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Agenda Report - August 18, 2021 C-15
AGENDA ITEM CITY OF LODI COUNCIL COMMUNICATION TM C-/5 AGENDA TITLE: Adopt Resolution Authorizing City Manager to Execute Amendment No. 4 to the Professional Service Agreement with Delta Wireless Inc., of Stockton, and to the Purchase and Replacement of the Ultra High Frequency (UHF) Conventional Multisite Radio Communications System from Motorola Solutions Inc. ($307,500) MEETING DATE: August 18, 2021 PREPARED BY: Information Technology Manager RECOMMENDED ACTION: Adopt resolution authorizing City Manager to execute Amendment No. 4 to the professional services agreement with Delta Wireless, Inc., of Stockton, and to the purchase replacement of the ultra-high frequency (UHF) conventional multisite radio communications system from Motorola Solutions Inc., in an amount not to exceed $307,500. BACKGROUND INFORMATION: The City historically purchases a service contract that provides routine and emergency support for its core radio equipment in the Police, Electric Utility and Fire departments. There is no in-house expertise of the kind necessary to support this equipment. Delta Wireless of Stockton has been the City's support provider for the last 13 years. Staff has been sufficiently pleased with the quality and level of support provided by Delta Wireless during this time. The most recent support contract with Delta Wireless expired on May 31, 2021. Motorola is the manufacturer of the City's radio equipment, which is used by public safety staff to communicate during calls of service and City emergencies, and by Electric Utility staff to dispatch staff to power related incidents within the City. Motorola has informed staff that Delta Wireless is the vendor assigned to our service area. It is in the best interest of the City to continue contracting with Delta Wireless for this service due to Delta Wireless' preferred relationship with Motorola in our region. October 3, 2019, Council approved the purchase and replacement of the Ultra High Frequency Conventional Multisite radio communications system (UHF system) from Motorola with a ten-year software upgrade agreement program (SUA), and four-year professional service agreement with Delta Wireless for said equipment, Resolution 2019-178. There are existing components of the radio network that were not part of the installation of the UHF project and are covered under the support contract that expired May 31, 2021. This amendment is to combine the two support contracts with Delta Wireless to cover the UHF system and remaining equipment under one support and maintenance contract. Support contract for the older components span from June 1, 2021 to May 31, 2022, for a cost of $2,670 a month, annual total of $32,040 before combining with the support contract for the UHF system. On APPROVED: Stephen Schwabauer, City Manager May 31, 2022 the Motorola warranty for the UHF system will expire and the four-year Delta Wireless support contract will start, covering all components and of the UHF system and pre-existing components. The cost of maintenance will increase by $3,060 for new monthly total of $5,730 annual total $68,760, until May 31, 2026. All components of the radio network will then be covered under one contract. Contract Current Annual Current New Annual New Expiration Cost Expiration Cost UHF Warrant — Motorola 5/31/2022 5/31/2021 $32,040.00 Existing Radio Components 5/31/2022 — Delta Wireless UHF System — Delta $36,720 5/31/2026 $68,760.00 5/31/2026 Wireless Staff recommends approving Amendment No. 4 with Delta Wireless, combining two separate Delta Wireless support contracts. Support contract for the older components from June 1, 2021 to May 31, 2022, for a cost of $2,670 a month, annual total of $32,040 before combining with the support contract for the UHF system. On May 31, 2022 the Motorola warranty for the UHF will expire and the four-year Delta Wireless support contract will start, covering all components and of the UHF system and pre-existing components. The cost of maintenance will increase by $3,060 for new monthly total of $5,730, annual total $68,760, until May 31, 2026, not to exceed $307,500. FISCAL IMPACT: Fiscal Year 2021/22 expenses are included in the ado FUNDING AVAILABLE. Budget authority in the Fiscal Year 2021/22 budaet is as follows: Fire 10041000.72450 Police 10031004.72450 Total Fiscal Year 2022 through 2026 FUNDING AVAILABLE: Budget authority in the Fiscal Years 2022-23 through 2025-26 budget is as follows: Fund Fire Police Total !a, max Andrew Keys (Aug 11, 202' 10041000.72450 10031004.72450 Andrew Keys, Deputy City Manager Annual Amount $16,020.00 $16,020.00 $32,040.00 Annual Amount $34,380.00 $34,380.00 $68,760.00 AMENDMENT NO. 4 MOTOROLA SOLUTIONS AND DELTA WIRELESS AGREEMENT TO PURCHASE REPLACEMENT ULTRA HIGH FREQUENCY (UHF) CONVENTIONAL MULTISITE RADIO COMMUNICATIONS SYSTEMS THIS AMENDMENT NO. 4 TO AGREEMENT, is made and entered this day of . 2021, by and between the CITY OF LODI, a municipal corporation (hereinafter "CITY"), and DELTA WIRELESS INC., (hereinafter "CONTRACTOR"). WITNESSETH: 1. WHEREAS, CONTRACTOR and CITY entered into a Communications Systems and Services Agreement and Professional Services Agreement on October 3, 2019, Amendment 1 on May 6, 2020, Amendment 2 on September 4, 2020, Amendment 3 on March 1, 2021 (collectively the "Agreement"), as collectively set forth in Exhibit 1 and made a part hereof; and 2. WHEREAS, CITY requests to amend said Agreement to include the support contract for radio infrastructure in Exhibit 2, attached hereto and made a part hereof, and increase the cost by $32,040 for a total cost not to exceed $307,500; and 3. WHEREAS, CONTRACTOR agrees to said amendments; and 4. WHEREAS, all other terms and conditions of the Agreement remain unchanged. NOW, THEREFORE, the parties agree to amend the Agreement to increase the fees by $32,040 as set forth in Exhibit 2, not to exceed a total of $307,500. All other terms and conditions of the Agreement remain unchanged. IN WITNESS WHEREOF, CITY and CONTRACTOR have executed this Amendment No. 4 on the date and year first above written. CITY OF LODI, a municipal corporation MOTOROLA INC., STEPHEN SCHWABAUER City Manager Attest: JENNIFER CUSMIR City Clerk Approved as to Form: JANICE D. MAGDICH City Attorney NAME: DAVID NAASZ Title: President AMENDMENT NO, 3 MOTOROLA SOLUTIONS AND DELTA WIRELESS AGREEMENT TO PURCHASE REPLACEMENT ULTRA HIGH FREQUENCY (UHF) CONVENTIONAL MULTISITE RADIO COMMUNICATIONS SYSTEMS THIS AMENDMENT NO. 3 TO AGREEMENT, is made and entered this day of , 2021, by and between the CITY OF LODI, a municipal corporation (herein er "CITY"), and DELTA WIRELESS INC., (hereinafter "CONTRACTOR"). WITNESSETH: 1, WHEREAS, CONTRACTOR and CITY entered into a Communications Systems and Services Agreement and Professional Services Agreement on October 3, 2019, Amendment 1 on May 6, 2020, Amendment 2 on September 4, 2020 (collectively the "Agreement"), as collectively set forth in Exhibit 1 and made a part hereof; and 2. WHEREAS, CITY requested to amend said Agreement to include the change order as outlined in Exhibit 2, attached hereto and made a part hereof, and increase the cost by $28,976 for a total cost not to exceed $1,678,678; and 3. WHEREAS, CONTRACTOR agrees to said amendments; and 4. WHEREAS, all other terms and conditions of the Agreement remain unchanged. NOW, THEREFORE, the parties agree to amend the Agreement to increase the fees by $28,976 for a total not to exceed of $1,678,678 as set forth in Exhibit 2. All other terms and conditions of the Agreement remain unchanged. IN WITNESS WHEREOF, CITY and CONTRACTOR have executed this Amendment No. 2 on the date and year first above written. CITY OF LODI, a municipal corporation DELTA WIRELESS, INC. Steve Schwabauer STEPHEN SCHWABAUER City Manager Attest: NNIFER SM R City Clerk Approved as to Form - Janice D. Magdich JANICE D. MAGDICH City Attorney NAME: DAVID NAASZ Title: President 0MOTOROLA SOLUTIONS CHANGE ORDER CO#3 Change Order No. 03 Date: 12/31/20 Project Name: P25 System Upgrade Customer Name: City of Lodi _ Customer Project Mgr: Cheri Lynn Eklund The purpose of this Change Order is to: Change order to extend project completion to 03/31121. City of Lodi needed to do additional work to their network to meet Motorola network requirements and pass Link Testing. Completion date was previously extended in CO # 02 from 10/30/20 to 12/30/20 in order to accommodate Lodi network issues with Motorola provided services on Link Testing and Engineering. Contract # Proposal is contract Contract Date: 09/03/19 In accordance with the terms and conditions of the contract identified above between The City of Lodi and Motorola Solutions, Inc., the following changes are approved: Contract Price Adjustments Original Contract Value: $ 1,201,590 Previous Change Order amounts for Change Order numbers 01 1 through 02 $ 53,431 This Change Order: $ 28,976 Contract Credit Amount (DDR changes) $ 0.00 Reduction in Contract Credit $ 0.00 Revised Contract Credit Amount $ 0.00 New Contract Value: $ 1,283,997 Completion Date Adjustments Original Completion Date: 10/30/20 Current Completion Date prior to this Change Order: 12/30/20 New Completion Date: 03/31/21 Page 1 of 2 0MOrOAOLA SOLUTIONS CHANGE ORDER CO#3 Changes In Equipment: (addlNons, deletions ormodiNcetlons) Schedule Changes: (describe change or M/ Change Completion Date to 3/31/21 Increase contract by $28,976 customer NIA Payment Schedule (describe new paym Payment for chant r this Change Order: !terms ap rP fceDls to ([�changa orde, order due upon Final Acceptance. Unless amended above, all other terms and conditions of the Contract shall remain in full force. If there are any inconsistencies between the provisions of this Change Order and the provisions of the Contract, the provisions of this Change Order will prevail. IN WITNESS WHEREOF the parties have executed this Change Order as of the last date signed below. Motorola, Inc. Customer By: r:�' By: Steve Schwabauer Printed Name: Kent Martin Printed Name; Title: Regional Services Manager Tltle; y'a, At Date: January 4, 2021 Date; Reviewed by: Cheri Lynn Eklund Motorola Project Manager Date: 12/31/20 ATTEST: r er Cusm lty Cleric Approved as to Form: Janice D. Magdich Page 2 of 2 Janice D. Magdich, City Attorney Signature: �79,V1?9 0 4Y" Email: jmagdich@lodi.gov Signature: Sep —1.. . —1A .Tl Email: sschwabauer@lodi.gov AMENDMENT NO.2 MOTOROLA SOLUTIONS AND DELTA WIRELESS AGREEMENT TO PURCHASE REPLACEMENT ULTRA HIGH FREQUENCY (UHF) CONVENTIONAL MUI_TISITE RADIO COMMUNICATIONS SYSTEMS TI -PS AM NDMENT NO. 2 TO AGREEMENT, Is made and entered thle day of 2.020, by and between the CITY OF LODI, a municipal corporal Ian (hereinaft r'r y,4"l and DELTA WIRELESS INC., (hereinafter "CONTRACTOR'), WITNESSETHI 1. WHEREAS, CONTRACTOR and CITY entered Into a Communfcatlons Systema and Servtres Agreement and Professional Services Agreement on October 3, 2010 and Amendment 1 on May 0, 2.020 (collectively the "Agreement"), As get forth In Exhibit 9 and made a part hereof; and 2. WHEREAS, CITY requested to amend sold Agreement to Include the purchase and Installation of equlAment and parlorm services as outilned In Exhibit 2 and Increase the cost by $5721 for a total cost not to exceed $1,649,702; and 3. WHEREAS, CONTRACTOR agrees to sold amendments; and 4. WHEREAS, all other terms and conditions of the Agreement remain unchanged~, NOW, THEREFORE, the parties agree to amend Iiia Agreement to Increase the fees by $5,721 for a total not to exceed of $1,649,702 as set forth In Exhibit 2, All other terms and oonditlons of the Agreement remain unchanged, IN WITNESS WHEREOF, CITY and CONTRACTOR have executed this Amendment No, 2 on the date and year first above written, CITY OF LODI, a municipal corporation Steve Schwabauer 5TEPHEN SCHWABAUER City Manager Attest;,; / f r / r J15NNIFER CUS ,dIty Clerk Approved as to Form; Janice D. Magdich JANICE D. MAODl�H C(ty Attorney } DELTA]d REL -EA INC, 719e; �r , - 'N' s, ' EXHIBIT 1 City of Lodi June 21, 2019 9.1 COMMUNICATIONS SYSTEM AND SERVICES AGREEMENT Communications System and Services Agreement Motorola Solutions, Inc. ("Motorola Solutions") and The City of Lodi ("Customer') enter into this "Agreement," pursuant to which Customer will purchase and Motorola Solutions will sell the System and Services, as described below. Motorola Solutions and Customer may be referred to Individually as a "Party" and collectively as the "Parties." For good and valuable consideration, the Parties agree as follows: Section 1 ATTACHMENTS 1. 1. EXHIBITS. The Exhibits listed below are exhibits related to the System sale and implementation, These Exhibits are incorporated into and made a part of this Agreement. Exhibit A "Motorola Solutions Software License Agreement" Exhibit B "Payment" Exhibit C Technical and Implementation Documents C-1 "System Description" dated June 21, 2019 C-2 "Pricing Summary & Equipment List" dated June 21, 2019 C-3 "Implementation Statement of Work" dated June 21, 2019 Exhibit D "System Acceptance Certificate" 1.2. ADDENDUM (ADDENDA). Customer may elect to purchase professional or subscription services in addition to the System and related services. Any such services will be governed by the terms In the main body of the Agreement and the applicable Addendum containing terms specific to such service, Such Addendums will be labeled with the name of the service being purchased. 1,3 In interpreting this Agreement and resolving any ambiguities: 1) the main body of this Agreement takes precedence over the exhibits and any inconsistency between Exhibits A through D will be resolved In their listed order, and 2) The applicable service Addendum will take precedence over the main body of the Agreement and the Exhibits. Section 2 DEFINITIONS Capitalized terms used in this Agreement have the following meanings: "Acceptance Tests" means those tests described In the Acceptance Test Plan, "Addendum (Addenda)" is the title of the documents) containing a specific set of terms and conditions applicable to a particular service or other offering beyond the communication System and System implementation services. The terms in the Addendum are applicable only to the specific service or offering described therein. "Administrative User Credentials" means an account that has total access over the operating system, flies, end user accounts and passwords at either the System level or box level. Customer's personnel with access to the P25 RF System Upgrade Use or disclosure of this proposal is subject to the restrictions on the cover page, I® Motorola Solutions Confidential Restricted Contractual Documentation 9-1 City of Lodl June 21, 2019 Administrative User Credentials may be referred to as the Administrative User. "Beneficial Use" means when Customer first uses the System or a Subsystem for operational purposes (excluding training or testing). "Confidential Information" means all information consistent with the fulfillment of this Agreement that Is (i) disclosed under this Agreement In oral, written, graphic, machine recognizable, and/or sample form, being clearly designated, labeled or marked as confidential or Its equivalent or (il) obtained by examination, testing or analysis of any hardware, software or any component part thereof provided by discloser to recipient. The nature and existence of this Agreement are considered Confidential Information. Confidential Information that is disclosed orally must be identified as confidential at the time of disclosure and confirmed by the discloser by submitting a written document to the recipient within thirty (30) days after such disclosure. The written document must contain a summary of the Confidential Information disclosed with enough specificity for identification purpose and must be labeled or marked as confidential or its equivalent. "Contract Price" means the price for the System and implementation Services, exclltding applicable sales or similar lazes and freight charges. Further, unless otherwise stated In Exhibit B, "Payment Schedule" or the pricing pages of the proposal, recurring fees for maintenance, SUA, or subscription services are not included in the Contract Price. "Deliverables" means all written information (such as reports, specifications, designs, plans, drawings, analytics, Solution Data, or other technical or business information) that Motorola Solutions prepares for Customer in the performance of the Services and Is obligated to provide to Customer under this Agreement. The Deliverables, if any, are more fully described In the Statement of Work. "Derivative Proprietary Materials" means derivatives of the Proprietary Materials that Motorola Solutions may from time to time, including during the course of providing the Services, develop and/or use and/or to which Motorola Solutions provides Customer access. "Effective Date" means that date upon which the last Party executes this Agreement. "Equipment" means the hardware components of the Solution that Customer purchases from Motorola Solutions under this Agreement, Equipment that is part of the System is described in the Equipment List. "Feedback" means comments or information, in oral or written form, given to Motorola Solutions by Customer in connection with or relating to Equipment or Services, during the term of this Agreement. "Force Majeure" means an event, circumstance, or act that is beyond a Party's reasonable control, such as an act of God, an act of the public enemy, an act of a government entity, strikes, other labor disturbances, supplier performance, hurricanes, earthquakes, fires, floods, epidemics, embargoes, war, riots, or any other similar cause. "Motorola Solutions Software" means software that Motorola Solutions or Its affiliated companies owns. "Non -Motorola Solutions Software" means software that a party other than Motorola Solutions or Its affiliated companies owns. "Open Source Software" (also called "freeware" or "shareware") means software with either freely obtainable source code, license for modification, or permission for free distribution, "Proprietary Materials" means certain software tools and/or other technical materials, including, but not limited to, data, modules, components, designs, utilities, subsets, objects, program listings, models, methodologies, programs, systems, analysis frameworks, leading practices and specifications which Motorola Solutions has developed prior to, or independently from, the provision of the Services and/or which Motorola Solutions licenses from third parties, P25 RF System Upgrade Use or disclosure of this proposal is subject to the restrictions on the cover page ® Motorola Solutions Confidential Restricted Contractual Documentation 9-2 City of Lodi June 21, 2019 "Proprietary Rights" means the patents, patent applications, inventions, copyrights, trade secrets, trademarks, trade names, mask works, know -hovel, and other intellectual property rights in and to the Equipment and Software, including those created or produced by Motorola Solutions under this Agreement and any corrections, bug fixes, enhancements, updates or modifications to or derivative works from the Software whether made by Motorola Solutions or another party. "Services" means system implementation, maintenance, support, subscription, or other professional services provided under this Agreement, which may be further described in the applicable Addendum and/or SOW. "Software" (i) means proprietary software in object code format, and adaptations, translations, de-compliations, disassemblies, emulations, or derivative works of such software; (ii) means any modifications, enhancements, new versions and new releases of the software provided by Motorola Solutions; and (iii) may contain one or more Items of software awned by a third party st.lpplier. The term "Software" does not include any thirst party software provided under separate license or third party software not licensable under the terms of this Agreement. "Software Support Policy" ("SWSP") means the policy set forth at httpltvoA,;,v.motorolasolutlons.com/soft,rdare)olicy describing the specific techrilcal support that will be provided to Customers under the Warranty Period and during any paid maintenance support period for Motorola Solutions Software. This policy may be modified from time to time at Motorola Solutions' discretion. "Solution" means the combination of the System(s) and Services provided by Motorola Solutions under this Agreement, "Solution Data" means Customer data that is transformed, altered, processed, aggregated, correlated or operated on by Motorola Solutions, its vendors or other data sources and data that has been manipulated or retrieved using Motorola Solutions know-how to produce value-added content to data consumers, including customers or citizens which is made available to Customer with the Solution and Services. "Specifications" means the functionality and performance requirements that are described in the Technical and Implementation Documents. "SUA" or "SUA II" means Motorola Solutions' Software Upgrade Agreement program. "Subsystem" means a major part of the System that performs specific functions or operations, Subsystems are described In the Technical and Implementation Documents. "System" means the Equipment, including incidental hardware and materials, Software, and design, Installation and implementation services that are combined together into an Integrated system; the System(s) is (are) described in the Technical and Implementation Documents, "System Acceptance" means the Acceptance Tests have been successfully completed, "System Data" means data created by, in connection with or in relation to Equipment or the performance of Services under this Agreement. "Warranty Period" for System Hardware, Software, or services related to system implementation means one (1) year from the date of System Acceptance or Beneficial Use, whichever occurs first. Unless otherwise stated in the applicable Addendum, Warranty Period for other Services means ninety (90) days from performance of the Service, Section 3 SCOPE OF AGREEMENT AND TERM 3.1. SCOPE OF WORK. Motorola Solutions will provide, install and test the System(s), and perform its other contractual responsibilities to provide the Solution, all in accordance with this Agreement, Customer will perform its contractual responsibilities In accordance with this Agreement. P25 RF System Upgrade Use or disclosure of thls proposal Is subject to the restrictions on the cover page. Motorola Solutions Conf/denflal Restricted Contractual Documentatlon 9-3 City of Lodi June 21. 