSTRUCTIONS -ATTACH Subtotal - Recurring Service $ 139,100.62 $ 13,321,686.74 STATEMENT OF WORK FOR PERFORMANCE Subtotal - One-Time Event Services $ - $ - DESCRIPTIONS Total $ 139,100.62 $ 13,321,686.74 Taxes 1 $ - is - Grand Total 1 $ 139,100.62 1 $ 13,321,686.74 THIS SERVICE IS SUBJECT TO STATE AND LOCAL TAXING JURISDICTIONS WHERE APPLICABLE TO BE VERIFIED BY MOTOROLA Subcontractor(s) City State MSI -NA REGIONAL MANAGED SERVICES - SCHAUMBURG IL MOTOROLA SYSTEM SUPPORT CENTER ELGIN IL MSI-GEDI JOMANTAS (DP847) SCHAUMBURG IL MOTOROLA SOLUTIONS, INC. T6 SYSTEM FARMERS MANAGER (DO197) BRANCH TX LOCUS DIAGNOSTICS LLC WEST MELBOURNE FL DFW COMMUNICATIONS INC ARLINGTON TX NICE SYSTEMS INC RESTON VA I received Statement of Works that describer the serivices provided on this Agreement. Motorola's Service Terms and Conditions, a copy of which is attached to this Service Agreement, is incorporated herein by this reference I ► l � AUTHO IZE CUSTOMER SIGNATURE TITLE DATE sus anis Apa9.atant city Hana"r CUSTOMER (PRINT NAME) AUTHORIZED CUSTOMER SIGNATURE TITLE DATE CUSTOMER(PRINT NAME) P'ITHORIZED CUSTOMER SIGNATURE TITLE DATE CUSTOMER (PRINT NAME) AUTHORIZED CUSTOMER SIGNATURE TITLE DATE CUSTOMER(PRINT NAME) /"1.555 L vi'u, 0 ItlL MOTOROLA REPRESENTATIVE (SIGNATURE) TITLE DATE 9Jh J I • (0, cc MOTOROLA REPRESENTATIVE?(PRINT NAME) M&C Review I U CIL_ A F�ORT�'ORTN COUNCIL ACTION: Approved on 11/15/2016 DATE: 11/15/2016 REFERENCEC-27994LOG NAME: 04MOTOROLA MANAGED NO.: SERVICES AGREEMENT CODE: C TYPE: NOW PUBLIC NO CONSENT HEARING: SUBJECT: Authorize Execution of a Managed Services Agreement with Motorola Solutions, Inc., for an Eight-Year Cost Not to Exceed $13,321,687.00, Using a Cooperative Contract for Maintenance Services to Support the City's Public Safety Radio Communications System (ALL COUNCIL DISTRICTS) RECOMMENDATION: It is recommended that the City Council authorize the execution of a Managed Services Agreement with Motorola Solutions, Inc., for an eight-year cost not to exceed $13,321,687.00, using Houston-Galveston Area Council Contract No. RA05-15 for maintenance services to support the City's Public Safety Radio Communications System. DISCUSSION: The City of Fort Worth has established a Public Safety Radio Communications System that replaced a system that served the City and surrounding communities for more than 20 years. The new system, completed in early 2015, provides services for not only Fort Worth first responders, but with components shared with other jurisdictions, ties more than 100 agencies in six counties together. During joint operations, each of these agencies possesses the capability to communicate with any other agency. The maintenance warranty services included with the original acquisition from Motorola Solutions, Inc. (Motorola), expires in December 2016. Under the proposed Agreement, Motorola will provide maintenance services to radio system infrastructure and police and fire dispatch centers for eight years, well within the anticipated system life. Execution of a long term Agreement, as opposed to annual renewals, will provide savings of more than $1.5 million. In addition, costs to the City have been reduced by sharing maintenance services with other local agencies. Payments for the services will be made annually in accordance with the chart below and budgeted by the Information Technology (IT) Solutions Department each year. SYSTEM UPGRADE AGREEMENT PRICE Year 1 2017 $1,540,099.00 Year 2 2018 $1,603,082.00 Year 3 2019 $1,628,994.00 Year 4 2020 $1,655,351.00 Year 5 2021 $1,682,161.00 Year 6 2022 $1,709,432.00 Year 7 2023 $1,737,174.00 Year 8 2024 $1,765,394.00 http://apps.efivnet.org/council_packet/mc review.asp?ID=24029&counci]date=11/15/2016[11/16/2016 8:56:53 AM] M&C Review TOTAL $13,321,687.00 The amount for 2017 is $1,540,099.00 and is included in IT Solutions' Fiscal Year 2017 budget. Much of this cost is included in the fees paid by external agencies for access to the Fort Worth Radio System. To help offset these higher costs associated with maintenance, external agencies are being assessed an increased annual fee in FY2017. Because the