2019 3.2, CHANGE ORDERS. Either Party may request changes within the general scope of this Agreement, If a requested change causes an increase or decrease In the cost or time required to perform this Agreement, the Parties will agree to an equitable adjustment of the Contract Price or applicable subscription fees, Performance Schedule, or both, and will reflect the adjustment in a change order or Addendum, Neither Party is obligated to perform requested changes unless both Parties execute a written change order. 3.3. TERM. Unless terminated in accordance with other provisions of this Agreement or extended by mutual agreement of the Partles, the term of this Agreement begins on the Effective Date and continues until the date of Final Project Acceptance or expiration of the Warranty Period, whichever occurs last. The term and the effective date of recurring Services will be set forth In the applicable Addendum. 3.4. ADDITIONAL EQUIPMENT OR SOFTWARE. For three (3) years after the expiration date of the Agreement, Customer may order additional Equipment or Software, if it is then available. Each purchase order must refer to this Agreement, the expiration date of the Agreement, and must specify the pricing and delivery terms, The Parties agree that, notwithstanding expiration of the Agreement, the applicable provisions of this Agreement (except for pricIng, delivery, passage of title and risk of loss to Equipment, warranty commencement, and payment terms) will govern the purchase and sale of the additional Equipment or Software. Additional or contrary terms In the purchase order will be Inapplicable, unless signed by both parties. Title and risk of loss to additional Equipment will pass at shipment, warranty will commence upon delivery, and payment is due within thirty (30) days after the invoice date. Motorola Solutions wilt send Customer an Invoice as the additional Equipment Is shipped or Software is licensed. Alternatively, Customer may register with and place orders through Motorola Solutions Online ("MOL"), and thIs Agreement will be the "Underlying Agreement" for those MOL transactions rather than the MOL On -Line Terms and Conditions of Sale. MOL registration and other information may be found at.lips 11PL1 inessosill� gmotgroiaso Lqt ns.corti and the MOL telephone number is (800) 814-0601, 3.5. MOTOROLA SOLUTIONS SOFTWARE, Any Motorola Solutions Software, including subsequent releases, is licensed to Customer solely In accordance with the Motorola Solutions Software License Agreement in Exhibit A ("Software License Agreement"), Customer hereby accepts and agrees to abide by all of the terms and restrictions of the Software License Agreement. 3.6. NON -MOTOROLA SOLUTIONS SOFTWARE. Any Non -Motorola Solutions Software is licensed to Customer in accordance with the standard license, terms, and restrictions of the copyright owner on the Effective Date unless the copyright owner has granted to Motorola Solutions the right to sublicense the Non -Motorola Solutions Software pursuant to the Software License Agreement, in which case it applies and the copyright owner will have all of Licensor's rights and protections under the Software License Agreement, Motorola Solutions makes no representations or warranties of any kind regarding Non -Motorola Solutions Software. Non -Motorola Solutions Software may include Open Source Software. 3.7, SUBSTITUTIONS. At no additional cost to Customer, Motorola Solutions may substitute any Equipment, Software, or services to be provided by Motorola Solutions, if the substitute meets or exceeds the Specifications and is of equivalent or better quality to the Customer. Any substitution will be reflected in a change order. 3.8. OPTIONAL EQUIPMENT OR SOFTWARE. This paragraph applies only if a "Priced Options" exhibit Is shown in Section 1, or If the parties amend this Agreement to add a Priced Options exhibit. During the term of the option as stated in the Priced Options exhiblt (or if no term Is stated, than for one (1) year after the Effective Date), Customer has option to purchase the equipment, software, and related services that are described in the Priced Options exhibit. Customer may exercise this option by giving written notice to Motorola Solutions which must designate what equipment, software, and related services Customer Is selecting (including quantities, if applicable). To the extent they apply, the terms and conditions of this Agreement will govern the transaction; however, the parties acknowledge that certain provisions must be agreed upon, and they agree to negotiate those in good faith promptly after Customer delivers the option exercise notice. Examples of provisions that may need to be negotiated are; specific lists of deliverables, statements of work, acceptance test plans, delivery and implementation schedules, payment terms, maintenance and support provisions, additions to or modifications of the Software License Agreement, hosting terms, and modifications to the acceptance and warranty provisions. P25 RF System Upgrade Use or disclosure of this proposal Is sublecl to the restrictions on the cover page Contractual Documentation 9-4 Motorola Solutions Confidential Restricted City of Lodi June 21, 2019 Section 4 SERVICES 4.1. If Customer desires and Motorola Solutions agrees to continue Services beyond the Term, Customer's issuance and Motorola Solutions' acceptance of a purchase order for Services will serve as an automatic extension of the Agreement for purposes of the continuing Services. Only the terms and conditions applicable to the performance of Services will apply to the extended Agreement. 4.2 MAINTENANCE, SUPPORT, AND SUA SERVICES. During the Warranty Period, in addition to warranty services, Motorola Solutions will provide maintenance Services for the Equipment and support for the Motorola Solutions Software pursuant to the Statement of Work set forth in the Maintenance and Support Addendum. Support for the Motorola Solutions Software will be in accordance with Motorola Solutions' established Software Support Policy. Copies of the SwSP can be found at Iittj�..ylAMW: m otarolasolutioiLs, GrCIJC}f a and W I I be sent by mail, email or fax to Customer Upon written request. Malntenance Services and support during the Warranty Perlod are Included in the Contract Price. If Customer wishes to purchase 1) additional maintenance or software support services during the Warranty Perlod; or 2) continue or expand maintenance, software support, installation, and/or SUA services after the Warranty Period, Motorola Solutions will provide the description of and pricing for such services in a separate proposal document. Unless otherwise agreed by the Parties in writing, the terms and conditions in this Agreement applicable to the maintenance, support, installation, and/or SUA Services, will be included in the Maintenance and Support Addendum, SUA Addendum, the applicable Statements of Work, and the proposal. These collective terms will govern the provision of such Services. To obtain any such additional Services, Customer will Issue a purchase order referring to this Agreement and the separate proposal document. Omission of reference to this Agreement in Customer's purchase order will not affect the applicability of this Agreement. Motorola Solutions' proposal may Include a cover page entitled "Service Agreement" or "Installation Agreement", as aopiicable, and other attachments. These cover pages and other attachments are Incorporated into tills Agreement by this reference. 4.3_ PROFESSIONAL_ AND SUBSCRIPTION SERVICES, If Customer purchases professional or subscription Services as part of the Solution, additional or different terms specific to such Service will be included In the applicable Addendum and will apply to those Services. Custorner may purchase additional professional or Subscription services by issuing a l)l.rrchase order referencing this Agreement and Motorola Solutions' proposal for such additional services, 4.4. Any Information In the form of specificatlons, drawings, reprints, technical information or otherwise furnished to Customer In providing Services under this Agreement or Motorola Solutions data viewed or accessed by Customer will remain Motorola Solutions' property and will be deemed Confidential Information. This Confidential Information will be promptly returned at Motorola Solutions' request. 4,5. TOOLS. All tools, equipment, dies, gauges, models, drawings or other materials paid for or furnished by Motorola Solutions for the purpose of providing Services under this Agreement will be and remain the sole property of Motorola Solutions. Customer will safeguard all such property while It is in Customer's custody or control, be liable for any lass or damage to such property, and return It to Motorola Solutions upon request. Such property will be held by Customer for Motorola Solutlons' use without charge and may be removed from Customer's premises by Motorola Solutions at any time without restriction. Upon termination of the Agreement for any reason, Customer shall return to Motorola Solutions all equipment delivered to Customer. 4.6. COVENANT NOT TO EMPLOY. During the term of this Agreement and continuing for a period of two (2) years thereafter, Customer will not hire, engage on contract, solicit the employment of, or recommend employment to any third party of any employee of Motorola Solutions or its subcontractors without the prior written authorization of Motorola Solutions. This provision applies only to those employees of Motorola Solutions or its subcontractors who are responsible for rendering Services under this Agreement. If this provision is found to be overly broad under appllcable law, it will be modified as necessary to conform to applicable law, 4.7, CUSTOMER OBLIGATIONS. If the applicable Statement of Work or Addendum contains assumptions that affect the Services or Deliverables, Customer will verify that they are accurate and complete. Any Information P25 RF System Upgrade Use or disclosure of this proposal is subject to the restrictions an the cover page. Motorola Solutions Confidential Restricted Contractual Documentation 9.5 City of Lodi June 21, 2019 that Customer provides to Motorola Solutions concerning the Services or Deliverables will be accurate and complete in all material respects, Customer will make timely decisions and obtain any required management approvals that are reasonably necessary for Motorola Solutions to perform the Services and its other duties under this Agreement. Unless the Statement of Work states the contrary, Motorola Solutions may rely upon and is not required to evaluate, confirm, reject, modify, or provide advice concerning any assumptions and Customer - provided information, decisions and approvals described in this section. 4,8. ASSUMPTIONS, If any assumptions or conditions contained in this Agreement, applicable Addenda or Statements of Work prove to be incorrect or If Customer's obligations are not performed, Motorola Solutions' ability to perform under this Agreement may be impacted and changes to the Contract Price, subscription fees, project schedule, Deliverables, or other changes may be necessary. 4.9. NON -PRECLUSION, If, as a result of the Services performed under this Agreement, Motorola Solutions recommends that Customer purchase products or other services, nothing in this Agreement precludes Motorola Solutions from participating in a future competitive bidding process or otherwise offering or selling the recommended products or other services to Customer. Customer represents that this paragraph does not violate its procurement or other laws, regulations, or policies. 4,10. PROPRIETARY MATERIALS. Customer acknowledges that Motorola Solutions may use and/or provide Customer with access to Proprietary Materials and Derivative Proprietary Materials, The Proprietary Materials and the Derivative Proprietary Materials are the sole and exclusive property of Motorola Solutions and Motorola Solutions retains all right, title and interest In and to the Proprietary Materials and Derivative Proprietary Materials. 4.11. ADDITIONAL SERVICES, Any services performed by Motorola Solutions outside the scope of this Agreement at the direction of Customer will be considered to be additional Services which are subject to additional charges. Any agreement to perform additional Services will be reflected in a written and executed change order, Addendum or amendment to this Agreement, Section 5 PERFORMANCE SCHEDULE The Parties will perform their respective responsibilities in accordance with the Performance Schedule. By executing this Agreement, Customer authorizes Motorola Solutions to proceed with contract performance. Section 6 CONTRACT PRICE, PAYMENT AND INVOICING 61. Customer affirms that a purchase order or notice to proceed is not required for contract performance or for subsequent years of service, if any, and that Customer will appropriate funds according to the Payment Schedule. The Customer will pay all invoices as received from Motorola Solutions and any changes in scope will be subject to the change order process as described in this Agreement. At the time of execution of this Agreement, the Customer will provide all necessary reference information to include on invoices for payment In accordance with this Agreement. 6,2, CONTRACT PRICE, The Contract Price In U.S. dollars is 511901,o . If applicable, a pricing summary Is included with the Payment schedule in Exhibl B. Motorola Solutlons has priced the Services, Software, and Equipment as an integrated System, A reduction in Software or Equipment quantities, or Services, may affect the overall Contract Price, including discounts if applicable, Fees for professional, SUA, and/or subscription services which are not included in the Contract Price may be listed in Exhibit B, the pricing pages of the proposal, or the applicable Addendum. 6.3. INVOICING AND PAYMENT. Motorola Solutions will submit invoices to Customer according to the Payment schedule in Exhibit B. Except for a payment that is due on the Effective Date, Customer will make payments to Motorola Solutions within thirty (30) days after the date of each invoice. Customer will make payments when due in the form of a wire transfer, check, or cashier's check from a U.S. financial institution. Overdue invoices will bear simple interest at the maximum allowable rate. For reference, the Federal Tax Identification Number for Motorola Solutions is 36-1115800. P25 RF System Upgrade Use or disclosure of this proposal is subject to the restrictions on the cover page. ® Motorola Solutions Confidential Restricted Contractual Documentation 9-6 City of Lodi ,lune 21, 2019 6.4, FREIGHT, TITLE, AND RISK OF LOSS. Motorola Solutions will pre -pay and add all freight charges to the Invoices. Title and risk of loss to the Equipment will pass to Customer upon shipment. Title to Software will not pass to Customer at any time. Motorola Solutions will pack and ship all Equipment in accordance with good commercial practices. 6,5. INVOICING AND SHIPPING ADDRESSES, Invoices will be sent to the Customer at the following address, t� ��►�, lrf, f�nJ �� te�i,l�f'�: Name' Address . 1 t I' �1 S'7- YO. Phone: The address which, is th ultiTgte desllnatlon where he EcItlipment will be delivered to Customer Is: Name: ► Tib t? �a ,�s:i� C - :nJ ► Ktwt.►n7 �4vC't•{ ��; Address. ,�Z 1 a. r M1 1 r} pk `- .S r';V The Equipment will be„shipped o the Custon}}Vr at the following alctress (insert if this information is known); Name. l C +1 ( I.Of. r ��.s l3Cnl i 14 em✓V is 4i Iv C19. Address. ?. 1 �.v 1•_, i f73L17 c+I'll Phone'. Customer may change this information by giving written notice to Motorola Solutions Section 7 SITES AND SITE CONDITIONS 7.1. ACCESS TO SITES. In addition to its responsibilities described elsewhere in this Agreement, Customer will provide a designated project manager; all necessary construction and building permits, zoning variances, licenses, and any other approvals that are necessary to develop or use the sites and mounting locations; and access to the worksltes or vehicles identified in the Technical and Implementation Documents as reasonably requested by Motorola Solutions so that it may perform its duties in accordance with the Performance Schedule and Statement of Work. If the Statement of Work so indicates, Motorola Solutions may assist Customer in the local building permit process. 7,2, SITE CONDITIONS, Customer will ensure that all work sites it provides will be safe, secure, and in compliance with all applicable industry and OSHA standards, To the extent applicable and unless the Statement of Work states to the contrary, Customer will ensure that these work sites have adequate: physical space; air conditioning and other environmental conditions; adequate and appropriate electrical power outlets, distribution, equipment and connections; and adequate telephone or other communication lines (including modem access and adequate interfacing networking capabilities), all for the Installation, use and maintenance of the System. Before installing the Equipment or Software at a work site, Motorola Solutions may inspect the work site and advise Customer of any apparent deficiencies or non -conformities with the requirements of this Section. This Agreement is predicated upon normal soil conditions as defined by the version of E.I.A. standard RS -222 in effect on the Effective Date. 7.3. SITE ISSUES, If a Party determines that the sites identified in the Technical and Implementation Documents are no longer available or desired, or If subsurface, structural, adverse environmental or latent conditions at any site differ from those indicated in the Technical and Implementation Documents, the Parties will promptly investigate the conditions and will select replacement sites or adjust the installation plans and specifications as necessary. If change In sites or adjustment to the Installation plans and specifications causes a change In the cost or time to perform, the Parties will equitably amend the Contract Price, Performance Schedule, or both, by a change order. Section 8 TRAINING P25 RF System Upgrade 0 Motorola Solutions Confidential Restricted Use or disclosure of thla proposal Is subject to the restrictions on the cover page. Contractual Documentation 9-7 City of Lodi June 21, 2019 Any training to be provided by Motorola Solutions to Customer will be described in the applicable Statement of Work. Customer will notify Motorola Solutions immediately if a date change for a scheduled training program is required. If Motorola Solutions incurs additional costs because Custamel, reschedules a training program less than thirty (30) days before its scheduled start date, Motorola Solutions may recover these additional costs. Section 9 SYSTEM ACCEPTANCE 9.1. COMMENCEMENT OF ACCEPTANCE TESTING. Motorola Solutions will provide to Customer at least ten (10) days notice before the Acceptance Tests commence. System testing will occur only in accordance with the Acceptance Test Plan. 9.2. SYSTEM ACCEPTANCE. System Acceptance will occur upon successful completion of the Acceptance Tests. Upon System Acceptance, the Parties will memorialize this event by promptly executing a System Acceptance Certificate. If the Acceptance Test Plan includes separate tests for individual Subsystems or phases of the System, acceptance of the individual Subsystem or phase will occur upon the successful completion of the Acceptance Tests for the Subsystem or phase, and the Parties will promptly execute an acceptance certificate for the Subsystem or phase. If Customer believes the System has failed the completed Acceptance Tests, Customer will provide to Motorola Solutions a written notice that includes the specific details of the failure, If Customer does not provide to Motorola Solutions a failure notice within thirty (30) days after completion of the Acceptance Tests, System Acceptance will be deemed to have occurred as of the completion of the Acceptance Tests. Minor omissions or variances In the System that do not materially Impair the operation of the System as a whole will not postpone System Acceptance or Subsystem acceptance, but will be corrected according to a mutually agreed schedule. 9.3. BENEFICIAL USE. Customer acknowledges that Motorola Solutions' ability to perform its Implementation and testing responsibilities may be impeded If Customer begins using the System before System Acceptance. Therefore, Customer will not commence Beneficial Use before System Acceptance without Motorola Solutions' prior written authorization, which will not be unreasonably withheld, Motorola Solutions is not responsible for System performance deficiencies that occur during unauthorized Beneficial Use. Upon commencement of Beneficial Use, Customer assumes responsibility for the use and operation of the System. 9.4. FINAL PROJECT ACCEPTANCE. Final Project Acceptance will occur after System Acceptance when all deliverables and other work have been completed. When Final Project Acceptance occurs, the parties will promptly memorialize this final event by so indicating on the System Acceptance Certificate. Section 10 REPRESENTATIONS AND WARRANTIES 10.1. SYSTEM FUNCTIONALITY. Motorola Solutions represents that the System will perform in accordance with the Specifications in all material respects. Upon System Acceptance or Beneficial Use, whichever occurs first, this System functionality representation is fulfilled. Motorola Solutions is not responsible for System performance deficiencies that are caused by ancillary equipment not furnished by Motorola Solutions which is attached to or used in connection with the System or for reasons or parties beyond Motorola Solutions' control, such as natural causes; the construction of a building that adversely affects the microwave path reliability or radio frequency (RF) coverage; the addition of frequencies at System sites that cause RF interference or intermodulation; or Customer changes to load usage or configuration outside the Specifications, 10.2, EQUIPMENT WARRANTY. During the Warranty Period, Motorola Solutions warrants that the Equipment under normal use and service will be free from material defects in materials and workmanship. If System Acceptance is delayed beyond six (6) months after shipment of the Equipment by events or causes beyond Motorola Solutions' control, this warranty expires eighteen (18) months after the shipment of the Equipment, 10.3. SOFTWARE WARRANTY. Except as described in the SwSP and unless otherwise stated in the Software License Agreement, during the Warranty Period, Motorola Solutions warrants the Software in accordance with the warranty terms set forth in the Software License Agreement and the provisions of this Section that are applicable to the Software. If System Acceptance is delayed beyond six (6) months after P25 RF System Upgrade Use or disclosure of this proposal is subject to the restrictions on the cover page. (� Motorola Solutions Confidential Restricted Contractual Documentation 9-8 City of Lodi June 21, 2019 shipment of the Motorola Solutions Software by events or causes beyond Motorola Solutions' control, this warranty expires eighteen (18) months after the shipment of the Motorola Solutions Software. Nothing In this Warranty provision Is Intended to conflict or modify the Software Support Policy. In the event of an ambiguity or conflict between the Software Warranty and Software Support Policy, the Software Support Policy governs. TO THE EXTENT, IF ANY, THAT THERE IS A SEPARATE LICENSE AGREEMENT PACKAGED WITH, OR PROVIDED ELECTRONICALLY WITH, A PARTICULAR PRODUCT THAT BECOMES EFFECTIVE ON AN ACT OF ACCEPTANCE BY THE END USER, THEN THAT AGREEMENT SUPERSEDES THE SOFTWARE LICENSE AGREEMENT AS TO THE END USER OF EACH SUCH PRODUCT. 10.4. EXCLUSIONS TO EQUIPMENT AND SOFTWARE WARRANTIES, These warranties do not apply to: (i) defects or damage resulting from: use of the Equipment or Software in other than its normal, customary, and authorized manner; accident, liquids, neglect, or acts of God; testing, maintenance, disassembly, repair, installation, alteration, modification, or adjustment not provided or authorized in writing by Motorola Solutions; Customer's failure to comply with all applicable industry and OSHA standards; (ii) breakage of or damage to antennas unless caused directly by defects in material or workmanship; (iii) Equipment that has had the serial number removed or made illegible; (iv) batteries (because they carry their own separate limited warranty) or consumables; (v) freight costs to ship Equipment to the repair depot; (vl) scratches or other cosmetic damage to Equipment surfaces that does not affect the operation of the Equipment; and (vii) normal or customary wear and tear, 10.5. SERVICE WARRANTY. During the Warranty Period, Motorola Solutions warrants that the Services will be provided in a good and workmanlike manner and will conform in all material respects to the applicable Statement of Work, Services 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. Customer acknowledges that the Deliverables may contain recommendations, suggestions or advice from Motorola Solutions to Customer (collectively, "recommendations"). Motorola Solutions makes no warranties concerning those recommendations, and Customer alone accepts responsibility for choosing whether and how to implement the recommendations and the results to be realized from implementing them, 10,6, WARRANTY CLAIMS. To assert a warranty claim, Customer must notify Motorola Solutions in writing of the claim before the expiration of the Warranty Period. Upon receipt of this notice, Motorola Solutions will Investigate the warranty claim. If this investigation confirms a valid Equipment or Software warranty claim, Motorola Solutions will (at its option and at no additional charge to Customer) repair the defective Equipment or Motorola Solutions Software, replace it with the same or equivalent product, or refund the price of the defective Equipment or Motorola Solutions Software. These actions will be the full extent of Motorola Solutions' liability for the warranty claim. In the event of a valid Services warranty claim, Customer's sole remedy is to require Motorola Solutions to re -perform the non -conforming Service or to refund, on a pro -rata basis, the fees paid for the non- conforming Service. If this investigation Indicates the warranty claim is not valid, then Motorola Solutions may invoice Customer for responding to the claim on a time and materials basis using Motorola Solutions' then current labor rates. Repaired or replaced product is warranted for the balance of the original applicable warranty period, All replaced products or parts will become the property of Motorola Solutions. 10.7. ORIGINAL END USER IS COVERED. These express limited warranties are extended by Motorola Solutions to the original user purchasing the System or Services for commercial, industrial, or governmental use only, and are not assignable or transferable. 10,8, DISCLAIMER OF OTHER WARRANTIES. THESE WARRANTIES ARE THE COMPLETE WARRANTIES FOR THE EQUIPMENT AND MOTOROLA SOLUTIONS SOFTWARE PROVIDED UNDER THIS AGREEMENT AND ARE GIVEN IN LIEU OF ALL OTHER WARRANTIES. MOTOROLA SOLUTIONS DISCLAIMS ALL OTHER WARRANTIES OR CONDITIONS, EXPRESS OR IMPLIED, INCLUDING THE IMPLIED WARRANTIES OF MERCHANTABILITY, NON -INFRINGEMENT, AND FITNESS FOR A PARTICULAR PURPOSE, Section 11 DELAYS P25 RF System Upgrade Use or disclosure of this proposal Is subject to the restrlcllons on the cover page O�� Motorola Solutions Confidential Restricted Contractual Documentation 9-9 City of Lodi June 21, 2019 11,1. FORCE MAJEURE. Neither Party will be liable for its non-performance or delayed performance if caused by a Force Majeure, A Party that becomes aware of a Force Majeure that will significantly delay performance will notify the other Party promptly (I)ut in no event later than fifteen days) after it discovers the Force Majeure. if a Force Majeure occurs, the Parties will execute a change order to extend the Performance Schedule or applicable Addenda for a time period that is reasonable under the circumstances. 11.2. PERFORMANCE SCHEDULE DELAYS CAUSED BY CUSTOMER. If Customer (including its other contractors) delays the Performance Schedule, it will make the promised payments according to the Payment Schedule as if no delay occurred; and the Parties will execute a change order to extend the Performance Schedule and, if requested, compensate Motorola Solutions for all reasonable charges incurred because of the delay. Delay charges may include costs incurred by Motorola Solutions or its SUbcontractofs for additional freight, warehousing and handling of Equipment; extension of the warranties; travel; suspending and re-moblllzing the work; additional engineering, project management, and standby lune calculated at then current rates; and preparing and Implementing an alternative implementation plan. Section 12 DISPUTES The Parties will use the following procedure to address any dispute arising under this Agreement (a "Dispute"). 12.1. GOVERNING LAW, This Agreement will be governed by and construed in accordance with the laws of the State in which the System is Installed. 12,2. NEGOTIATION, Either Party may initiate the Dispute resolution procedures by sending a notice of Dispute ('Notice of Dispute"). The Parties will attempt to resolve the Dispute promptly through good faith negotiations including 1) timely escalation of the Dispute to executives who have authority to settle the Dispute and who are at a higher level of management than the persons with direct responsibility for the matter and 2) direct communication between the executives. If the Dispute has not been resolved within ten (10) days from the Notice of Dispute, the Parties will proceed to mediation. 12.3. MEDIATION, The Parties will choose an independent mediator within thirty (30) days of a notice to mediate from either Party ("Notice of Mediation"). Neither Party may unreasonably withhold consent to the selection of a mediator. If the Parties are unable to agree upon a mediator, either Party may request that American Arbitration Association nominate a mediator. Each Party will bear its own costs of mediation, but the Parties will share the cost of the mediator equally. Each Party will participate In the mediation in good faith and will be represented at the mediation by a business executive with authority to settle the Dispute. 12.4, LITIGATION, VENUE and JURISDICTION, If a Dispute remains unresolved for sixty (60) days after receipt of the Notice of Mediation, either Party may then submit the Dispute to a court of competent jurisdiction In the state in which the System Is installed, Each Party Irrevocably agrees to submit to the exclusive jurisdiction of the courts in such state over any claim or matter arising under or In connection with this Agreement. 12.5. CONFIDENTIALITY. All communications pursuant to subsections 12.2 and 12,3 will be treated as compromise and settlement negotiations for purposes of applicable rules of evidence and any additional confidentiality protections provided by applicable law. The use of these Dispute resolution procedures will not be construed under the doctrines of laches, waiver or estoppel to affect adversely the rights of either Party. Section 13 DEFAULT AND TERMINATION 13.1. DEFAULT BY A PARTY. If either Party falls to perform a material obligation under this Agreement, the other Party may consider the non-performing Party to be in default (unless a Force Majeure causes the failure) and may assert a default claim by giving the non-performing Party a written and detailed notice of default, Except for a default by Customer for falling to pay any amount when due under this Agreement which must be cured immediately, the defaulting Party will have thirty (30) days after receipt of the notice of defaull to either cure the default or, if the default Is not curable within thirty (30) days, provide a written cure plan. 'I no defaulting Party will begin Implementing the cure plan Immediately after receipt of notice by the other Party that it approves the plan. P25 RF System Upgrade Use or dlscloaure of this proposal is subject to the restrictions on the cover page Motorola Solutions Confidential Restrlcfed Contractual Documentation 9-10 City of Lodi June 21, 2019 If Customer is the defaulting Party, Motorola Solutions may stop work on the project until it approves the Customer's cure plan. 13.2. FAILURE TO CURE. If a defaulting Party fails to cure the default as provided above In Section 13.1, unless otherwise agreed In writing, the non-defaulling Party may terminate any unfulfilled portion of this Agreement. In the event of termiriatton for default, the; defaulting Party will promptly return to the non -defaulting Party any of Its Confidential Information. If Customer is the non-defaul#Ing Party, terminates this Agreement as permitted by this Section, and completes the System through a third Party, Customer may as its exclusive remedy recover from Motorola Solutions reasonable costs incurred to complete the System to a capability not exceeding that specified in this Agreement less the unpaid portion of the Contract Price, Customer will mitigate damages and provide Motorola Solutions with detailed invoices substantiating the charges, In the event Customer elects to terminate this Agreement for any reason other than default, Customer shall pay Motorola Solutions for the conforming Equipment and/or Software delivered and all services performed. Section 14 INDEMNIFICATION 14.1. GENERAL INDEMNITY BY Motorola Solutions. Motorola Solutions will indemnify and hold Customer harmless from any and all liability, expense, judgment, suit, cause of action, or demand for personal Injury, death, or direct damage to tangible property which may accrue against Customer to the extent it is caused by the negligence of Motorola Solutions, its subcontractors, or their employees or agents, while performing their duties under this Agreement, if Customer gives Motorola Solutions prompt, written notice of any claim or suit. Customer will cooperate with Motorola Solutions in its defense or settlement of the claim or suit. This Section sets forth the full extent of Motorola Solutions' general indemnification of Customer from liabilities that are in any way related to Motorola Solutions' performance under this Agreement. Notwithstanding, this obligation does not apply if Motorola Solutions is entitled to immunity under the NG911 Act of 2012. 14.2. GENERAL INDEMNITY BY CUSTOMER. Customer will indemnify and hold Motorola Solutions harmless from any and all liability, expense, judgment, suit, cause of action, or demand for personal Injury, death, or direct damage to tangible properly which may accrue against Motorola Solutions to the extent it is caused by the negligence of Customer, its other contractors, or their employees or agents, while performing their duties under this Agreement, if Motorola Solutions gives Customer prompt, written notice of any the claim or suit. Motorola Solutions will cooperate with Customer in its defense or settlement of the claim or suit. This Section sets forth the full extent of Customer's general indemnification of Motorola Solutions from liabilities that are in any way related to Customer's performance under this Agreement, 14.3, PATENT AND COPYRIGHT INFRINGEMENT 14.3.1, Motorola Solutions will defend at Its expense any suit brought against Customer to the extent it is based on a third -party claim alleging that the Equipment manufactured by Motorola Solutions or the Motorola Solutions Software ("Motorola Solutions Product") directly infringes a United States patent or copyright ("Infringement Claim"), Motorola Solutions' duties to defend and indemnify are conditioned upon: Customer promptly notifying Motorola Solutions in writing of the Infringement Claim; Motorola Solutions having sole control of the defense of the suit and all negotiations for Its settlement or compromise; and Customer providing to Motorola Solutions cooperation and, If requested by Motorola Solutions, reasonable assistance in the defense of the Infringement Claim. In addition to Motorola Solutions' obligation to defend, and subject to the same conditions, Motorola Solutions will pay all damages finally awarded against Customer by a court of competent jurisdiction for an Infringement Claim or agreed to, in writing, by Motorola Solutions in settlement of an Infringement Claim, 14,3.2 If an Infringement Claim occurs, or in Motorola Solutions' opinion is likely to occur, Motorola Solutions may at its option and expense: (a) procure for Customer the right to continue using the Motorola Solutions Product; (b) replace or modify the Motorola Solutions Product so that It becomes non -infringing while providing functionally equivalent performance; or (c) accept the return of the Motorola Solutions Product and grant Customer a credit for the Motorola Solutions Product, less a reasonable charge for depreciation. The depreciation amount will be calculated based upon generally accepted accounting standards. P25 RF System Upgrade Use or disclosure of this proposal is subject to the rostrictions on the cover page �r� Motorola Solutions Confidential Restricted Contractual Documentation 941 City of Lodi June 21, 2019 14.3.3 Motorola Solutions will have no duty to defend or indemnify for any Infringement Claim that is based upon: (a) the combination of the Motorola Solutions Product with any software, apparatus or device not furnished by Motorola Solutions; (b) the use of ancillary equipment or software not furnished by Motorola Solutions and that Is attached to or used in connection with the Motorola Solutions Product; (c) Motorola Solutions Product designed or manufactured in accordance with Customer's designs, specifications, guidelines or instructions, if the alleged infringement would not have occurred without such designs, specifications, guidelines or instructions; (d) a modification of the Motorola Solutions Product by a party other than Motorola Solutions; (e) use of the Motorola Solutions Product in a manner for which the Motorola Solutions Product was not designed or that is inconsistent with the terms of this Agreement; or (f) the failure by Customer to install an enhancement release to the Motorola Solutions Software that is intended to correct the claimed Infringement. In no event will Motorola Solutions' liability resulting from its indemnity obligation to Customer extend In any way to royalties payable on a per use basis or the Customer's revenues, or any royalty basis other than a reasonable royalty based upon revenue derived by Motorola Solutions from Customer from sales or license of the infringing Motorola Solutions Product. 14.3.4. This Section 14 provides Customer's sole and exclusive remedies and Motorola Solutions' entire liability in the event of an Infringement Claim. Customer has no right to recover and Motorola Solutions has no obligation to provide any other or further remedies, whether under another provision of this Agreement or any other legal theory or principle, in connection with an Infringement Claim. In addition, the rights and remedies provided in this Section 14 are subject to and limited by the restrictions set forth in Section 15. Section 15 LIMITATION OF LIABILITY Except for personal injury or death, Motorola Solutions' total liability, whether for breach of contract, warranty, negligence, strict liability in tort, Indemnification, or otherwise, will be limited to the direct damages recoverable under law, but not to exceed the price of the Equipment, Software, or implementation Services with respect to which losses or damages are claimed. With respect to all non -implementation Services and unless as otherwise provided under the applicable Addenda, Motorola Solutions' total liability will be limited to the direct damages recoverable under law, but not to exceed the price of twelve (12) months of Services preceding the incident giving rise to the claim, ALTHOUGH THE PARTIES ACKNOWLEDGE THE POSSIBILITY OF SUCH LOSSES OR DAMAGES, THEY AGREE THAT MOTOROLA SOLUTIONS WILL NOT BE LIABLE FOR ANY COMMERCIAL LOSS, INCONVENIENCE, LOSS OF USE, LOSS TIME, DATA, GOODWILL, REVENUES, PROFITS OR SAVINGS; OR OTHER SPECIAL, INCIDENTAL, INDIRECT, OR CONSEQUENTIAL DAMAGES IN ANY WAY RELATED TO OR ARISING FROM THIS AGREEMENT, THE SALE OR USE OF THE EQUIPMENT OR SOFTWARE, OR THE PERFORMANCE OF SERVICES BY Motorola Solutions PURSUANT TO THIS AGREEMENT. This limitation of liability provision survives the expiration or termination of the Agreement and applies notwithstanding any contrary provision. No action for contract breach or otherwise relating to the transactions contemplated by this Agreement may be brought more than one (1) year after the accrual of the cause of action, except for money due upon an open account. Section 16 CONFIDENTIALITY AND PROPRIETARY RIGHTS 16.1. CONFIDENTIAL INFORMATION 16.1.1. Each party is a disclosing party ("Discloser") and a receiving party ("Recipient") under this Agreement. All Dellverables will be deemed to be Motorola Solutions' Confidential Information. During the term of this Agreement and for a period of three (3) years from the expiration or termination of this Agreement, Recipient will (i) not disclose Confidential Information to any third party; (ii) restrict disclosure of Confidential Information to only those employees (Including, but not limited to, employees of any wholly owned subsidiary, a parent company, any other wholly owned subsidiaries of the same parent company), agents or consultants who must be directly involved with the Confidential Information for the purpose and who are bound by confidentiality terms substantially similar to those in this Agreement; (iii) not copy, reproduce, reverse engineer, de -compile or disassemble any Confidential Information; (iv) use the same degree of care as for its own information of like importance, but at least use reasonable care, In safeguarding against disclosure of Confidential Information; (v) promptly notify Discloser upon discovery of any unauthorized use or disclosure of the Confidential Information and take reasonable steps to regain possession of the Confidential Information and prevent further unauthorized actions or P25 RF System Upgrade Use or disclosure of this proposal Is subject to the restrictions on the cover page. 4 Motorola Solutions Confidential Restricted Contractual Documentation 9-12 City or Lodi June 21, 2019 other breach of this Agreement; and (vi) only use the Confidential Information as needed to fulfill this Agreement. 16,1,2, Recipient is not obligated to maintain as confidential, Confidential Information that Recipient can demonstrate by documentation (i) is now available or becomes available to the public without breach of this agreement; (ii) is explicitly approved for release by written authorization of Discloser; (ill) Is lawfully obtained from a third party or parties without a duty of confidentiality; (iv) Is known to the Recipient prior to such disclosure; or (v) is independently developed by Recipient without the use of any of Discloser's Confidential Information or any breach of this Agreement. 16.1,3, All Confidential Information remains the property of the Discloser and will not be copied or reproduced without the express written permission of the Discloser, except for copies that are absolutely necessary In order to fulfill this Agreement. Within ten (10) days of receipt of Discloser's written request, Recipient will return all Confidential Information to Discloser along with all copies and portions thereof, or certify in writing that all such Confidential Information has been destroyed. However, Recipient may retain one (1) archival copy of the Confidential Information that it may use only in case of a dispute concerning this Agreement. No license, express or Implied, in the Confidential Information Is granted other than to use the Confidential Information in the manner and to the extent authorized by this Agreement. The Discloser warrants that it is authorized to disclose any Confidential Information it discloses pursuant to this Agreement, 16.2. PRESERVATION OF MOTOROLA SOLUTIONS' PROPRIETARY RIGHTS. Motorola Solutions, the third party manufacturer of any Equipment, and the copyright owner of any Non -Motorola Solutions Software own and retain all of their respective Proprietary Rights in the Equipment and Software, and nothing in this Agreement Is intended to restrict their Proprietary Rights, All intellectual property developed, originated, or prepared by Motorola Solutions In connection with providing to Customer the Equipment, Software, or related services remain vested exclusively in Motorola Solutions, and this Agreement does not grant to Customer any shared development rights of intellectual property, Except as explicitly provided in the Software License Agreement, Motorola Solutions does not grant to Customer, either directly or by implication, estoppel, or otherwise, any right, title or interest in Motorola Solutions' Proprietary Rights, Customer will not modify, disassemble, peel components, decomplle, otherwise reverse engineer or attempt to reverse engineer, derive source code or create derivative works from, adapt, translate, merge with other software, reproduce, distribute, sublicense, sell or export the Software, or permit or encourage any third party to do so, The preceding sentence does not apply to Open Source Software which is governed by the standard license of the copyright owner. 