system is provided by Motorola Solutions, Inc. (Motorola), these services are available only through Motorola. Total cost of the Agreement over eight years is $13,321,687.00. Services will be acquired through Motorola's Houston-Galveston Area Council (HGAC) Contract No. RA05-15. TERM - The term of this Agreement shall be for eight years and shall expire on December 31, 2024. M/WBE OFFICE -A waiver of the goal for MBE/SBE subcontracting requirements was requested by the Department and approved by the M/WBE Office, in accordance with the BDE Ordinance, because the purchase of goods or services is from source(s) where subcontracting or supplier opportunities are negligible. ADMINISTRATIVE CHANGE ORDER -An administrative change order or increase may be made by the City Manager for an amount up to $50,000.00 and does not require specific City Council approval as long as sufficient funds have been appropriated. COOPERATIVE PURCHASE - State law provides that a local government purchasing an item or service under a Cooperative Purchasing Agreement satisfies any state law requiring that the local government seek competitive bids for purchase of the item. The HGAC contract was competitively bid to increase and simplify the purchasing power of government entities. FISCAL INFORMATION/CERTIFICATION: The approval of this action provides contract authority for the first year up to $1,540,099.00. The Director of Finance certifies that funds are available in the current operating budget, as appropriated, of the Information Technology Solutions Department and prior to an expenditure being made, Information Technology Solutions Department has the responsibility to validate the availability of funds. TO Fund Department Account Project Program Activity Budget Reference# Amount ID ID Year (Chartfield 2) FROM Fund Department Account Project Program Activity Budget Reference# Amount ID L ID I I Year (Chartfield 2) Submitted for City Manager's Office by: Susan Alanis (8180) Originating Department Head: Kevin Gunn (8781) Additional Information Contact: Ron Burke (2655) Alan Girton (8484) ht4)://apps.cfAvnet.org/cotincil_packeVnic review.asp?1D=24029&councildate=11/15/2016[11/16/2016 8:56:53 AM] M&C Review ATTACHMENTS Motorola Form 1295 10-25-2016.pdf http://apps.cAvnet.org/council_packet/mc review.asp?ID=24029&councildatc=11/15/2016[11/16/2016 8:56:53 AM] (2 - 27994 C CERTIFICATE OF INTERESTED PARTIES FORM 1295 10f1 Complete Nos.1-4 and 6 if there are interested parties. OFFICE USE ONLY Complete Nos.1,2,3,5,and 6 if there are no interested parties. CERTIFICATION OF FILING 1 Name of business entity filing form,and the city,state and country of the business entity's place Certificate Number: of business. 2016-127184 Motorola Solutions Shaumburg, IL United States Date Filed: 2 Name of governmental entity or state agency that is a party to the contract for which the form is 10/21/2016 being filed. City of Fort Worth,TX Date Acknowledged: 3 Provide the identification number used by the governmental entity or state agency to track or identify the contract,and provide a description of the services,goods,or other property to be provided under the contract. S00001020876 Astro P25 Infrastructure Network Managed Service Agreement 4 Nature of interest Name of Interested Parry City,State,Country(place of business) (check applicable) Controlling I Intermediary Rigsbee, Rick Dallas,TX United States X Lamb, Kevin Dallas,TX United States X 5 Check only if there is NO interested Party. ❑ 6 AFFIDAVIT I swear,or affirm,under penalty of perjury,that the above disclosure is true and correct. STEPHANIE FITCH Notary Public,State of Texas My Commission Expires 6tA- �Crl� October 17, 2019 Signature of authorized agent of contracting business entity AFFIX NOTARY STAMP/SEAL ABOVE p /�- Sworn to and subscribed before me,by the said s S(Ca 1 a U/c_c C�_J _,this the Z day of 20_ l�,to certify which,witness my hand and seal of office. S Lure bf officer administering oath Printed name of officer administering oath Title of officer administering oath Forms provided by Texas Ethics Commission www.ethics.state.tx.us Version V1.0.277