16.3 VOLUNTARY DISCLOSURE. Except as required to fulfill its obligations under this Agreement, Motorola Solutions will have no obligation to provide Customer with access to its Confidential Information and/or proprietary information. Under no circumstances will Motorola Solutions be required to provide any data related to cost and pricing. 16,4 DATA AND FEEDBACK 16.4,1 To the extent permitted by law, Customer owns all right, title and interest in System Data created solely by it or its agents (hereafter, "Customer Data""), and grants to Motorola Solutions the right to use, host, cache, store, reproduce, copy, modify, combine, analyze, create derivatives from, communicate, transmit, publish, display, and distribute such Customer Data, 16.4.2 Motorola Solutions owns all right, title and interest in data resulting from System Data that is or has been transformed, altered, processed, aggregated, correlated or operated on (hereafter, "Derivative Data"), 16.4,3 Any Feedback given by Customer is and will be entirely voluntary and, even if designated as confidential, will not create any confidentiality obligation for Motorola Solutions, Motorola Solutions will be free to use, reproduce, license or otherwise distribute and exploit the Feedback without any obligation to Customer. Customer acknowledges that Motorola Solutions' receipt of the Feedback does not imply or create recognition by Motorola Solutions of either the novelty or originality of any idea, The parties further agree that all fixes, modifications and P25 RF System Upgrade Use or disclosure of this proposal is subject to the restrlclions on the cover page. r Motorola Solutions Confidential Restricted Contractual Documentation 9-13 City of Lodi June 21, 2019 improvements made to Motorola Solutions products or services conceived of or made by Motorola Solutions that are based, either in whole or in part, on the Feedback are the exclusive property of Motorola Solutions and all right, title and interest in and to such fixes, modifications or improvements to the Motorola Solutions product or service will vest solely in Motorola Solutions, Section 17 GENERAL 17.1. TAXES. The Contract Price does not include any excise, sales, lease, use, property, or other taxes, assessments or duties, all of which will be paid by Customer except as exempt by law. If Motorola Solutions is required to pay any of these taxes, Motorola Solutions will send an invoice to Customer and Customer will pay to Motorola Solutions the amount of the taxes (including any interest and penalties) within thirty (30) days after the date of the invoice. Customer will be solely responsible for reporting the Equipment for personal property tax purposes, and Motorola Solutions will be solely responsible for reporting taxes on its Income or net worth. 17.2. ASSIGNABILITY AND SUBCONTRACTING. 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 Solutions may assign this Agreement to any of its affiliates or its right to receive payment without the prior consent of Customer. In addition, in the event Motorola Solutions 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 Solutions may, without the prior written consent of the other Party and at no additional cost to Motorola Solutions, assign this Agreement such that it will continue to benefit the Separated Business and its affiliates (and Motorola Solutions and its affiliates, to the extent applicable) following the Separation Event. Motorola Solutions may subcontract any of the work, but subcontracting will not relieve Motorola Solutions of its duties under this Agreement. 17.3. WAIVER. Failure or delay by either Party to exercise a right or power under this Agreement will not be a waiver of the right or power. For a waiver of a right or power to be effective, it must be in a writing signed by the waiving Party. An effective waiver of a right or power will not be construed as either a future or continuing waiver of that same right or power, or the waiver of any other right or power. 17.4. SEVERABILITY. If a court of competent jurisdiction renders any part of this Agreement invalid or unenforceable, that part will be severed and the remainder of this Agreement will continue in full force and effect. 17.5. INDEPENDENT CONTRACTORS. Each Party will perform its duties under this Agreement as an independent contractor, The Parties and their personnel will not be considered to be employees or agents of the other Party, Nothing in this Agreement will be interpreted as granting either Party the right or authority to make commitments of any kind for the other. This Agreement will not constitute, create, or be interpreted as a joint venture, partnership or formal business organization of any kind, 17.6. HEADINGS AND SECTION REFERENCES, The section headings in this Agreement are inserted only for convenience and are not to be construed as part of this Agreement or as a limitation of the scope of the particular section to which the heading refers. This Agreement will be fairly Interpreted in accordance with its terms and conditions and not for or against either Party. 17.7. NOTICES. Notices required under this Agreement to be given by one Party to the other must be In writing and either personally delivered or sent to the address provided by the other Party by certified mall, return receipt requested and postage prepaid (or by a recognized courier service, such as Federal Express, UPS, or DHL), or by facsimile with correct answerback received, and will be effective upon receipt. 17,8. COMPLIANCE WITH APPLICABLE LAWS, Each Party will comply with all applicable federal, state, and local laws, regulations and rules concerning the performance of this Agreement or use of the System. Customer will obtain and comply with all Federal Communications Commission ("FCC') licenses and authorizations required for the installation, operation and use of the System before the scheduled installation of the Equipment. Although Motorola Solutions might assist Customer in the preparation of its FCC license applications, neither Motorola P25 RF System Upgrade Use or disclosure of this proposal is subject to the restrictions on the cover page. Motorola Solutions Confidential Restricted Contractual Documentation 9-14 City of Lodi June 21, 2M Solutions nor any of its employees is an agent or representative of Customer in FCC or other matters, 17,9, AUTHORITY TO EXECUTE AGREEMENT. Each Party represents that it has obtained all necessary approvals, consents and authorizations to enter into this Agreement and to perform its duties under this Agreement; the person executing this Agreement on its behalf has the authority to do so; upon execution and delivery of this Agreement by the Parties, it is a valid and binding contract, enforceable In accordance with its terms; and the execution, delivery, and performance of this Agreement does not violate any bylaw, charter, regulation, law or any other governing authority of the Party, 17.10. ADMINISTRATOR LEVEL ACCOUNT ACCESS. If applicable to the type of System purchased by Customer, Motorola Solutions will provide Customer with Administrative User Credentials, Customer agrees to only grant access to the Administrative User Credentials to those personnel with the training and experience to correctly use them. Customer is responsible for protecting Administrative User Credentials from disclosure and maintaining Credential validity by, among other things, updating passwords when required. Customer may be asked to provide valid Administrative User Credentials when in contact with Motorola Solutions System support personnel. Customer understands that changes made as the Administrative User can significantly Impact the performance of the System. Customer agrees that it will be solely responsible for any negative impact on the System or its users by any such changes. System issues occurring as a result of changes made using the Administrative User Credentials may impact Motorola Solutions' ability to perform Services or other obligations under the Agreement. In such cases, a revision to the appropriate provisions of the Agreement, including the Statement of Work, may be necessary. To the extent Motorola Solutions provides assistance to correct any issues caused by or arising out of the use of or failure to maintain Administrative User Credentials, Motorola Solutions will be entitled to bill Customer and Customer will pay Motorola Solutions on a time and materials basis for resolving the issue. 17.11. SURVIVAL OF TERMS. The following provisions will survive the expiration or termination of this Agreement for any reason: Section 3.5 (Motorola Solutions Software); Section 3.6 (Non -Motorola Solutions Software); if any payment obligations exist, Sections 6,1 and 6.2 (Contract Price and Invoicing and Payment); Subsection 10.8 (Disclaimer of Implied Warranties); Section 12 (Disputes); Section 15 (Limitation of Liability); and Section 16 (Confidentiality and Proprietary Rights); and all of the General provisions In Section 17, 17.12. ENTIRE AGREEMENT. This Agreement, including all Exhibits, constitutes the entire agreement of the Parties regarding the subject matter of the Agreement and supersedes all previous agreements, proposals, and understandings, whether written or oral, relating to this subject matter. This Agreement may be executed in multiple counterparts, and shall have the same legal force and effect as if the Parties had executed it as a single document, The Parties may sign in writing, or by electronic signature, including by email. An electronic signature, or a facsimile copy or computer image, such as a PDF or tiff image, of a signature, shall be treated as and shall have the same effect as an original signature. In addition, an electronic signature, a true and correct facsimile copy or computer image of this Agreement shall be treated as and shall have the same effect as an original signed copy of this document, This Agreement may be amended or modified only by a written instrument signed by authorized representatives of both Parties. The preprinted terms and conditions found on any Customer purchase or purchase order, acknowledgment or other form will not be considered an amendment or modification of this Agreement, even if a representative of each Party signs that document. The Parties hereby enter into this Agreement as of the Effective Date. P25 RF System Upgrade Q Motorola Solutions Confidential Restricted Use or disclosure of this proposal is subject to the restrictions on the cover page, Contractual Documentation 9-15 Motorola Solutions, Inc. Custo By: By: Name: r3',q±LCL' or Name: Title: Title: _ Date: Date; , P26 RF System Upgrade Q Motorola Solutions Conlydentlal Restrkted City or Lodi June 21, 2018 � A pr l vad as to Form: -JANICE P-IMAGDICH tlty-titfarney ATTMT: t A& Q N1FER M. RRAIQLO lty Clerk Use or disclosure of We proposal Is subject to the restriollone on the cover page. Contractual Documentatlon 9-10 City of Lodi June 21, 2019 Exhibit A MOTOROLA SOLUTIONS SOFTWARE LICENSE AGREEMENT This Exhibit A Motorola Solutions Software License Agreement ("Agreement"') is between Motorola Solutions, Inc., ("Motorola Solutions"), and _ ("Licensee"), For good and valuable consideration, the parties agree as follows; Section 1 DEFINITIONS 1.1 "Designated Products" means products provided by Motorola Solutions to Licensee with which or for which the Software and Documentation is licensed for use. 1.2 "Documentation" means product and software documentation that specifies technical and performance features and capabilities, and the user, operation and training manuals for the Software (including all physical or electronic media upon which such information is provided). 1.3 "Open Source Software" means software with either freely obtainable source code, license for modification, or permission for free distribution. 1.4 "Open Source Software License" means the terms or conditions under which the Open Source Software is licensed, 1.5 "Primary Agreement" means the agreement to which this exhibit Is attached. 1.6 "Security Vulnerability" means a [law or weakness in system security procedures, design, implementation, or internal controls that could be exercised (accldentally triggered or intentionally exploited) and result in a security breach such that data is compromised, manipulated or stolen or the system damaged. 1.7 "Software" @ means proprietary software in object code format, and adaptations, translations, de - compilations, disassemblles, emulations, or derivative works of such software; (ii) means any modifications, enhancements, new versions and new releases of the software provided by Motorola Solutlons; and (iii) may contain one or more items of software owned by a third party supplier. The term "Software" does not include any third party software provided under separate license or third party software not licensable under the terms of this Agreement, Section 2 SCOPE Motorola Solutions and Licensee enter Into this Agreement in connection with Motorola Solutions' delivery of certain proprietary software or products containing embedded or pre -loaded proprietary software, or hall•. This Agreement contains the tents and conciltions of the license Motorola Solutions is providing to Licensee, and Licensee's use of the proprietary software and affiliated documentation. Section 3 GRANT OF LICENSE 3.1. Subject to the provisions of this Agreement and the payment of applicable license fees, Motorola Solutions grants to Licensee a personal, limited, non -transferable (except as permitted in Section 7) and non- exclusive license under Motorola Solutions' copyrights and Confidential Information (as defined In the Primary Agreement) embodied In the Software to use the Software, in object code form, and the Documentation solely in connection with Licensee's use of [lie Designated Products, This Agreement does not grant any rights to source code, P25 RF System Upgrade Use or disclosure of this proposal is subject to the) restrictions on the cover page, ® Motorola Solutions Confidential Restricted Contractual Documentation 9-17 City of Lodl June 21, 2019 3.2. If the Software licensed under this Agreement contains or is derived from Open Source Software, the terms and conditions governing the use of such Open Source Software are in the Open Source Software Licenses of the copyright owner and not this Agreement. If there is a conflict between the terms and conditions of this Agreement and the terms and conditions of the Open Source Software Licenses governing Licensee's use of the Open Source Software, the terms and conditions of the license grant of the applicable Open Source Software Licenses will take precedence over the license grants in this Agreement. If requested by Licensee, Moteroia Solutions will use commercially reasonable efforts to: (i) determine whether any Open Source Software is provided under this Agreement; and (ii) identify the Open Source Software (or specify where that license may be found). Section 4 LIMITATIONS ON USE 4.1. Licensee may use the Software only for Licensee's internal business purposes and only In accordance with the Documentation. Any other use of the Software is strictly prohibited. Without limiting the general nature of these restrictions, Licensee will not make the Software available for use by third parties on a "time sharing," "application service provider," or "service bureau" basis or for any other similar commercial rental or sharing arrangement. 4,2. Licensee will not, and will not allow or enable any third party to; (i) reverse engineer, disassemble, peel components, decompile, reprogram or otherwise reduce the Software or any portion to a human perceptible form or otherwise attempt to recreate the source code; (ii) modify, adapt, create derivative works of, or merge the Software; (iii) copy, reproduce, distribute, lend, or lease the Software or Documentation to any third party, grant any sublicense or other rights in the Software or Documentation to any third party, or take any action that would cause the Software or Documentation to be placed in the public domain; (iv) remove, or in any way alter or obscure, any copyright notice or other notice of Motorola Solutions' proprietary rights; (v) provide, copy, transmit, disclose, divulge or make the Software or Documentation available to, or permit the use of the Software by any third party or on any machine except as expressly authorized by this Agreement; or (vi) use, or permit the use of, the Software in a manner that would result in the production of a copy of the Software solely by activating a machine containing the Software. Licensee may make one copy of Software to be used solely for archival, back- up, or disaster recovery purposes; provided that Licensee may not operate that copy of the Software at the same time as the original Software is being operated, Licensee may make as many copies of the Documentation as it may reasonably require for the Internal use of the Software, 4.3. Unless otherwise authorized by Motorola Solutions In writing, Licensee will not, and will not enable or allow any third party to: (i) install a licensed copy of the Software on more than one unit of a Designated Product; or (ii) copy onto or transfer Software installed in one unit of a Designated product onto one other device. Licensee may temporarily transfer Software installed on a Designated Product to another device if the Designated Product is Inoperable or malfunctioning, if Licensee provides written notice to Motorola Solutions of the temporary transfer and identifies the device on which the Software is transferred. Temporary transfer of the Software to another device must be discontinued when the original Designated Product is returned to operation and the Software must be removed from the other device. Licensee must provide prompt written notice to Motorola Solutions at the time temporary transfer is discontinued. 4.4 Licensee will maintain, during the term of this Agreement and for a period of two years thereafter, accurate records relating to this license grant to verify compliance with this Agreement. Motorola Solutions or an independent third party ("Auditor") may inspect Licensee's premises, books and records, upon reasonable prior notice to Licensee, during Licensee's normal business hours and subject to Licensee's facility and security regulations. Motorola Solutions is responsible for the payment of all expenses and costs of the Auditor. Any information obtained by Motorola Solutions and the Auditor will be kept in strict confidence by Motorola Solutions and the Auditor and used solely for the purpose of verifying Licensee's compliance with the terms of this Agreement. P25 RF System Upgrade Use or disclosure of this proposal is subject to the restrictions on the cover page. Girl' Motorola Solutions Confidential Restricted Contractual Documentation 9-18 City or t_odl June 21, 2019 Section 5 OWNERSHIP AND TITLE Motorola Solutions, its licensors, and its suppliers retain all of their proprietary rights in any form in and to the Software and Documentation, including, but not limited to, all rights In patents, patent applications, inventions, copyrights, trademarks, trade secrets, trade names, and other proprietary rights in or relating to the Software and Documentation (including any corrections, bug fixes, enhancements, updates, modifications, adaptations, translations, de -compilations, disassemblies, emulations to or derivative works from the Software or Documentation, whether made by Motorola Solutions or another party, or any improvements that result from Motorola Solutions' processes or, provision of Information services), No rights are granted to Licensee under this Agreement by implication, estoppel or otherwise, except for those rights which are expressly granted to Licensee in this Agreement. Ali Intellectual property developed, originated, or prepared by Motorola Solutions In connection with providing the Software, Designated Products, Documentation or related services, remains vested exclusively in Motorola Solutions, and Licensee will not have any shared development or other intellectual property rights. Section 6 LIMITED WARRANTY; DISCLAIMER OF WARRANTY 6.1. Unless otherwise stated in the Primary Agreement, the commencement date and the term of the Software warranty will be a period of ninety (90) days from Motorola Solutions' shipment of the Software (the "Warranty Period"), If Licensee is not in breach of any of its obligations under this Agreement, Motorola Solutions warrants that the unmodified Software, when used properly and in accordance with the Documentation and this Agreement, will be free from a reproducible defect that eliminates the functionality or successful operation of a feature critical to the primary functionality or successful operation of the Software. Whether a defect occurs will be determined by Motorola Solutions solely with reference to the Documentation. Motorola Solutions does not warrant that Licensee's use of the Software or the Designated Products will be uninterrupted, error -free, completely free of Security Vulnerabilities, or that the Software or the Designated Products will meet Licensee's particular requirements. Motorola Solutions makes no representations or warranties with respect to any third party software included in the Software. Notwithstanding, any warranty provided by a copyright owner In Its standard license terms will flow through to Licensee for third party software provided by Motorola Solutions. 6.2 Motorola Solutions' sole obligation to Licensee and Licensee's exclusive remedy under this warranty is to use reasonable efforts to remedy any material Software defect covered by this warranty. These efforts will involve either replacing the media or attempting to correct significant, demonstrable program or documentation errors or Security Vulnerabilities, If Motorola Solutions cannot correct the defect within a reasonable time, then at Motorola Solutions' option, Motorola Solutions will replace the defective Software with functionally -equivalent Software, license to Licensee substitute Software which will accomplish the same objective, or terminate the license and refund the Licensee's paid license fee. 6.3. Warranty claims are described in the Primary Agreement. 6.4. The express warranties set forth in this Section 6 are in lieu of, and Motorola Solutions disclaims, any and all other warranties (express or implied, oral or written) with respect to the Software or Documentation, including, without limitation, any and all implied warranties of condition, title, non -Infringement, merchantability, or fitness for a particular purpose or use by Licensee (whether or not Motorola Solutions knows, has reason to know, has been advised, or is otherwise aware of any such purpose or use), whether arising by law, by reason of custom or usage of trade, or by course of dealing. In addition, Motorola Solutions disclaims any warranty to any person other than Licensee with respect to the Software or Documentation. Section 7 TRANSFERS Licensee will not transfer the Software or Documentation to any third party without Motorola Solutions' prior written consent. Motorola Solutions' consent may be withheld at Its discretlon and may be conditioned upon transferee paying all applicable license fees and agreeing to be bound by this Agreement. If the Designated Products are Motorola Solutions' radio products and Licensee transfers ownership of the Motorola Solutions radio products to a third party, Licensee may assign its right to use the Software (other than CPS and Motorola P25 RF System Upgrade Use or disclosure of this proposal is subject to the restrictions on the cover page. {.'S' Motorola Solutions Confidential Restricted Contractual Documentation 9-19 City of Lodi June 21, 2019 Solutions' FLASHport® software) which is embedded in or furnished for use with the radio products and the related Documentation; provided that Licensee transfers all copies of the Software and Documentation to the transferee, and Licensee and the transferee sign a transfer form to be provided by Motorola Solutions upon request, obligating the transferee to be bound by this Agreement. Section 8 TERM AND TERMINATION 8.1 Licensee's right to use the Software and Documentation will begin when the Primary Agreement is signed by both parties and will continue for the life of the Designated Products with which or for which the Software and Documentation have been provided by Motorola Solutions, unless Licensee breaches this Agreement, in which case this Agreement and Licensee's right to use the Software and Documentation may be terminated immediately upon notice by Motorola Solutions, 8.2 Within thirty (30) days after termination of this Agreement, Licensee must certify In , iting to Motorola Solutions that all copies of the Software have been removed or deleted from the Designated Products and that all copies of the Software and Documentation have been returned to Motorola Solutions or destroyed by Licensee and are no longer in use by Licensee. 8.3 Licensee acknowledges that Motorola Solutions made a considerable Investment of resources In the development, marketing, and distribution of the Software and Documentation and that Licensee's breach of this Agreement will result in irreparable harm to Motorola Solutions for which monetary damages would be inadequate. If Licensee breaches this Agreement, Motorola Solutions may terminate this Agreement and be entitled to all available remedies at law or in equity (including immediate injunctive relief and repossession of all non -embedded Software and associated Documentation unless Licensee Is a Federal agency of the United States Government). Section 9 Commercial Computer Software 9,1 This Section 9 only applies to U.S. Government end users. The Software, Documentation and updates are commercial Items as that term is defined at 48 C.F.R. Part 2.101, consisting of "commercial computer software" and "computer software documentation" as such terms are defined in 48 C.F.R. Part 252,227-7014(a)(1) and 48 C.F.R. Part 252.227-7014(a)(5), and used In 48 C.F,R. Part 12.212 and 48 C,F.R, Part 227.7202, as applicable. Consistent with 48 C.F.R. Part 12.212, 48 C.F.R, Part 252.227-7015, 48 C.F.R. Part 227.7202-1 through 227.7202-4, 48 C.F.R. Part 52.227-19, and other relevant sections of the Code of Federal Regulations, as applicable, the Software, Documentation and Updates are distributed and licensed to U.S. Government end users: (i) only as commercial items, and (ii) with only those rights as are granted to all other end users pursuant to the terms and conditions contained herein. 9.2 If Licensee is licensing Software for end use by the United States Government or a United States Government agency, Licensee may transfer such Software license, but only if: (i) Licensee transfers all copies of such Software and Documentation to such United States Government entity or interim transferee, and (li) Licensee has first obtained from the transferee (if applicable) and ultimate end user an enforceable end user license agreement containing restrictions substantially identical to the ones contained in this Agreement. Except as stated in the foregoing, Licensee and any transferee(s) authorized by this subsection 9.2 may not otherwise use or transfer or make available any Motorola Solutions software to any third party nor permit any party to do so. Section 10 CONFIDENTIALITY Licensee acknowledges that the Software and Documentation contain Motorola Solutions' valuable proprietary and Confidential Information and are Motorola Solutions Solutions' trade secrets, and that the provisions in the Primary Agreement concerning Confidential Information apply. P25 RF System Upgrade Use or disclosure of this proposal is subject to the restrictions on the cover page. ° Motorola Solutions Confidential Restricted Contractual Documentation 9-20 City of Lodi Juno 21, 2019 Section 11 LIMITATION OF LIABILITY The Limitation of Liability provision is described in the Primary Agreement. Section 12 NOTICES Notices are described in the Primary Agreement. Section 13 GENERAL 13.1. COPYRIGHT NOTICES. The existence of a copyright notice on the Software will not be construed as an admission or presumption of publication of the Software or public disclosure of any trade secrets associated with the Software. 13.2. COMPLIANCE WITH LAWS. Licensee acknowledges that the Software Is subject to the laws and regulations of the United States and Licensee will comply will( all applicable laws and regulations, including export laws and regulations of the United States. Licensee will not, without the prior authorization of Motorola Solv(ions and the appropriate gaveMMental authority of the United States, in any form export or re-export, sell or resell, ship or reship, or divert, through direct or Indlrect means, any item or technical date or direct or trldlrect products sold or otherwise furnished to any parson within any territory for which the United States Government or any of its agencies at the time of the action, requires an export license or other governmental approval, Violation of this provision Is a material breach of this Agreement. 13.3. ASSIGNMENTS AND SUBCONTRACTING. Motorola Solutions may assign its rights or subcontract its obligations under this Agreement, or encumber or sell Its rights in any Software, without prior notice to or consent of Licensee. 13.4. GOVERNING LAW. This Agreement is governed by the laws of the United States to the extent that they apply and otherwise by the internal substantive laws of the State to winch the Software is shipped if Licensee is a sovereign government entity, or the internal substantive laws of the State of Illinois if Licensee Is not a sovereign government entity. The terms of the U.N. Convention on Contracts for the International Sate of Goods ria not apply. In the event that the Uniform Computer Information Transaction Act, any version of this Act, or a substantially similar law (collectively "UCITA") becomes applicable to a party's performance tinder (Itis Agreement, UCITA does not govern any aspect of this Agreement or any license granted under this Agreement, or any of the parties' rights or obligations under this Agreement. The governing law will be that in effect prior to the applicability of UCITA. 13.5. THIRD PARTY BENEFICIARIES, This Agreement Is entered into solely for the benefit of Motorola Solutions and Licensee. No third party has the right to make any claim or assert any right under this Agreement, and no third party Is deemed a beneficiary of chis Agreement, Notwithstanding the foregoing, any licensor or supplier of third party software Included in the Software will be a direct and intended third party beneficiary of this Agreement. 13.6. SURVIVAL. Sections 4, 5, 6.4, 7, 8, 9, 10, 11 and 13 survive the termination of this Agreement. 13.7. ORDER OF PRECEDENCE. In the event of inconsistencies between this Exhibit and the Primary Agreement, the parties agree that this Exhibit prevails, only with respect to the specific subject matter of this Exhibit, and not the Primary Agreement or any other exhibit as it applies to any other subject matter. 13.8 SECURITY, Motorola Solutions uses reasonable means in the design and writing of its own Software and the acquisition of third party Software to limit Security Vulnerabilities. While no software can be guaranteed to be free from Security Vulnerabllities, if a Security Vulnerability is discovered, Motorola Solutions will take the steps set forth in Section 6 of this Agreement. P25 RF System Upgrade Use or disclosure of this proposal is subject to the restrictions on the cover page ® Motorola Solutions Confidential Restricted Contractual Documentation 9-21 City of Lodi June 21, 2019 SUA ADDENDUM This Addendum to the Communications System and Services Agreement or other previously executed Agreement Currently in force, as applicable ("Primary Agreement") provides additional or different terms and conditions to govern the sale of SUA II services. 'I'he terms in this Addendum are integral to and Incorporated into the Primary Agreement signed by the Parties. 1. DEFINITIONS All capitalized terms not otherwise defined herein shall have the same meaning as defined in the Agreement. "SUA" or "SUA II" means Motorola's Software Upgrade Agreement program. 2. SCOPE Motorola will provide SUA Services as further described in the applicable Statement of Work, or attachment to Motorola's proposal for additional services. 3. TERMS AND CONDITIONS The terms of the Primary Agreement combined with the terms of this Addendum will govern the products and services offered pursuant to this Addendum. To the extent there is a conflict oetween the terms and conditions of the Primary Agreement and the terms and conditions of this Addendum, this Addendum takes precedence. 3,2 SUA SERVICES 3.2.1 PURCHASE ORDER ACCEPTANCE, Purchase orders for SUA services and software support, during the Warranty Period or after the Warranty Period, become binding only when accepted in writing by Motorola, 3.2.2 The Software License Agreement included as Exhibit A to the Agreement applies to any Motorola Software provided as part of the SUA transactions. 3,2.3 The term of this Addendum is ears, commencing oil_ 201 3 i — excludin a The SUA Price for the 1 0 years of services is $� _f � 9 app sales or use taxes but including discounts as more fully set forth in the pricing pages. Because the SUA is a subscription service as more fully described in the applicable SUA Statement of Work, payment from Customer is due in advance and will not be in accordance with any Payment Milestone Schedule. 3.2.4 The System upgrade will be scheduled during the subscription period and will be performed when Motorola's system upgrade operation resources are available. Because there might be a significant time frame between when this Amendment is executed and when a System upgrade transaction is performed, Motorola may substitute any of the promised Equipment or Software so long P25 RF System Upgrade Q Motorola Solutions Confidential Restricted Use or disclosure of this proposal Is subject to the restrictions on the cover page. Contractual Documentation 9-22 City of Lodi June 21, 2019 as the substitute is equivalent or superior to the initially promised Equipment or Software. 3.2.5 Acceptance of a SUA transaction occurs when the Equipment (if any) and Software are delivered and the SUA services are fully performed; there is no Acceptance Testing with a SUA transaction. 3.2.6 The Warranty Period for any Equipment or Motorola Software provided under a SUA transaction will commence upon shipment and not on System Acceptance or Beneficial Use, and is for a period of ninety (90) days rather than one (1) year. The ninety (90) day warranty for SUA services is set forth in the SUA Statement of Work. 3.2.7 In addition to the description of the SUA services and exclusions provided in the SUA Statement of Work, the following apply: a) Upon reasonable request by Motorola, Customer -will provide a complete serial and model number list of the Equipment. b) SUA services exclude 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. c) Unless specifically included in this Addendum or the SUA Statement of Work, SUA services exclude items that are consumed in the normal operation of the Equipment; accessories; 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. d) Customer will provide Motorola with designated points of contact (list of names and phone numbers) that will be available during the performance of the SUA services. 3.2.8 The SUA annualized price is based on the fulfillment of the two year cycle. If Customer terminates this service during a two year cycle, except for Motorola's default, then Customer will be required to pay for the balance of payments owed for the two year cycle if a major system release has been implemented before the point of termination. 3.2.9 If Customer terminates this service and contractual commitment before the end of the EI b year term, for any reason other than Motorola's default, then the Customer will pay to Motorola a termination fee equal to the discount applied to the last three years of service payments relgtrd to the I G year commilment. P25 RF System Upgrade Use or disclosure of this proposal Is subject to the restrictions on the cover page ® Motorola solutions confidential Restricted Contractual Documentatlon 9-23 City of Lodl June 21, 2019 3.2.10 SUA INFLATION ADJUSTMENT, After the end of the first year of the SUA service period in this Addendum, if the change in the U.S. Department of Labor, Consumer Price Index, all Items, Unadjusted Urban Areas (CPI -U) annual index for each SUA year exceeds five percent (5%), the price for the coming year's services will increase by an incremental dollar amount per the following formula: Current year's maintenance price * (actual change in the CPI - 5 percentage points). The successive year's service will increase from this new baseline by the dollar amount as described in the Pricing Exhibit, This adjustment will be calculated 60 days prior to the 12th/24th/36th, etc. anniversary of the end of the last service period in this Addendum. It will be calculated based upon the CPI for the most recent twelve month increments beginning from the most current month available as posted by the U.S. Department of Labor. The price adjustment would fix the price for the following 12 months. 4. ENTIRE AGREEMENT. This Addendum, any related attachments, and the Agreement, constitutes the entire agreement of the Parties regarding the subject matter of this Addendum and supersedes all previous agreements, proposals, and understandings, whether written or oral, relating to this subject matter. This Addendum may be amended or modified only by a written instrument signed by authorized representatives of both Parties. The preprinted terms and conditions found on any Customer purchase or purchase order, acknowledgment or other form will not be considered an amendment or modification of this Addendum, even if a representative of each Party signs that document. 20191 P25 RF System Upgrade Use or disclosure of this proposal is subject to the restrictions on the cover page. a Motorola Solutions Confidential Restricted Contractual Documentation 9-24 Oily of Lodi June 21, 2019 Exhibit B PAYMENT Except for a payment that Is due on the Effective Date, Customer will make payments to Motorola Solutions within thirty (30) days after the date of each Invoice. Customer will make payments when due in the form of a check, cashier's check, or wire transfer drawn on a U.S. financial institution. If Customer has purchased additional Professional or Subscription services, payment will be in accordance with the applicable Addenda. Payment for the System purchase will be in accordance with the following milestones. System Purchase (excluding Subscribers, If applicable) 1. 25% of the Contract Price due upon contract execution (due upon effective date); 2. 60% of the Contract Price due upon shipment of Equipment from Staging; 3. 10% of the Contract Price due upon Installation of Equipment; and 4. 5% of the Contract Price due upon Final Project Acceptance. If Subscribers are purchased, 100% of the Subscriber Contract Price will be invoiced upon shipment (as shipped). Motorola Solutions may make partial shipments of Equipment and will request payment upon shipment of such Equipment. In addition, Motorola Solutions will Invoice for installations completed on a site -by -site basis or when professional services are completed, when applicable. The value of the Equipment shipped/services performed will be determined by the value of the shipped/services performed as a percentage of the total milestone value, Unless otherwise specified, contract discounts are based upon all items proposed and overall System package. For invoicing purposes only, discounts will be applied proportionately to the FNE and Subscriber Equipment values to total Contract Price. Overdue Invoices will bear simple interest at the maximum allowable rate. For Lifecycle Support Plan and Subscription Based Services: Motorola Solutions will Invoice Customer annually in advance of each year of the plan. P25 RF System Upgrade Q Motorola solutions Confidential Restricted Use or disclosure of this proposal Is subject to the reslrlcllons on the cover page. Contractual Documentation 9-25 City of Lodi June 21, 2019 EXHIBIT D System Acceptance Certificate Customer Name: Project Name: This System Acceptance Certificate memorializes the occurrence of System Acceptance, Motorola Solutions and Customer acknowledge that: 1. The Acceptance Tests set forth in the Acceptance Test Plan have been successfully completed, 2, The System Is accepted. Custonler Representative- MQtorol ,5�nl1.fslof1s Ropresentattve: Signature: _ _ . Signature: _. Print Name: Print Name: Title: Title: Date: Date: FINAL. PROJECT ACCEPTANCE: Motorola Solutions has provided and Customer has received all deliverables, and Motorola Solutions has performed all other work required for Final Project Acceptance. Customer Rapresenlslive; Motorola Salullons Representative: Signature Signature: Print Name: Print Name: Title: Title: Date: Date: P25 RF System Upgrade QMotorola Solutions Confldenflal Restrkled Use or disclosure of (his proposal is subject to the restrictions on the cover page Contractual Documentatlon 9-26 City of Lodi June 21, 2019 SECTION7 SYSTEM UPGRADE AGREEMENT II (SUA II) In order to keep the City of Lodi LMR system current, Motorola Solutions offers the System Upgrade Agreement II (SUA 11). This is a complete package of hardware, software, and professional services required to update the City of Lodi ASTRO 25 system up to once In a two- year period to a level consistent with the latest system release shipping from the factory. Updates to software (and occasionally) hardware components ensure ongoing availability of repair services support, system expansion (e.g. addition of RF sites, dispatch positions, data sub -systems, or network management positions), and the latest cyber security protection. The SUA I I provides a consistent, budgeted solution that delivers complete update coverage while transferring risk associated with integrating future (unknown today) technology to Motorola Solutions. Included features Incremental Software Enhancements (Bug Fixes) Software Release Updates 1 ✓ 1 Hardware Refresh ✓ Factory -certified integration, testing, and supply chain management of new software ✓ (SW) and hardware (HW) components Professional implementation services to upgrade your live system ✓ As system releases become available, Motorola Solutions will provide you with the software, hardware and implementatlon services required to execute up to one system Infrastructure upgrade In a two-year period for your ASTRO 25 system. Hardware updates include version updates and/or replacements for Motorola Solutlons' field replaceable units (FRU) and thlyd-party networking and computing hardware when required by the software release. Platform migration like replacement of Gold Elite consoles and QUANTAR base radlos are not Included In this update. • System releases include commercial OS and application software updates as well as Motorola Solutions certified software to improve the system functionality and operation from previous releases as well as significant new feature enhancements that are available for purchase. • Implementation services include factory integration and testing of new HW and SW components, upgrade planning, and Motorola Solutions personnel at the City of Lodi site to execute upgrade. P25 RF System Upgrade ® Motorola Solutions Confidential Restricted Use or disclosure of this proposal Is subject to the restrictions on the cover page. System Upgrade Agreement ll (SUA IQ 7-1 city of Lodi June 21, 2019 The table below summarizes annual SUA II pricing for ten years, providing up to five upgrades in that ten-year period. The City of Lodi will make payments to Motorola Solutions annually in advance of each defined yearly cycle. The initial payment will be billed upon the contract effective date, and annually thereafter, The annual pricing summary is defined below. Payments are due within thirty (30) days after the date of each invoice. The City of Lodi will make payments when due in the form of a check, cashier's check, or wire transfer drawn on a U.S. financial institution and in accordance with the following payment schedule. The 10 Year SUA II for the City of Lodi P26 System: • 1 K2 Core Master Site • 5 Position MCC 7500 Dispatch Center • Lodi RF Channels, Prime Sites and Voting Systems - PD1, PD2 (6 Sites) • Lodi RF Channels, Prime Sites and Voting Systems - FD1, FD2, FD3 (6 Sites) Motorola Solutions is pleased to provide the following 10 Year SUA II Upgrade services to the City of Lodi (tax not included): 10 Year SUA II SUA II List Price 1 $41,307 1 $41,525 1 $41,750 f $41,980 1 $42,219 Multi -Year Agreement Discount ($4,131) ($4,153) ($4,175) ($4,198) 1 ($4,222) City of Lodi SUA II Discounted $37,176 $37,373 $37,575 $37,782F$37,997 Total (Tax not Included) 10 Year SUA II SUA II List Price 1 $42,464 1 $42,716 1 $42,977 j $43,245 1 $43,521 Multi -Year Agreement Discount ($4,246) ($4,272) ($4,298) ($4,324) ($4,352) City of Lodi SUA II Discounted $38,217 $38,445 $38,679 $38,920 $39,169 Total (Tax not Included) _ _ _ Californla sale tax will be applied to the hardware totals for each SUA II upgrade at the time of the upgrade due to unknown prior equipment required for a particular upgrade. SUA II Pricing shall remain valid for 120 days from the Cover Letter, P25 RF System Upgrade © Motorola Solutions Confidential Restricted Use or disclosure or this proposal Is subject to the restrictions on the cover page. System Upgrade Agreement /I (SUA 11) 7-2 My of Lodi June 21, 2019 SECTION 8 PRICING In November 2015, Motorola Solutions provided a proposal to the Lodi Police Department for a P25 UHF Radio System Upgrade. The City of Lodi proposal includes the previous proposal scope and deliverables with the addition of the following: 2015 Upgrade Proposal 2019 Upgrade Proposal Prime Sites Lodi PD Tower Prime Site 4 GCM8000 Comparator Modules (two modules er Chassls)_ ---- 2 Conventional Channel Gateways (Included in separate proposal for K2 -C 2 Prime Site Gateways 2 Ethernet LAN Switches Water Tower Prime Site No Voting Equipment - No Redundant Comparator RF Sites Lodi PD Tower RF Subsite (Co -located with Prime Site) 2 GTR8000 UHF Conventional Base Stations 2 GPW8000 UHF Conventional Receivers 1 UHF Transmitter Combiner 2 UHF PIM -Rated Antennas with associated cabling 2 Switches _ 2 Routers Water Tower RF Subsite (Co -located with Prime Sllte)_ 1 Outdoor _Equl ment Enclosure 2 Site Gateways 2 Ethernet LAN Switches _ 2 GTR8000 UHF Conventional Base Stations P25 RF System Upgrade a Motorola Solutions Confidential Restricted Lodi PD Tower Prime Site 3 GCM 8000 Comparator Modules (2 modules per Chassis) for the LPD1, LFD1, and LFD3Digital Conventlonel UHF System 2 Prime Site Gateways 2 Ethernet LAN Switches _ Water Tower Prime Site 2 GCM 8000 Comparator Modules (2 modules per Chassis) for the LP02 and LFD2_Digital Conventional UHF System 2 Prime Site Gateways 2 Ethernet LAN Switches Lodi PD Tower RF Subsite (Co -located with Prime Site) 3 GTR8000 UHF Digital_ Conventional Base Stations 1 UHF 3 Channel -Transmitter Combiner 2 UHF PIM -Rated Antenna wilh associated cabling 1 UHF Receive Mutilbou ler 1 UHF Receive Filter 1 UPS Water Tower RF Subsite (Co -located with Prime Slte 1 Outdoor Equipment Enclosure with 7.0'rack 2 Site Gateways 2 Ethernet LAN Switches 2 GTR8000 UHF Digital Conventional Base -Stations Use or disclosure of Ihis proposal is subject to the reslriclions on the cover page. Pricing 8-1 City of Lodi June 21, 2019 1 UHF 2 -Channel Duplexer 1 UHF 2 Channel -Transmit Combiner _ I UHF PIM -Rated Antenna with associated —I'V .. 1 UHF Transmit Filter 1 UHF Receive MUlticoupler _ 1 UHF Receive Filter 1 UHF PIM -Rated Dual Feed Antenna with two (2) lines for transmit and receive 1 UPS Fire Station 2 Receive Only Subsites_ 1 Site Gateway. _ - 1 .Ethernet LAN Switch 2 GPW8000 UHF Conventional Receivers No Antenna and Line Fire Station 3 Receive Only Subsites 1 Site Gateway 1 Ethernet LAN Switch _ 2 GPW8000 UHF Conventional Recety 1 Antenna and antenna line Fire Station 4 Receive Only Subsites 1 Site Gateway, 1 Ethernet LAN Switch_ 2 GPW8000 UHF Conventional Receivers Fire Station 2 Receive Only 5ubsites _ 1 Site Gateway 1 Ethernet LAN Switch 5 GPW8000 UHF Dlgltal Conventional Receivers T 1 UHF Receive Multicoupier T 41 UHF Receive Filter 1 UHF PIM -Rated Antenne with associated cabling______ 1IJPS _ --- Fire Station 3 Receive On I Site Gateway - -- ---- 1 Ethernet LAN Switch _ 5 GPW8000 UHF Dlqital Conventional Recelvers 1 UHF Recelye MUlticoupler 1 UHF Receive Filter 1 UHF PIM -Rated Antenna with associated cabling 1 UPS___ - - _ Fire Station 4 Receive Only Subsltes 1 Site Gateway— _ 1 Ethernet LAN Switch 5 GPW8000 UHF Digital Conventlonal Receivers _ 1 UHF Receive Muiticouu ler 1 UHF Receive Filter 1 UHF PIM -Rated Antenna with associated cabling 1 UPS Well Site Receive 0111. Subsite Well Site Receive Only Subsite 4 GPW8000 UHF Conventional Receivers 1 Site Gateway 1 Site Get ewa 1 Ethernet LAN Switch. _ 1 Ethernet LAN Switch 5 GPW8000 UHF Conventional Receivers No Antennaand Line 1 UHF Receive uple -Multicor 1 UHF Receive Filter - 1_ UHF PIM -Rated Antenna with associated cabling 1 UPS P25 RF System Upgrade 0 Motorola Solutions Confidential Restricted Use or disclosure of this proposal is subject to the restrictlona on the cover page. Pricing 8-2 City of Lod June 21, 2019 Motorola Solutions is pleased to provide the following equipment and services to the City of Lodi: City of Lodi Equipment $645,847 City of Lodi HGAC Equipment Discount $104,419 City of Lodi HGAC Discounted Equipment $641,428 City of Lodi System Implementation $706,936 City of Lodi Tax (Equipment Only) 8.25% $44,668 City of Lodi Total System $1,292,032 City of Lodi Customer Loyalty Discount ($90,442 City of Lodi Grand Total with Loyalty Incentive $1,201,590 Payment Terms: (If not Financed through Motorola Solutions) 1. 25% of the Contract Price due upon contract execution (due upon effective date); 2. 60% of the Contract Price due upon shipment of Equipment from Staging; 3.10% of the Contract Price due upon installation of Equipment 4, 5% of the Contract Price due upon Final Project Acceptance P25 RF System Upgrade Motorola Solutions Confidential Restricted Use ordlsclosure or this proposal is subject to the restrictions on the cover page, Pricing 8-3 City of Lodi June 21, 2019 8.1 FINANCING OPTIONS Motorola Solutions, Inc. Date: June 19, 2019 Financing proposal for: City of Lodi, CA Communications System Financing Proposal Motorola Solutions Credit Company LLC is pleased to submit the following proposal for the financing of your Motorola Solutions Communications P-25 solution in accordance with the terms and conditions outlined below: Transaction Type: Municipal Lease -Purchase Agreement Lessor: Motorola Solutions, Inc. (or its Assignee) Lessee: City of Lodi, CA Amount: $1,201,590.00 Down Payment: $0.00 Balance to Finance: $1,201,590.00 Equipment: As per the Motorola Solutions equipment proposal, Title: Title to the equipment will vest with the Lessee, Insurance: Lessee will be responsible to Insure the equipment as outlined in the lease contract. Taxes: Personal property, sales, leasing, use, stamp, or other taxes are for the account of the Lessee. gj1flon One gptlan Two Upthrli Thror, Lease Term: Five Years Seven Years Ten Years Payment Frequency: Annual Annual Annual Payment Structure: Arrears Arrears Arrears Lease Rate: 2.90% 2.86% 3.13% Lease Factor: 0.217705 0.159688 0,117984 Lease Payment: $261,592,68 $191,879.53 $141,768.65 P25 RF System Upgrade Use or disclosure of this proposal Is subject to the restrictions on the cover page. lF� Motorola Solutions Confidential Resfricted Pricing 8-4 City of Lodi June 21, 2019 Payment Commencement: First payment due one year after contract execution Expiration: This interest rate methodology is valid for all leases commenced by 7/30/2019 Five year average life: 1.80% Seven year average life: 1.79% Ten year average life: 1.83% Qualifications: Receipt of a properly executed documentatlon package_ Lessee qualifies as a political subdivision or agency of the State as defined in the Internal Revenue Code of 1986. The interest portion of the Lease Payments shall be excludable from the Lessor's gross income pursuant to Section 103 of the Internal Revenue Code. Receipt of a copy of the last years audited financial statements and current year's budget from the Lessee, This proposal should not be construed as a commitment to finance. It is subject to final Motorola Solutions credit committee approval. This quote Is based on the general level of interest rates, primarily U.S, Treasury Bills of like term maturity. Any movement in those rates In excess of 10 basis points will result in the revision of this quote. Documentation: Municipal Equipment Lease Purchase Agreement Opinion of Counsel Schedule A / Equipment List Schedule B /Amortization Schedule 8038G UCC -1 Certificate of Incumbency Statement of Essential Use/Source of Funds Evidence of Insurance or Statement of Self Insurance Resolution from governing body authorizing the execution of the Lease P25 RF System Upgrade Use or disclosure of this proposal Is subject to the restrictlons on the cover page, Motorola Solutions Confidential Restricted Pricing 8-5 MOTOROLA SOLUTIONS CITY OF LODI P25 RF SYSTEM UPGRADE JUNE 21, 2019 the design. teNuliral, WICAng, and ether Informntlnn j"Inlormullor)") furnished with this submission is proprlutaiy andlor trade secret information of Motorola solulions_ Inc. ("Molunalo Sakilinns") and is stlhmlttne w ltr the restriction that itis lobe used for 60hisdon purposes only. To the fullest exleiit allowed by apokcablo law, the Inforniallen Is not to ho 0130030 p{lhllcly or in any manner to anyone other than those required to evaluate the fninrmnhonvnthonl gra oxntaat.wrtltorl pecnussine of Moloreln Sot,Wnna MOTOROLA. MOTO. MOT 0R0LA $01-0 TIONS, and the Stylized M Logo are trademarks or registered trademarks of MeteroIs Trademerk Hordlnps, Lld: and are used under lirense. All oflim trademarks ara the property of their respective owners© 2019 Motorola Solutions, Inc. All rights reserved. TABLE OF CONTENTS Cover Letter Section -'-_' Description _—. 11 Conventional voting system, 1.2.1 Prime Site ........................ Lodi PDTower Prime Site ....... Water Tower Prime Site .......... 1.2.2 RFSites ........................... 1.3 Design Assumptions ............ Section 2 ~__,_,,,,,,,_,.............. ....... ,~,~.......... --.1'� .,,,,,~,~.,.~,,,.,,,,.~,_~,,.~~,~,.~..'.1'1 -~---~...----..1'2 ,_,.,____. 1'2 _.__,_._,_^___,,,,..................... ...1`2 ' --__----''''_'—....-.1~2 ..~.—..—.....~._''-___--- ..................... ...................... ...................... _,~....... ~.',...�'4 2,1 StobanentofVVo�----------~..—_.~----_.^.~,^,_~_--_ ,,, ,,,,_,~,,,. 21 Motorola Solutions Responsibilities ............................ ,.,.......... ........ .......... --......... 2-2 2.2 City ofLodi Responsibilities .......................... .................................. ^... .~... ....... ^.'~.2'2 Section 3 Equipment List 3-1 �---�.,..-----,,.,—_____,,,,^,,^,~,,,,.^.,,,,~,___~.,,,,.,,, Section 4'13 Pr�eotSchedule —.'-----....----.—.~...,---..~~..—.-.~~._.,,.—...~.—' Section AcceptanceTest Plan ..................................................................................... ... ............ ........... 5'14 5.1 Conventional Tests ........................................................... ~4 ..... ........... ......................... G'15 51.1 Conventional Radio Resource Call ' Clear Mode ........ ................................... ......... .5'16 5.1.2 Conventional Radio Scan ...................................... ---- .... .............. ........................ 5'18 5.1.3 Conventional Radio Resource Via Comparator ............................... .... ...................... 5-17 5.3 MCC 75OOE/75UOConventional Resources .................................................. ............ —5-iS 5.2.1 Console Priority ..................................................... ^~'.^^...°...^,.._-----.'5-1Q 5.2.2 Alert Tones Conventional Channel --..~-.....~—........................... 5'20 5'2i 5.2,3 Radio Check ..--.—.--------.`.^`...~.~..---_-...'^---'.--' Section 8'1 Warranty And Maintenance ........................................................ ................ ^—.,~~.,,,........ ~,.. 8.1 Eooendo| Services Overview ..................... .................. .......... ,................. .----.--.G'1 8'1 8.2 Eouonba|Plus 8o��eoDeochpdonn--~.....—....^---..~—.-----..-- 6.2.1 Centralized Service Delivery ................................. ...................... —........................ ..O'1 6.2.2 Field Service Delivery ............................................. —. —. ---~~.~,,-.,.^...,.,6-2 City of Lodi P25 RIF System Upgrade June m.mm Use ordisclosure mmIs proposal is subject to the restrlctlons on the cover page, QD motoroia solutlons onnmdeofla/Re,tricwu Table of Contents / 6.2,4 Security Management Operations .... ........................................ ..... . ............ I ............... ... 6-2 6.3 Motorola Solutions' Services Capabilities........................................................................ 6-3 6.3,1 On -Call Support through the Solutions Support Center (SSC) .................................... 6-3 6,3.2 On -Site Service through a Field Service Team........................................................... 6-3 6.3,3 Centralized Repair Management through Motorola Solutions' Repair Depot..............., 6-3 6.3.4 Direct Access to System Information through MyView Portal ....................................... 6-4 Section 7 System Upgrade Agreement II (SUA II)..................................................................................:..:... 7-1 Section 8 Pricing................................................................... .... ......... ........... .... .......... .......... ...........8-1 8.1 Financing Options ..................................... ................................. ........ .,.............. .. , ..........,. 8-4 Section 9 ContractualDocumentation............................................................................................................. 9-1 9.1 Communications System and Services Agreement ...... ................. .......... .......................... 9-1 SUAADDENDUM,....................................................,...........I............................................. 9-22 Section 10 Literature..................................................................................................................................... 10-1 City of Lodi P25 RF System Upgrade Q Motorola Solutions Confidential Restricted June 21, 2019 Use or disclosure of this proposal is subject to the restrictions on the cover page. Table of Contents It MOTOROLA SOLUTIONS Pfoloiol'l Solutions 'Fr -1 Strout, Suite PAW San Uiego, CA, 92 1,11 I f SA June 21, 2019 Benjamin Buecher Information Technology Department 221 W. Pine St. Lodi, CA, 95240 Subject: P25 Radio System Upgrade Dear Mr. Buecher: Motorola Solutions, Inc. ("Motorola Solutions") is pleased to have the opportunity to provide the City of Lodi with quality communications equipment and services. The Motorola Solutions project team has taken great care to propose a solution that will meet your needs and provide unsurpassed value. To best meet the functional and operational specifications of this solicitation, Motorola Solutions response includes a combination of hardware, software, and services. Specifically, this solution is for the P25 Radio System Upgrade and provides: * Police Department — PD 1 and PD 2 UHF P25 Radio System Upgrade with UPS • Fire Department— FD 1, FD 2 and FD 3 UHF P25 Radio System Upgrade with UPS This proposal is subject to the enclosed Communications System and Services Agreement (CSSA), together with its Exhibits. This proposal shall remain valid for a period of 120 days from the date of this cover letter. the City of Lodi may accept the proposal by delivering to Motorola Solutions the CSSA signed by your the City Lodi representative. Alternatively, Motorola Solutions would be pleased to address any concerns the City of Lodi may have regarding the proposal. Any questions can be directed to your Motorola Solutions Account Executive, Mike Marraccinl, at (916) 201-5670 or to your Manufacturer's Representative Cheri Lynn Eklund at (925) 453-1837. We thank you for the opportunity to furnish the City of Lodi with "best in class" solutions and we hope to continue our relationship by implementing this project. Our goal Is to provide you with the best products and services available in the communications industry. Sincerely, Motorola Solutions, Inc, Micah Applewhite MSSSI Vice President City of Lodi P25 RF System Upgrade June 21, 2010 Use or disclosure of this proposal is subject to (he restrictions on the cover page aMotorola Solutions Confidential Restricted Cover Letter City of Lodi June 21, 2019 SECTION 1 SYSTEM 1.1 1.2 CONVENTIONAL VOTING SYSTEM Motorola Solutions is pleased to provide the City of Lodi with the following proposal for the replacement of the UHF conventional multisite voting voice communication systems. As your existing equipment continues to age and more parts become obsolete, Motorola Solutions understands the importance of replacing your existing systems to maintain your organization's mission critical operations, SYSTEM BLOCK DIAGRAM A system block diagram for this proposal is shown below. IIF,) 411) Lodi PO Tower (Prime) I +,1I�VeI I LY.i trir L �T, L. rnl. L _CCA ifl I � T. !A•JI H e1 Vll {IFI} I ' lfq Cary VQeN tfd 41 lbtTl IrPl�u If►lr 1 fq, Fire Station 3 - i t j: r. r;, 1tlY1•lYllAtlMYI- .+ o1B5 .All neW Ilna,, mull I—Pler,, CGmdinerr and w—e Digital Canyandnnal -1111F RL fort-PDl, IP02, trot, ,D2 and IPOs Pdmd she, Mll neconnotled to the mIgting wdl PD K2 cur P25 RF System Upgrade Viµ' Motorola Solutions confidential Restricted Water Tower " (Prime) r I I1N t `Ill r u.f LA Is 11%'dt Pi�rli r�.l�ai�rlrnl� 3 CITY Or Loot Use or disclosure of this proposal Is subject to the restrictions on the cover page, System Description 1-1 City of Lodl ,June 21, 2019 1.2.1 Prime Site In the proposed voting system, each channel's receivers are connected to a comparator at the prime site via an IP network (through an IP/Ethernet connection from the comparator to a site LAN switch). There will be two (2) prime sites which consist of the following components: Lodi PD Tower Prime Site • Three (3) GCM 8000 Comparator Modules (2 modules per Chassis) for the LPD1, LFD1 and LFD3 Digital Conventional UHF System • Two (2) Prime Site Gateways • Two (2) Ethernet LAN Switches Water Tower Prime Site • Two (2) GCM 8000 Comparator Modules (2 modules per Chassis) for the LPD2 and LFD2 Digital Conventional UHF System • Two (2) Prime Site Gateways • Two (2) Ethernet LAN Switches The GCM 8000 Comparator communicates with the remote base stations and receivers over an IP -based network. Each site connects to a backhaul switch at the master site, Up to 15 remote subsites, including a single co -located subsite, can be supported, Since GCM 8000 is an IP Comparator, the prime site can be located anywhere in the system. The GCM 8000 are also separated in two (2) locations to ensure diversity. This proposal also assumes that the prime sites are co -located RF sites, These sites have redundant site links to the master site backhaul switches. 1.2.2 RF Sites Lodi PD Tower RI= Subsite (Co -located with Prime Site) In order to satisfy the requirement for transmitter diversity, Motorola Solutions is proposing a design where the transmitters are split between the Lodi PD Tower site and the Water Tower site, Lodi PD Channel 2 (LPD2) and Lodi FD Channel 2 (LFD2) will have GTR8000 base stations transmitting at the Water Tower site; whereas, Lodi PO Channel 1 (LPD1), Lodi FD Channel 1 (LFD1) and Lodi FD Channel 3 (LFD3) will have GTR 8000 base stations transmitting at the Lodi PD Tower RF Subsite, The following equipment is included for the Lodi PD RF Subsite: • Three (3) GTR8000 UHF Digital Conventional Base Stations • One (1) UHF 3 -Transmitter Combiner • Two (2) UHF PIM -Rated Antenna with associated cabling • One (1) Receive Multicoupler • One (1) UHF Receive Filter P25 RF System Upgrado Use or disclosure of this proposal is subject to the restrictions on the cover page Q Motorola Solutions Confidential Rostrlcted System Description 1-2 City of Lodi June 21. 2019 Since they are co -located, the GTR8000 Base Stations will connect directly to the Prime Site Ethernet LAN Switches at this site. Water Tower RF Subsite (Co -located with Prime Site) The Water Tower site will be used to provide transmitter diversity. The tower at this site can only accommodate an antenna at the top. Motorola Solutions is proposing the use of a 2 -Channel transmit combiner and one (1) dual feed antenna at this site. The two GTR 8000s at this site will transmit and receive on LPD2 and LFD2, This site will have redundant site links to the master site back haul switches. The following equipment is included for the Water Tower RF Subsite: • One (1) Outdoor Equipment Enclosure with 7.0'rack • Two (2) Site Gateways • Two (2) Ethernet LAN Switches • Two (2) GTR8000 UHF Digital Conventional Base Stations • One (1) UHF 2 -Transmit Combiner • One (1) UHF Transmit Filter • One (1) UHF Receive Multicoupler • One (1) UHF Receive Filter • One (1) UHF PIM -Rated Dual Feed Antenna with two (2) lines for transmit and receive Fire Station 2, Fire Station 3, Fire Station 4 and Well Site Receive Only Subsites The following equipment are included for all the Fire Station Receive -Only Subsites: • One (1) Site Gateway • One (1) Ethernet LAN Switch • Five (5) GPW8000 UHF Digital Conventional Receivers • One (1) UHF Receive Multicoupler • One (1) UHF Receive Filter One (1) UHF PIM -Rated Antenna with associated cabling These sites will only have receivers for LPD1, LPD2, LFD1, LFD2 and LFD3. It will have a single site link to one of the backhaul switches at the prime sites. P25 RF System Upgrade Use or disclosure of [his proposal is subject to the restrictions on the cover page Q Motorola Solutlons Confidential Restricted System Description 1-3 City of Lodi June 21, 2019 1.3 DESIGN ASSUMPTIONS Motorola Solutions has made several assumptions in preparing this proposal, which are noted below. • All existing sites or equipment locations will have sufficient space available for the system described as required/specified by R56, - Motorola Solutions has proposed 7.5' racks for all sites except the Water Tower where a 7.0' rack is proposed. The Well Site will re -use the existing outdoor cabinet, • All existing sites or equipment locations will have adequate electrical power (and backup pov/e , if noc-..ssary) in the proper phase and voltage and site grounding to support the fequiroment s )f the system described. - Demarcation is the Motorola Solutlons proposed hardware itself. - UPS with at least 60 -minute runtime per site are included In this proposal. - The power loading of the UPS was designed to accommodate only Motorola Solutions supplied equipment. • Any site/location upgrades, modifications or licensing are the responsibility of the City of Lodi. • All required approved local, State or Federal, FAA, and any other permits as may be required for the installation and operation of the proposed equipment are the responsibility of the City of Lodi. • Any required system interconnections not specifically outlined here will be provided by the City of Lodi. These may Include dedicated phone circuits, microwave links, Ethernet links or other types of connectivity. • The required bandwidth between the RF sites to the Prime site is at least 2Mbps while the bandwidth between the Prime sites to the Master site at Lodi PD Tower is at least 2.6Mbps. • All network link testing will be performed according to Y.1564 standard. • Any applicable frequencies and FCC licensing will be the responsibility of the City of Lodi. • Any necessary demarcation points are defined as the Molol ola Solutions provided equipment. This includes demarcation for the following} services: - AC/DC Power & Circuits Backup Power Grounding Communication Circuits and backhaul links between sites • Motorola Solutions is not responsible for interference caused or received by the Motorola Solutions provided equipment except for interference that is directly caused by the Motorola Solutions provided transmitter(s) to the Motorola Solutions provided receiver(s), Should The City of Lodi's system experience interference, Motorola Solutions can be contracted to investigate the source and recommend solutions to mitigate the issue. • Standard Spares for the RF Base Stations are Included in this proposal. • Antenna, combining equipment and lines are included in this proposal as follows: • A UHF R2 combiner and multicoupler are included to support the all the UHF R2 repeaters and receivers • Sclud Omni antenna 450-470MHz are proposed for the Lodi PD Tower 2.5dBd dual feed Omni antenna 406-512Mi-lz is proposed for the Water Tower 6dBd Omni antenna 450-512MHz are proposed for all receiver sites (Fire Station 2, Fire Station 3, Fire Station 4 and Well site) • A total of 8 antenna lines are proposed. Breakdown of antenna lines are as follows: - Lodi PD Tower: 2 antenna lines P25 RF System Upgrade Use or disclosure of this proposal Is subject to the restrictions on the cover page. 0 Motorola Solutions Confidential Restricted System Description 1-4 City of Lodi June 27, 2019 - Water Tower: 2 antenna lines - Fire Station 2: 1 antenna line - Fire Station 3: 1 antenna line - Fire Station 4: 1 antenna line - Well Site: 1 antenna line 7/8 AVA coax is provided for each antenna lines at the Lodi PD Tower and Water Tower • 1/2" LDF4 coax is provided for each antenna lines at the Fire Station 2, Fire Station 3, Fire Station 4 and Well Site. City of Lodi is responsible for providing an appropriate antenna mounting structure and coax/cable pathways to the equipment room racks. Motorola Solutions has also assumed a standard over the ground coax installation. • This proposal does not take into consideration any 31 party interfaces including paging, CAD, 911 and telephony (if applicable) will be addressed outside of the scope of this proposal. P25 RF System Upgrado Use or disclosure of this proposal Is subject to the restrictions on the cover page, Q) Motorola Solutions Confidential Restricted System Description 1-5 City of Lodi June 21, 2019 2 STATEMENT 0""'F WORK Motorola Solutions is proposing to the City of Lodi the installation and configuration of the following equipment at the specified locations. Lodi Police Department Tower (Transmit Prime Site 1) Water Tower (Transmit Prime Site 2) Fire Station 2 (Receive Only Site 3) Fire Station 3 (Receive Only Site 4) Fire Station 4 (Receive Only Site 6) Well Site (Receive Only Site 6) P25 RF System Upgrade Q Motorola Solutions Confidential Restricted Lodi PD CH 1 Repeater and Voting System Lodi FD CH 1 Repeater and Voting System ,_pili FD CH 3 Repeater and Voting System Antenna System UPS System (1 Hr.) Lodi PD CH 2 Repeater and Voting System Lodi FD CH 2 Repeater and Voting System Antenna System UPS System (1 Hr.) _ Lodi PD CH 1 Receiver Lodi PD CH 2 Receiver Lodi FD CH 1 Receiver Lodi FD CH 2 Receiver Lodi FD CH 3 Receiver Antenna System UPS System (1 Hr,) Lodi PD CH 1 Receiver Lodi PD CH 2 Receiver Lodi FD CH 1 Receiver Lodi FD CH 2 Receiver Lodi FD CH 3 Receiver Antenna System UPS System (1 Hr.) Lodi PD CH 1 Receiver Lodi PD CH 2 Receiver Lodi FD CH 1 Receiver Lodi FD CH 2 Receiver Lodi FD CH 3 Receiver Antenna System UPS System (1 Hr.) Lodi PD CH 1 Receiver Lodi PD CH 2 Receiver Lodi FD CH 1 Receiver Lodi FD CH 2 Receiver Lodi FD CH 3 Receiver Antenna System UPS System (1 Hr.) Use or disclosure of this proposal Is subject to the restrictions on the cover page Statement of Work 2.1 City of Lodi June 21, 2019 The document delineates the general responsibilities between Motorola Solutions and the City of Lodi as agreed to by contract. 2.1 MOTOROLA SOLUTIONS RESPONSIBILITIES Motorola Solutions' general responsibilities include the following: + Perform the installation of the Motorola Solutions supplied equipment described above. + Schedule the implementation in agreement with the City of Lodi. + Coordinate the activities of all Motorola Solutions subcontractors under this contract. + Administer safe work procedures for installation. + Provide the City of Lodi with the appropriate system interconnect specifications, 2.2 CITY OF LODI RESPONSIBILITIES The City of Lodi will assume responsibility for the installation and performance of all other equipment and work necessary for completion of this project that is not provided by Motorola Solutions, The City of Lodi's general responsibilities include the following: + Provide all buildings, equipment shelters, and towers required for system installations. + Insure communications sites meet space, grounding, power, and connectivity and backhaul requirements for the installation and operation of all proposed equipment. + Responsible for all licensing, site access, permitting and permissions required for the project implementation and operation such as FCC and FAA etc. approvals including the new Water Tower site. + Obtain frequencies, licensing, approvals and agreements for project as required. + Responsible for all sites and Water Tower structural engineering including Antenna bases and structural mounts for the Motorola Solutions provided antenna mounting systems to be installed on. + Responsible for any structural improvements, electrical service, and backhaul connectivity and all permissions to and for the Water Tower site necessary to allow operation of the proposed radio equipment. + Provide concrete pad and services for installation of new cabinet at the Water Tower site, + Responsible for warning light systems if required. + Coordinate the activities of all the City of Lodi vendors or other contractors. P25 RF System Upgrade Use or disclosure of this proposal Is subject to the restrictions on the cover page, �X� Motorola Solutions Confidential Restricted Statement of Work 2-2 City of Lodi June 21, 2010 2.3 ASSUMPTIONS Motorola Solutions has made several assumptions in preparing this proposal, which are noted below. • All existing sites of equipment locations will have sufficient space available for the system described as requiredispecified by R56. ♦ All existing sites or equipment locations will have adequate electrical power in the proper phase and voltage and slte grounding to support the requirements of the system described. • Any Civil Work required to implement the P25 System upgrade will be the responsibility of the City Lodi. ♦ All existing towers will have adequate space and size to support the antenna network requirements of the system described. ♦ The City of Lodi will provide the electrical service to the new outdoor cabinet and all Motorola Solutions equipment provided in this proposal. ♦ Any site/location upgrades or modifications are the responsibility of the City of Lodi. ♦ Any tower stress and loading analysis or tower upgrade requirements are the responsibility of the City of Lodi. ♦ The City of Lodi is responsible for all structural and electrical engineering and improvements required for the new equipment implementation and connectivity. ♦ Tile City of Lodi Is responsible for all warning light systems if required. ♦ The City of Lodi will have all of the site responsibilities completed prior to the start of the installation and implementation of the site equipment in order to meet the project schedule. ♦ All approved FCC and FAA licensing and permissions will be the responsibility of the City of Lodi. • Ail approved local, State or Federal permits as may be required for the installation and operation of the proposed equipment are the responsibility of the City of Lodi. Any Logging recorder, 911, CAD or any 31u party upgrades or re -configurations will be the responsibility of the City of Lodi. ♦ Any required system Interconnections not specifically outtlned here will be provided by the City of Lodi, These may Include dedicated phone circuits, microwave links or other types of connectivity or backhaul links. ♦ AC power connectivity and termination for the UPS installations will be the responsibility of the City of Lodi. Motorola Solutions will provide the UPS power requirements to the City of Lodi. ♦ Transfer Switches and/or Generator connectivity will be the responsibility of the City of Lodi. ♦ No coverage guarantee is included or implied for this proposal. • Motorola Solutions is not responsible for interference caused or received by the Motorola Solutions provided equipment except for interference that is directly caused by the Motorola Solutions provided transmitter(s) to the Motorola Solutions provided receiver(s). Should the City of Lodi's system experience Interference, Motorola Solutions can be contracted to investigate the source and recommend solutions to mitigate the issue. P25 RF System Upgrade 0 Motorola Solutions Confidential Restricted Use or disclosure of this proposal Is subject to the restrictions on the cover page. Statement of Work 2-3 City of Lodl June 21, 2019 ♦ Any changes or alteratlons to the system design or responsibilities will be handled by a Change Order between the City of Lodi and Motorola Solutions. P25 RF System Upgrade Use or disclosure of this proposal Is subject to the restrictions on the cover page, J.' v Motorola Solutions Confidential Restricted Statement of Work 2-4 City of Lodi June 21, 2019 3 =EQUIPMENT LISW P25 RF System Upgrade Motorola solutions Confidential Restricted Use or disclosure of this proposal Is subject to the restrlcllons on the cover page. Equipment List 3-1 This section lists the equipment necessary for the proposed solution. Lodi Police Deportment Is�l!-- 2 CLN1868 2930F 24 -PORT SWITCH 2 CLN1866 FRU: 1M DAC CABLE 1 SQM01SUM0205 GGM 8000 GATEWAY _ 1 CA01616AA ADD: AC POWER_ - 1 SQM01SUM0205 GGM SOOO GATEWAY 1 CA01616AA ADD: AC POWER - 1 T7321 GCM 8000 COMPARATOR 1 CA00718AA ADD: ASTRO SYSTEM RELEASE 7.18 2 CA_01183AA GCM 8000 COMPARATOR _ �2 CA01484AC _ ADD: ASTRO 25 CONVENTIONAL SOFTWARE 2 CA01505AC ADD: ADD: ASTRID 25 CONV VOTING SW - 1 CA03111AA ADD: CEC COMPLIANCE _ — �_-- 1 ADD: POWER EFFICIENCY PACKAGE 1 _CA01953AA X153AW ADD: RACK MOUNT HARDWARE _ 1 T7321 GCM 8000 COMPARATOR f 1 CA01183AA_ GCM 8000 COMPARATOR_ 1 CA00718AA f ADD: ASTRID SYSTEM RELEASE 7.18 1 CA01484AC ADD: ASTRO 25 CONVENTIONAL SOFTWARE �1 CA01505AC ADD: ADD: ASTRO 25 CONV VOTING SW ---- W-1 1 CA03111AA ADD: CEC COMPLIANCE 1 X153AW ADD: RACK MOUNT HARDWARE -. 1 CA01953AA ADD: POWER EFFICIENCY PACKAGE 1� T7039 Base Radio 1 CA00718A_A ASTRO SYSTEM RELEASE 7.18 CA01400AA ER CABLE, DC _1__ 1 F R2 (435-524 MHZ) ACE 1 _X640AL CA01948AA NVENTIONAL SOFTWARE 1 CA01505AA RO 25 CONVENTIONAL. VOTING SOFT 1 CA01053AA WER EFFICIENCY PACKAGE —_--_ 1 CA03111AA C COMPLIANCE 1 X153AW _ ADD: RACK MOUNT HARDWARE 1 T7039 GTR 8000 Base Radio P25 RF System Upgrade Motorola solutions Confidential Restricted Use or disclosure of this proposal Is subject to the restrlcllons on the cover page. Equipment List 3-1 1 1 1 1 1 1 1 1 1 _1 1 1 1 1 1 1 1 2 CA00718AA CA01400AA X640AL CA0194SAA ` CA01505AA CA01953AA T CA03111AA X153AW T_Fnon t_muu / lONH CA01400AA X640AL CA01948AA CA01505AA CA01953AA CA03111AA X153AW_ TRN7343 ADD: ASTRO SYSTEM RELEASE 7.18 ADD: POWER CABLE, DC r ADD: UHF R2: 435-524 MHZ) ADD: CONVENTIONAL SOFTWARE ADD: ASTRID 25 CONVENTIONAL VOTING ADD: POWER EFFICIENCY PACKAGE ADD: CEC COMPLIANCE _ADD: RACK MOUNT HARDWARE _ GTR 8000 Base Radio ADD: ASTRO SYSTEM RELEASE 7.18 2 j DS1101990 2 DSTSJADP 5 DSRMP615A 1 D59PXXR27003064S 1 DSDSRMC0608BA 1 DSDB4368BPS3B 1 _DSMWF4CUN 1 DLN6896 1 DLN6887 1 DLN1374 1 DLN1375 1 DLN6781 __DLN6805 1 DLN6898 1 DLN6455 1 DSDS4F06P36U D P25 RF System Upgrade Q Motorola Solutions Contidential Restricted ADD: POWER CABLE, DC ADD_: UHF R2 1435-524 MHt) ADD: CONVENTIONAL SOFTWARE ADD: ASTRO 25 CONVENTIONAL VOTING ADD: POWER EFFICIENCY PACKAGE ADD: CEC COMPLIANCE _ l _ADD: _RACK MOUNT HARDWARE SEVEN AND A HALF FOOT RACK SPD, SHIELDED RJ -45 JACK, SINGLE LINE GBE (1000MBPS) R56 COMPLIANT _ RACK MOUNT GROUND BAR, 19 IN FOR TSJ AND WPH SERIES DATA SPDS SPD, TYPE 3, 120V RACK MOUNT, 15A PLUG-IN W/ (6) 15A NEMA 5-15 OUTLETS UPS, 9PX, 2700W, 120V, SOFTWIRED, 64 MIN RUNTIME RACKMOUNT RMC06, 8 CH HIGH GAIN AMP UNIV RMC SYSTEM, AC POWER, 350- 512MHZ 3 CHANNEL 450MHZ SINGLE BAND UHF INTEGRATED COMBINING SYS TO INCL 3 CH 380-47OMHZ WINDOW MILLED FILTER, 65DB ISO, 2-5 MHZ PB, 450W N CONN _ _FRU: PA UHF R2 FRU: XCVR UHF R2 V2 PWR EFF OPT CRD FRU: CABINET LNA MODULE UHF 435-524 City of Lodi June 21, 2010 FRU:UHF 435-524 MHZ SITE LNA MODULE FRU: POWER SUPPLY _ FRU: ENERGY EFFICIENT POWER SUPPLY _FRU: FAN MODULE CONFIGURATION/SERVICE SOFTWARE ANTENNA,6DBD OMNI,LOW-PIM,DIN Use or disclosure of this proposal Is subject to the restrictions on the cover page. Equipment List 3-2 15 L1705 2 DDN1090 2 TDN9289 1501 DSA_VA550 `2 DSA5DFD 4 DSSG7812B2U 1 DSL5SGRIP 5 DSSSH78 1 25 1 1 1 15 1 1 2 City of Lodi June 21, 2019 LDF4-50A CABLE: 1/2" LDF HELIAX POLY JKT PER FOOT L4TDM-PSA 7-16 DIN MALE PS FOR 1/2 IN CABLE 221213 CABLE WRAP WEATHERPROOFING AVA5-50, COAXIAL CABLE, CORRUGATED COPPER,7/8 IN, BLACK PE _ _JACKET D-CLA55 7-16 DIN FEMALE FOR AVA5-50 CABLE SG78-12B2U SUREGROUND GROUNDING KIT FOR 7/8 IN COAXIAL _ CABLE L5SGRIP 7/8" SUPPORT HOIST GRIP SSH-78 7/8" SNAPSTAK HANGER 10PK RF SPD, 100-512MHZ, DC BLOCK HIGH POWER DIN MALE ANT, DIN DSVHF50DMAPGR FEMALE EQUIP L1705 LDF4-50A CABLE: 1/2" LDF HELIAX POLY JKT PER FOOT DDN1088 L4TNM-PSA TYPE N MALE PS FOR 1/2 IN CABLE _ DDN1090 _ L4TDM-PSA 7-16 DIN MALE PS FOR 1/2 IN CABLE DSDS4F06P36UD ANTENNA,6DBD OMNI,LOW-PIM,DIN L1705 LDF4-50A CABLE: 1/2" LDF HELIAX POLY JKT PER FOOT DDN1088 TYPE N MALE PS FOR 1/2 IN CABLE T DDN1090 _ _L4TNM-PSA L4TDM-PSA 7-16 DIN MALE PS FOR 1/2 IN CABLE TDN9289 221213 CABLE WRAP WEATHERPROOFING 110 DSAVA550 2 DSA5NFS AVA5-50, COAXIAL CABLE, CORRUGATED COPPER,7/8 IN, BLACK PE _JACKET N FEMALE FOR AVA5-50 CABLE SG78-1252U SUREGROUND GROUNDING KIT FOR 7/8 IN COAXIAL 4 DSSG7812B2U CABLE _. 1 DSL5SGRIP-�L5SGRIP 7/8" SUPPORT HOIST GRIP 4 DSSSH78 SSH-78 7/8" SNAPSTAK HANGER 10PK RF SPD, 400-120OMHZ HYBRID+36 VDC PASS NM ANTENNA, NF 1 DSCGXZ36NMNFAEQUIPMENT 25 L1702 F5J4-50B CABLE: 1/2" SUPERFLEX POLY JKT PER FOOT 2 DDN9682 F4PNMV2-HC 1/2" TYPE N MALE PLATED CONNECTOR J Water Tower 2 CLN1868 2930F 24 -PORT SWITCH 2 CLN1866 _ FRU: 1M DAC CABLE _ — _- 1 SQM015UM0205 T GGM 8000 GATEWAY 1 CA01616AA ADD: AC POWER SQMOISUM0205 1 GGM 8000 GATEWAY 1 CA01616AA ADD: AC POWER �. P25 RF System Upgrade s),� Motorola Solutions Confidential Restricted Use or disclosure of this proposal Is subject 10 the restrictions on the cover page. Equipment List 3-3 1 1 2 2 2 i 1 1 1 �1 1 1 1 1 1 1 1 1 1 1 1 1 _ 1 1 I 1 1 1 T7321 CA00718AA CA01183AA CA01484AC _ CA01505AC CA03111AA X153AW CA01953AA T7039 CA00718AA CA01400_AA X640AL CA01948AA CA01505AA CA01953AA T CA03111AA X153AW T7039 CA00718AA CA01400AA X640AL _ CA01948AA CA01505AA CA01953AA CA03111AA X153AW DSDSRM C0608BA DSDB4368BPS2B 1 DSMWDTF4AUD 1 DSMWF4CUN 1 D51101990 1 1 1 3 DSTSJADP DQlBAYCAB040919JP City of Lodi June 21, 2010 GCM 8000 COMPARATOR ADD: ASTRO SYSTEM RELEASE 7.18 _GCM 8000 COMPARATOR ADD: ASTRO 25 CONVENTIONAL SOFTWARE ADD: ADD: ASTRO 25 CONV VOTING SW ADD: CFC COMPLIANCE ADD: RACK MOUNT HARDWARE ADD: POWER EFFICIENCY PACKAGE GTR 8000 Base Radio ADD: ASTRO SYSTEM RELEASE 7.18 _ADD: POWER CABLE, DC ADD: UHF R2 (435-524 MHZ) ADD: CONVENTIONAL SOFTWARE — W ADD: ASTRO 25 CONVENTIONAL VOTING SOFT ADD: POWER EFFICIENCY PACKAGE 1 ADD: CEC COMPLIANCE ADD: RACK MOUNT HARDWARE GTR 8000 Base Radio ADD: ASTRO SYSTEM RELEASE 7,18 ADD: POWER CABLE, DC ADD: UHF R2 (435-524 MHZ) ADD: CONVENTIONAL SOFTWARE ADD: ASTRO 25 CONVENTIONAL VOTING SOFT ADD: POWER EFFICIENCY_ PACKAGE - ADD: CEC COMPLIANCE ADD: RACK MOUNT HARDWARE RMC06, 8 CH HIGH GAIN AMP UNIV RMC SYSTEM, AC POWER, 350- 512MHZ 450-470MHZ, 2 CHANNEL TRANSMIT CAVITY COMBINER 450-455/460-465MHZ, DUAL BAND TX MILLED WINDOWS FILTER _ 3.5MHZ PB 380-47OMHZ WINDOW MILLED FILTER, 65DB 150, 2-5 MHZ PB, 450W N CONN _ SPD, SHIELDED RJ -45 JACK, SINGLE LINE GBE (1000MBPS) R56 COMPLIANT _ RACK MOUNT GROUND BAR, 19 IN FOR TSJ AND WPH SERIES DATA _ SPDS _— CUSTOM 1 BAY 8FT TALL CABINET, PER Q# 040919-1P01 THN1012 RACK V OPENT DSRMP615A SPD, TYPE 3,120V RACK MOUNT, 1SA PLUG-IN W/ (6) 15A NEMA 5-15 P25 RF System Upgrade 0 Motorola Solutions Confidential Restricted Use or disclosure or this proposal is subject to the restrictions on the cover page Equipment List 3-4 1 1 15 2- 2 DS9PXXR13503074S DSDS4F06P36DD L1705 _ DDN1090 TD N 9289 250 1 DSAVA550 2 DSA5DFD 6 _DSSG7812B2U_ 2 DSL5SGRIP L_i DSSSH78 1 25 1 1 15 1 _1 2 DSVHF50DMAPGR L1705 DDN1088 DDN1090 L1705 DDN1088 DDN1090 TDN9289 250 1 DSAVA550 2 DSA5 N FS 6 DSSG7812B2U 2 DSL5SGRIP 9 DSSSH78 1 DSCGXZ36NMNFA 25 11702 2 DDN9682 Fire Station 2 City of Lodi June 21, 2019 UPS, 9PX, 1350W, 120V, 50FTWIRED, 74 MIN RUNTIME RACK MOUNT - 450-47OMHZ DUAL FEED 5.9DB GAIN, LOW -PIM, PIP RATED ANT, DIN LDF4-50A CABLE: 1/2" LDF HELIAX POLY JKT PER FOOT__ L4TDM-PSA 7-16 DIN MALE PS FOR 1/2 IN CABLE 221213 CABLE WRAP WEATHERPROOFING _ AVA5-50, COAXIAL CABLE, CORRUGATED COPPER,7/8 IN, BLACK PE JACKET D -CLASS 7-16 DIN FEMALE FOR AVA5-50 CABLE SG78-12132U SUREGROUND GROUNDING KIT FOR 7/8 IN COAXIAL CABLE_ LSSG RIP 7/8" SUPPORT HOIST GRIP SSH-78 7/8" SNAPSTAK HANGER 10PK RF SPD, 100-S12MHZ, DC BLOCK HIGH POWER DIN MALE ANT, DIN FEMALE EQUIP LDF4-50A CABLE: 1/2" LDF HELIAX POLY JKT PER FOOT L4TNM-PSA TYPE N MALE PS FOR 1/2 IN CABLE L4TDM-PSA 7-16 DIN MALE PS FOR 1/2 IN CABLE LDF4-50A CABLE: 1/2" LDF HELIAX POLY JKT PER FOOT L4TNM-PSA TYPE N MALE PS FOR 1/2 IN CABLE L4TDM-PSA 7-16 DIN MALE PS FOR 1/2 IN CABLE 221213 CABLE WRAP WEATHERPROOFING _ AVA5-50, COAXIAL CABLE, CORRUGATED COPPER,7/8 IN, BLACK PE _N FEMALE FOR AVA5-50 CABLE _ SG78-12132U SUREGROUND GROUNDING KIT FOR 7/8 IN COAXIAL CABLE LSSGRIP 7/8" SUPPORT HOIST GRIP SSH-78 7/8" SNAPSTAK HANGER 10PK RF SPD, 400-120OMHZ HYBRID+36 VDC PASS NM ANTENNA, NF _ EQUIPMENT _. FSJ4-50B CABLE: 1/2" SUPERFLEX POLY JKT PER FOOT F4PNMV2-HC 1/2" TYPE N MALE PLATED CONNECTOR 1 T7540 GPW 8000 RECEIVER 1 CA00718AA ADD: ASTRO SYSTEM RELEASE 7.18 1 CA01400AA ADD: POWER CABLE, DC 1 X302AR T ADD: QTY 2 GPW 8000 RECEIVER 2 X640AN ADD: UHF R2 (435-524 MHx) P25 RF Systern Upgrade 0 Motorola Solutions CoMidentlal Restricted Use or disclosure of this proposal Is subject to the restrictions on the cover page. Equipment List 3-5 2 1 1 1 1 1 1 1 1 2 2 _1 1 1 1 1 1 1 i 1 1 1 1 1 1 _z _1 1 CA01948AB CA01953AB _ CA03111AA CA00975AA X153AW T7540 _ CA00718AA C_A01400AA _X302AR X640AN CA01948AB CA01953AB _ CA03111AA CA00975A_A X153AW T7540 CA00718AA CA01400AA X301AR X640AN CA01948AB _ CA01953AB _ CA03111AA CA00975AA X153AW CLN 1868 CLN1866 SQMOISUM0205 CA01616AA TRN7343 1 1 DS1101990 1 I DSTSJADP 3 1 DSR_MP6I5A 1 —F go ADD: CONVENTIONAL SOFTWARE R/X ONLY ADD: POWER EFFICIENCY PACKAGE ` ADD: CEC COMPLIANCE ADD: BATTERY TEMP SENSOR EXTENSION CABLE ADD: RACK MOUNT HARDWARE GPW 8000 RECEIVER ADD: ASTRO SYSTEM RELEASE 7.18 AD_D:_POWER CABLE, DC ADD: QTY 2 GPW 8000 RECEIVER ADD: UHF R2 (435-524 MHZ) _ ADD: CONVENTIONAL SOFTWARE R/X ONLY ADD: POWER EFFICIENCY PACKAGE ADD: CEC COMPLIANCE ADD: BATTERY TEMP SENSOR EXTENSION CABLE ADD: RACK MOUNT HARDWARE GPW 8000 RECEIVER _ADD: ASTRO SYSTEM R_ELEASE_7.18 ADD: POWER CABLE, DC� ADD: QTY 1 GPW 8000 RECEIVER ADD: UHF R2 (435-524 MHZ) ADD: CONVENTIONAL SOFTWARE R/X ONLY ADD: POWER EFFICIENCY_ PACKAGE ADD: CEC COMPLIANCE ADD: BATTERY TEMP SENSOR EXTENSION CABLE ADD: RACK MOUNT HARDWARE 7930F 24 -PORT SWITCH 1 DSDSRMC0608BA 1 DSMWF4CUN f P25 RF System Upgrade Q) Motorola Solutions Confidential Restricted City of Lodi June 21, 2019 FRU: 1M DAC CABLE _GGM 8000 GATEWAY _ADD: AC POWER _ SEVEN AND A HALF FOOT RACK SPD, SHIELDED R1-45 JACK, SINGLE LINE GBE (1000MBPS) R56 COMPLIANT _. RACK MOUNT GROUND BAR, 19 IN FOR TSJ AND WPH SERIES DATA SPDS SPD, TYPE 3,120V RACK MOUNT, ISA PLUG-IN W/ (6) 15A NEMA 5-15 OUTLETS UPS, 9PX, 90OW, 120V, SOFTWIRED, 64 MIN RUNTIME RACK MOUNT RMC06, 8 CH HIGH GAIN AMP UNIV RMC SYSTEM, AC POWER, 350- 512MHZ - 380-47OMHZ WINDOW MILLED FILTER, 65DB ISO, 2-5 MHZ PB, 450W Lee or disclosure of (his proposal Is subject to (lie restrictions on the cover page. E'pulpment List 3-6 1 DSANT450F2 15 L1705 1 DDN1088 1 DDN1090 2 TDN9289 100 L1705 2 DDN1_089 _ 4 DSSG1212B2U _1 DSL4SG_RIP 4 DSSSH12 _1 DSCGXZ36NMNFA 25 L1702 2 DDN9682 Fire Station 3 T7540 CA01400AA CA00716AA X302AR_ X640AN _ CA0194_8AB CA01953AB CA03111AA CA00975AA X153AW T7540 CA01400AA CA00718AA _ X302AR X640AN CA01948AB CA01953AB - CA03111AA CA00975AA X153AW T7540 CA01400AA CA00718AA P25 RF System Upgrade 00 Motorola Solutions Confidential Restricted City of Lodi June 21, 2019 FIBERGLASS COLLINEAR ANTENNA, 420-480 MH2, 2.5 DBD GAIN LDF4-50A CABLE: 1/2" LDF HELIAX POLY JKT PER -FOOT L4TNM-PSA TYPE N MALE PS FOR 1/2 IN CABLE L4TDM-PSA 7-16 DIN MALE PS FOR 1/2 IN CABLE 221213 CABLE WRAP WEATHERPROOFING LDF4-50A CABLE: 1/2" LDF HELIAX POLY JKT PER FOOT L4TNF-PSA TYPE N FEMALE PS FOR 1/2 IN CABLE SG12-1262U, SUREGROUND 1/2", 48" L45GRIP SUPPORT HOIST GRIP 1/2" LDF SSH-12 1/2" SN_APSTAK HANGER 10PK RF SPD, 400-120OMHZ HYBRID +36 VDC PASS NM ANTENNA, NF EQUIPMENT FSJ4-506 CABLE: 1/2" SUPERFLEX POLY JKT PER FOOT F4PNMV2-HC 1/2" TYPE N MALE PLATED CONNECTOR GPW 8000 RECEIVER ADD: POWER CABLE, DC'� ADD: ASTRO SYSTEM RELEASE 7,16 T ADD: QTY 2 GPW 8000 RECEIVER ADD: UHF R2 (435-524 MHZ) _ ADD: CONVENTIONAL SOFTWARE R/X ONLY ADD: POWER EFFICIENCY PACKAGE ADD: CEC COMPLIANCE ADD: BATTERY TEMP SENSOR EXTENSION CABLE ADD: RACK MOUNT HARDWARE GPW 8000 RECEIVER ADD: POWER CABLE, DC ADD: ASTRID SYSTEM RELEASE 7.18 _ ADD: QTY 2 GPW 8000 RECEIVER ADD: UHF R2 (43_5-524 MHZ) ADD: CONVENTIONAL SOFTWARE R/X ONLY ADD: POWER EFFICIENCY PACKAGE ADD: CEC COMPLIANCE T ADD: BATTERY TEMP SENSOR EXTENSION CABLE _ ADD: RACK MOUNT HARDWARE_ _ GPW 8000 RECEIVER ADD: POWER CABLE, DC _ ADD: ASTRO SYSTEM RELEASE 7.18 Use or disclosure of this proposal Is subject to the restrictions on the cover page. Equipment List 3-7 1 X301AR 1 X640AN 1 CA0194BAB _ 1 CA01953AB 1 CA03111AA 1 CA00975AA 1 X153AW 1 CLN 1868_ 1 CLN1866 _ 1 SQM01SUM0205 1 CA01616AA _ 1 TRN7343 1 DS1101990 1 DSTSJADP 3 DSRMP615A 1 DS9PXXR09003064S 1 1 15 'i 2 100 2 4_ 1 4 DSDSRMC0608BA DSMWF4CUN _ DSDS4F06P36UD_ DSUC1142 L1705 DDN 1088 DDN 1090 TDN9289 L1705 T , DDN1089 DSSG1212B2U DSL4SGRIP DSSSH12 1 DSCGXZ36NMNFA 25 L1702 2 DDN9682 Fire Station 4 P25 RF System Upgrade City of Lodi June 21, 2019 ADD: QTY 1 GPW 8000 RECEIVER ADD: UHF R2 (435-524 MHZ) ADD: CONVENTIONAL SOFTWARE R/X ONLY _ADD: POWER EFFICIENCY PACKAGE ADD: CEC COMPLIANCE J �_ ADD: BATTERY TEMP SENSOR EXTENSION CABLE _ — ADD: RACK MOUNT HARDWARE _- 2930F 24 -PORT SWITCH— FRU: 1M DAC CABLE GGM 8000 GATEWAY i _ - ADD: AC POWER - SEVEN AND A HALF FOOT RACK SPD, SHIELDED RJ -45 JACK, SINGLE LINE GBE (1000MBPS) R56 COMPLIANT— RACK MOUNT GROUND BAR, 19 IN FOR TSJ AND WPH SERIES DATA SPDS SPD, TYPE 3,120V RACK MOUNT, 15A PLUG-IN W/ (6) 15A NEMA 5-15 OUTLETS UPS, 9PX, 900W, 120V, SOFTWIRED, 64 MIN RUNTIME RACK MOUNT RMC06, 8 CH HIGH GAIN AMP UNI\ RMC SYSTEM, AC POWER, 350- 512MHZ _ 380-47OMHZ WINDOW MILLED FILTER, 65DB ISO, 2-5 MHZ PB, 450W N CONN ANTENNA,6DBD OMNI,LOW-PIM,DIN __ .-...-- - PIPE TO PIPE CLAMP, 1,5" TO 5" PIPE, SET OF 2 CLAMPS LDF4-50A CABLE: 1/2" LDF HELIAX POLY JKT PER FOOT T L4TNM-PSA TYPE N MALE PS FOR 1/2 IN CABLE L4TDM-PSA 7-16 DIN MALE PS FOR 1/2 IN CABLE 221213 CABLE WRAP WEATHERPROOFING _ LDF4-50A CABLE: 1/2" LDF HELIAX POLY XT PER FOOT L4TNF-PSA TYPE N FEMALE PS FOR 1/2 IN CABLE — SG12-128213, SUREGROUND 1/2'r, 48" L4SGRIP SUPPORT HOIST GRIP 1IZ" LDF _ SSH-12 1/2" SNAPSTAK HANGER 10PK _ RF SPD, 400-120OMHZ HYBRID +36 VDC PASS NM ANTENNA, NF EQUIPMENT -- — FSJ4-5013 CABLE: 1/2" SUPERFLEX POLY JKT PER FOOT F4PNMV2-HC 1/2" TYPE N MALE PLATED CONNECTOR Motorola Solutions Confidential Restricted Use or disclosure of this proposal is subject to the restrictions on the cover page Equipment List 3-8 1 T7540 1 CA01400AA �1 CA00718AA 1 _X302AR 2 X640AN �^ 2 _ CA01948AB 1 CA01953AB T 1 CA03111AA 1 CA00975AA 1 X153AW 1 T7540 _ 1 CA01400AA 1 CA00718AA _1 X302AR _2y X640A_N 2 CA01948AB 1 _ CA01953AB -1 _ C_A03111AA 1 CA00975AA 1 X153AW 1 T7540 1 CA01400AA 1 CA00718AA 1 X301AR 1 X640AN 1 CA01948AB _ 1 CA01953AB r __1 CA03111AA 1 CA00975AA 1 X153AW 1 CLN1868� 1 CLN1866 1 SQM01SUM0205 1 CA01616AA 1 TRN7343 1 DS1101990 1 DSTSJADP City of Lodi June 21. 2019 GPW 8000 RECEIVER ADD: POWER CABLE, DC ADD: ASTRO SYSTEM RELEASE 7.18 ADD: QTY 2 GPW 8000 RECEIVER ADD: UHF R2 (435-524 MHZ) ADD: CONVENTIONAL SOFTWARE R/X ONLY ADD: POWER EFFICIENCY PACKAGE ADD: CEC COMPLIANCE ADD: BATTERY TEMP SENSOR EXTENSION CABLE ADD: RACK MOUNT HARDWARE GPW 8000 RECEIVER ADD: POWER CABLE, DC ADD: ASTRO SYSTEM RELEASE 7.18 ADD: QTY 2 GPW 8000 RECEIVER _A_DD: UHF R2 (435-524 MHZ) _f ADD: CONVENTIONAL SOFTWARE R/X ONLY ADD: POWER EFFICIENCY PACKAGE ADD: CEC COMPLIANCE _ ADD: BATTERY TEMP SENSOR EXTENSION CABLE ADD: RACK MOUNT HARDWARE GPW 8000 RECEIVER ADD: POWER CABLE, DC T ADD: ASTRO SYSTEM RELEASE 7.18 ADD: QTY 1 GPW 8000 RECEIVER ADD: UHF R2 (4.35-524 MHZ) ADD: CONVENTIONAL SOFTWARE R/X ONLY ' ADD: POWER EFFICIENCY PACKAGE ADD: CEC COMPLIANCE _ADD: BATTERY TEMP SENSOR EXTENSION CABLE ADD: RACK MOUNT HARDWARE 2930F 24 -PORT SWITCH FRU: 1M DAC CABLE _ GGM 8000 GATEWAY ADD: AC POWER SEVEN AND A HALF FOOT RACK _ SPD, SHIELDED RJ -45 JACK, SINGLE LINE GBE (1000MBPS) R56 COMPLIANT _ RACK MOUNT GROUND BAR, 19 IN FOR TSJ AND WPH SERIES DATA SPDS P25 RF System Upgrade Use or disclosure of this proposal Is subject to the restrictions on the cover page. Motorola Solutions Confidential Restricted Equipment List 3-9 3 DSRMP615A _ 1 DS9PXXR090030645 1 I DSDSRMC0608BA 1 DSMWF4CUN 1 DSDS4F06P36UD _1 DSUC1142 15 L1705 1 DDN1088 1 DDN1090 2 TDN9289 100 L1705 2 DDN1089 _ 4 DSSG1212B2U 1 1 DSL41GRII 4 DSSSH12 1 DSCGXZ36NMNFA 25 L1702 2 DDN9682 Well Site 1 ` T7540 1 CA01400AA 1 CA00718AA 1 X302AR_ 2 X640AN_ 2 _ CA01948AB -1 _CA01953AB 1 CA03111AA_ 1 CA00975AA 1 X153AW 1 T7540 1 CA01400AA 1 _ CA00718AA 1 X302AR 2 X640AN P25 RF System Upgrade Cily of Lodi June 21, 2019 SPD, TYPE 3, 120V RACK MOUNT, 15A PLUG-IN W/ (6) 15A NEMA 5-15 OUTLETS _ UPS, 9PX, 900W, 120V, SOFTWIRED, 64 MIN RUNTIME RACK MOUNT RMC06, 8 CH HIGH GAIN AMP UNIV RMC SYSTEM, AC POWER, 350- 512MHZ 380-47OMHZ WINDOW MILLED FILTER, 65DB ISO, 2-5 MHZ PB, 450W N CONN _. ANTENNA,6DBD OMNI,LOW-PIM,DIN PIPE TO PIPE CLAMP, 1.5" TO 5" PIPE, SET OF 2 CLAMPS LDF4-50A CABLE: 1/2" LDF HELIAX POLY JKT PER FOOT _L4TNM-PSA TYPE_ N MALE PS FOR 1/2 IN CABLE _ L4TDM-PSA 7-16 DIN MALE PS FOR 1/2 IN CABLE 221213 CABLE WRAP WEATHERPROOFING LDF4-50A CABLE: 1/2" LDF HELIAX POLY JKT PER FOOT _ L4TNF-PSA TYPE N FEMALE PS FOR 1/2 IN CABLE SG12-12132U, SUREGROUND 1/2 48" L4SGRIP SUPPORT HOIST GRIP 1/2" LDF SSH-12 1/2" SNAPSTAK HANGER 10PK RF SPD, 400-120OMHZ HYBRID +36 VDC PASS NM ANTENNA, NF EQUIPMENT _ FSJ4-50B CABLE: 1/2" SUPERFLEX POLY JKT PER FOOT F4PNMV2-HC 1/2" TYPE N MALE PLATED CONNECTOR GPW 8000 RECEIVER _ADD: POWER CABLE, DC ADD: ASTRID SYSTEM RELEASE 7,18 ADD: QTY 2 GPW 8000 RECEIVER ADD: UHF R2 (435-524 MHZ) ADD: CONVENTIONAL SOFTWARE R/X ONLY ADD: POWER EFFICIENCY PACKAGE ADD: CEC COMPLIANCE _ ADD: BATTERY TEMP SENSOR EXTENSION CABLE ADD: RACK MOUNT HARDWARE GPW 8000 RECEIVER _ _ADD: POWER CABLE, DC ADD: ASTRO SYSTEM RELEASE 7.18 ADD: QTY 2 GPW 8000 RECEIVER ADD: UHF R21435-524 MHZ) Use or disclosure of this proposal Is subject to the restrictions on the cover page. Q Motorols solutions Confidential Restricted Equipment List 3-10 2 CA01948AB 1 CA01953AB 1 CA03111AA 1 CA00975AA 1� X153AW 1 T7540 1 CA01400AA 1 CA00718AA 1 X301AR 1 X640AN 1 CA01948AB 1 CA01953AB _ 1 CA03111AA 1 CA00975AA 1. X153AW 1 CLN1868 _ 1 CLN1866 1 SQM01SUM0205 _1__ CA01616AA 1 TRN7343 1 I DS1101990 1 I DSTSJADP 2 ` DSRMP615A 1 I DS9PXXR09003064S 1 1 DSDSRMC0608BA _1_ 1 DSMWF4CUN __ W1 _DSDS4F06P3.6UD DSUC1142 15 1 1 L1705 DDN1088 DDN1090 2 TDN928.9_ 100 L1705 �2 DDN1089 4 DSSG121282U P25 RF Syslern Upgrade City of Lodi June 21, 2019 ADD: CONVENTIONAL SOFTWARE R/X ONLY ADD: POWER EFFICIENCY PACKAGE ADD; CEC COMPLIANCE _ ADD: BATTERY TEMP SENSOR EXTENSION CABLE ADD: RACK MOUNT HARDWARE GPW 8000 RECEIVER ADD: POWER CABLE, DC ADD: ASTRO SYSTEM RELEASE 7.18 ADD: QTY 1 GPW 8000 RECEIVER ADD: UHF R2 (435-524 MHZ) ADD: CONVENTIONAL SOFTWARE R/X ONLY_ ADD: POWER EFFICIENCY PACKAGE ADD: CEC COMPLIANCE ADD: BATTERY TEMP SENSOR EXTENSION CABLE ADD: RACK MOUNT HARDWARE 2930F 24 -PORT SWITCH FRU; 1M DAC CABLE GGM 8000 GATEWAY ADD: AC POWER SEVEN AND A HALF FOOT RACK SPD, SHIELDED RJ -45 JACK, SINGLE LINE GBE (1000MBPS) R56 COMPLIANT _�- RACK MOUNT GROUND BAR, 19 IN FOR TSJ AND WPH SERIES DATA SPDS SPD, TYPE 3,120V RACK MOUNT, 15A PLUG-IN W/ (6) 15A NEMA 5-15 OUTLETS UPS, 9PX, 900W, 120V, SOFTWIRED, 64 MIN RUNTIME RACK MOUNT RMC06, 8 CH HIGH GAIN AMP UNIV RMC SYSTEM, AC POWER, 350- 512MHZ _ 380-47OMHZ WINDOW MILLED FILTER, 65DB ISO, 2-5 MHZ PB, 450W N CONN ANTENNA,6DBD OMNI,LOW-PIM,DIN PIPE TO PIPE CLAMP, 1,5" TO 5" PIPE, SET OF 2 CLAMPS LDF4-50A CABLE: 1/2" LDF HELIAX POLY JKT PER FOOT L4TNM-PSATYPE N MALE PS FOR 1/2 IN CABLE L4TDM-PSA 7-16 DIN MALE PS FOR 1/2 IN CABLE _ 221213 CABLE WRAP WEATHERPROOFING LDF4-50A CABLE: 1/2" LDF HELIAX POLY JKT PER FOOT L4TNF-PSA TYPE N FEMALE PS FOR 1/2 IN CABLE 4 SG12-12B2U, SUREGROUND 1/2", 48" Q Motoroia solutions Confidential Restricted Use or disclosure of this proposal is subject to the restrictions on the cover page. Equipment List 3-11 City of Lodi June 21, 2078 1 DSL45GRIP _ L45GRIP SUPPORT HOIST GRIP 1/2" LDF__ 4 D_S_SSH12 SSH-121/2" SNAPSTAK HANGER 10PK Y RF SPD, 400-120OMHZ HYBRID +36 VDC PASS NM ANTENNA, NF 1 DSCGXZ36NMNFA EQUIPMENT 25 L1702 FSJ4-50B CABLE: 3/2" SUP ERFLEX POLY JKT PER FOOT , 2 DDN9682 F4PNMV2-HC 1/2" TYPE N MALE PLATED CONNECTOR P25 RF system Upgrade Q Motorola solutions Confidential Restricted Use or disclosure of this proposal Is subJecl to the restrictlons on the cover page. Equipment List 3-12 City of Lodl Juno 21, 2019 PROJECT SCHEDULE 4.1 PROJECT TIMELINE ESTIMATES: • Contracts, Project Kickoff, Final Design Review: 8 weeks • Ordering, Manufacturing, Staging: 16 weeks • System delivery, installation, optimization: 12 weeks • ATP, Cutover, Punch list, Acceptance: 4 weeks A mutually agreed upon project schedule will be finalized during the Design Review meeting with the City of Lodi Motorola Solution, P25 RF System Upgrade Use or disclosure of this proposal Is subject Lo the restrictions on the cover page, i4', Motorola Solutions Confidential Restricted Project Schedule 4-13 City of Lodl June 21, 2019 ACCEPTANCE TEST PLAN This section is intended to list tests that will be performed in the field on the proposed system towards system acceptance, Generic radios and sites are referred to in this draft ATP. Specific detail will be added in the design review portion of project implementation. A draft Acceptance Test Plan (ATP) is provided below. P25 RP System Upgrade Use or disclosure of this proposal Is subject to the restrictions on the cover page 0 Motorola Solutions Confidential Restricted Acceptance Test Plan 5-14 5.1 CONVENTIONAL TESTS 5.1.1 Conventional Radio Resource Call - Clear Mode 1. DESCRIPTION Subscribers can communicate to each other through a repeater that is selected via the channel selector on the Individual radio. The signals that are received from the subscriber radio are repeated so that other radios on that channel will be able to hear and participate In the conversation, SETUP RADIO -1 - CONVENTIONAL CHANNEL 1 RADIO -1 - CONVSITE 1 RADIO -2 - CONVENTIONAL CHANNEL 1 RADIO -2 - CONVSITE 1 VERSION #1.050 P25 RF System Upgrade ® Motorola Solutions Confidential Restricted City o1 Lodi June 21, 2019 2. TEST Step 1, Initiate a CONVENTIONAL CHANNEL 1 call on RADIO.1. Step 2. Verify RADIO -2 can monitor and respond to the call on CONVENTIONAL CHANNEL 1. Step 3. Initiate a CONVENTIONAL CHANNEL 1 call on RADIO -2. Step 4, Verify RAO 10.1 can monitor and respond to the call on CONVENTIONAL CHANNEL 1. Step 5, Repeat above tests for each repeater channel. Pass Fall Use or disclosure of this proposal is subject to the restrictions on the cover page. Acceptance Test Plan 8.75 5.1.2 Conventional Radio Scan 1. DESCRIPTION A subscriber can be programmed to scan through a list of conventional frequencies and lock on to one that has activity, This allows a user to monitor multiple frequencies at one time. This scan will cycle through its list and If activity is detected, will change to that personality for the duration of the transmission. After the transmission ends and after a preset hang time, the subscriber reverts to its home channel, SETUP RADI0-1 - SITE 1 (SCANNING) RADIO -2 - SITE 2 RAD10-1 must have SITE 1 and SITE 2 in its active scan list. VERSION #1.070 25 RF System Upgrade YID Motorola Solutions Confidential Restricted City of Lodl June 21, 2019 2. TEST I Step 1, Verify that on RADI0-1 scan is enabled, Step 2, From RADIO -2, transmit on SITE 2, which is a channel programmed In the active scan list. Step 3. Verify that RADI0-1 changes to SITE 2. Step 4. Verify communications between RADIO -1 and RADIO -2. Step 5. Verify that RADIO -1 will return to Its home channel of SITZ= 1. Step 6. Repeat steps 2-5 for all channels In the active scan list. Pass Fail Use or disclosure of this proposal Is subject to the restrictions on the cover page. Acceptance Test Plan 5-16 5.1.3 Conventional Radio Resource Via Comparator 1. DESCRIPTION A comparator will vote all receive capable sites and transmit on specified transmit capable sites. Because a comparator will construct a signal from multiple sites, It Is necessary to test each site Individually. SETUP RADI0-1 - SITE 1 RADIO -2 - SITE 1 VERSION #1.040 P25 RF System Upgrade Q � Motorola Solutions Confidential Restricted Clty of Lodi June 21, 2019 2. TEST Step 1, Disable all sites on the comparator except SITE 1. Step 2. Verify communications between RADIO -1 and RADIO -2. Step 3. Disable SITE 1 and enable the next site, I Change the channel on the subscriber If necessary. Step 4. Verify communications between RADIO -1 and RADIO -2, Step 5. Repeat steps 3 & 4 unlil all sites on ilio comparator have beet,. individually tested. Step 6. Enable all sites on the comparator. Step 7. Verify communications between RADI0-1 and RADI0-2 with all sites enabled. Pass Fail Use or dlsclosure of this proposal is subject to the restrictions on the cover page. Acceptance Test Plan 5-17 City of Lodi June 21, 2019 5.2 MCC 7500E17500 CONVENTIONAL RESOURCES 2. TEST 5.2.1 Console Priority 1. DESCRIPTION Console Operator Positions have ulilmate control of transmitted audio on an assigned resource. The Console Position has the capability to take control of an assigned voice channel for a channel/talkgroup call so that the operator's audio overrides any subscriber audio, Console priority is a feature that enables dispatchers to gain immediate access to an assigned voice channel so that a central point of audio control exists. SETUP RADIO -1 - CONVENTIONAL CHANNEL 1 RADIO -2 - CONVENTIONAL CHANNEL 1 CONSOLE -1 - CONVENTIONAL CHANNEL 1 VERSION #1.040 P25 RF System Upgrade ® Motorola Solutlons Confldentlal Restricted Step 1. Initlate a call from RADI0-1 on CONVENTIONAL CHANNEL 1, Keep this call In progress until the test has completed. Step 2. Observe that RADIO -2 receives the call. Step 3. While the call is in progress, key up CONSOLE -1 on CONVENTIONAL CHANNEL 1. Step 4. Observe that RADIO -2 is now receiving audio from CONSOLE -1 on CONVENTIONAL CHANNEL 1 Step 5, De -key CONSOLE -1. Step 6, Verify RADIO -2 now receives RADIO -1 audio. Step 7. End the CONVENTIONAL CHANNEL 1 call from RADIO -1, Pass Fail Use or disclosure of this proposal Is subject to the restrictions on the cover page. Acceptance Test Plan 5.19 MCC 7500EI7500 Conventional Resources 5.2.2 Alert Tones - Conventional Channel 1. DESCRIPTION City of Lodi June 21, 2019 2. TEST Step 1. Select CONVENTIONAL CHANNEL 1 on CONSOLE -1. Step 2, Select Alert Tone 1 and depress the Alert Tone button. Step 3. Verify that RADIO -1 and RADIO -2 hear Alert Tone 1. Step 4. Repeat Steps 2-3 for Alert Tone 2 and 3. Pre -defined alert tones can be transmitted on the selected Radio Resource to subscribers which can alert members of a channel I talkgroup to a particular event or shnify to radio users special instructlons are to follow The Console has the ability to send an Alert -Tone signal on selected conventional or talkgroup resources. SETUP RADIO -1 - CONVENTIONAL CHANNEL 1 RADIO -2 - CONVENTIONAL CHANNEL 1 Pass Fail CONSOLE -1 - CONVENTIONAL CHANNEL 1 VERSION #1.030 P25 RF System Upgrade Use or disclosure of this proposal is subject to the restrictions on the cover page 01) Motorola Solutions Confidential Restrlcfed Acceptance Test Plan 5-20 MCC 7500EI7500 Conventional Resources 5.2.3 Radio Check 1. DESCRIPTION Radio Check allows the console operator to determine If a subscriber Is operational or within range. The subscriber sends the acknowledgment that it has received the Radio Check. NOTE: The statustmessage line must be added to the Channel Control Window (CCW) of the resource in order for the "ACKNOWLEDGED" Indication to be visible, This test can be run using Digital Conventional or MDC1200 Channels. SETUP RADIO -1 - CONVENTIONAL CHANNEL 1 CONSOLE -1 - CONVENTIONAL CHANNEL 1 VERSION #1.030 P26 RF System Upgrade ?� Motorola Solutions Confidential Restricted Clly of Lodi June 21, 2019 2. TEST Step 1, Using CONSOLE -1 select the CONVENTIONAL CHANNEL 1 Radio Resource. Step 2. From the active Radio Resource select the Radio Check button. Enter the ID or alias of RADIO -1 In the Radio Check window. Step 3 Click the "Send" button from the Radio Check window to Initiate the Radio Check. Step 4. Verify that "ACKNOWLEDGED" Is shown on CONVENTIONAL CHANNEL Ts Channel Control Window. Step 5. Turn off RADIO -1. Step 6, Click the "Send" button from the Radio Check window to initiate the Radio Check on RADIO -1. Step 7. Verify that an error message is logged: "Send Radio Check failed: Target not found." Pass Fall Use or disclosure of this proposal Is sub)ect to the restrictions on the cover page. Acceptance Test Plan 5-21 City of Lodl June 21, 2010 5.3 SIGNOFF CERTIFICATE By their signatures below, the following witnesses certify they have observed the system Acceptance Test Procedures. Signatures WITNESS: Please Print Name: Please Print Title: WITNESS: Please Print Name: Please Print Title: _ WITNESS: Please Print Name:.--.. . Please Print Title: P25 RF System Upgrade Motorola Solutions Confidential Restricted Date; Initials: Date: Initials: Dow Initials: Use or disclosure of this proposal Is subject to the restrictions on the cover page. Acceptence Test Plan 5-1 City of Lodi June 21, 201g WARRANTY AND MAINTENANCE Motorola Solutions will provide the City of Lodi Warranty services as outlined in the CSSA, In addition, Motorola Solutions will include our Essentials Services during the Warranty period. Maintenance and Lifecycle services are described generally below and full statements of work describing the services are available upon request. 6.1 ESSENTIAL SERVICES OVERVIEW In order to ensure that the City of Lodi has immediate access to our on-site and technical support teams for both unforeseen issues and ongoing maintenance, Motorola Solutions proposes our Essential Plus Services offering to the City of Lodi, Appropriate for customers who want to minimize their system's downtime, Essential Plus Services provide a reliable service response and restoral process remote assistance to address unforeseen network events, effect on-site repairs to network components, and deliver patches to keep the City of Lodi's system secure. The proposed offering consists of the following specific services; Service Desk. • Technical Support. Onsite Support, Network Hardware Repair. • Seif-Installed Security Patches. These services will be delivered to the City of Lodi through the combination of local service personnel either dedicated to the network or engaged as needed; a centralized team within our Support Center (SSC), which operates on a 24 x 7 x 365 basis; and our Repair Depot, which will ensure that equipment is repaired to the highest quality standards. The collaboration between these service resources, all of who are experienced in the maintenance of mission -critical networks, will enable a swift analysis of any network issues, an accurate diagnosis of root causes, and a timely resolution and return to normal network operation. 6.2 ESSENTIAL PLUS SERVICES DESCRIPTIONS 6.2.1 Centralized Service Delivery Centralized support will be provided by Motorola Solutions' support staff, located at our Service Desk and Solutions Support Center (SSC), These experienced personnel will provide direct service and technical support through a combination of Service Desk telephone support, technical consultation and troubleshooting through the SSC of the City of Lodi's system. Motorola Solutions will provide Service Desk response as a single point of contact for all support issues, including communications between the City of Lodi, third -party subcontractors P25 RF System Upgrade Q Motorola solutions confidential Restricted Use or disclosure or this proposal is subject to Lha restrictions on the cover page Warranty And Maintenance 6-1 City of Lod June 21, 2019 and manufacturers, and Motorola Solutions. When the City of Lodi's personnel call for support, the Service Desk will record, track, and update all Service Requests, Change Requests, Dispatch Requests, and Service Incidents using our Customer Relationship Management (CRM) system. The Service Desk is responsible for documenting the City of Lodi's inquiries, requests, concerns, and related tickets; tracking and resolving issues; and ensuring timely communications with all stakeholders based on the nature of the Incident. As tickets are opened by the Service Desk, issues that require specific technical expertise and support will be routed to our Solutions Support Center (SSC) system technologists for Technical Support, who will provide telephone consultation and troubleshooting capabilities to diagnose and resolve infrastructure performance and operational issues. Motorola Solutions' recording, escalating, and reporting process applies ISO 90001 and TL 9000 -certified standards to the Technical Support calls from our contracted customers, reflecting our focus on maintaining mission -critical communications for the users of our systems, 6.2.2 Field Service Delivery On-site repairs and network preventative maintenance will be provided by authorized local field services delivery personnel, who will be dispatched from and managed by the Solutions Support Center. On -Site Support provides local, trained and qualified technicians who will arrive at the City of Lodi's location upon a dispatch service call to diagnose and restore the communications network. This involves running diagnostics on the hardware or Field Replacement Unit (FRU) in order to identify defective elements, and replacing those elements with functioning ones, The system technician will respond to the City of Lodi's location in order to remedy equipment issues based on the impact of the issue to overall system function, 6.2.3 Network Hardware Repair Motorola Solutions' authorized Repair Depot will repair the equipment provided by Motorola Solutions, as well as select third -party infrastructure equipment supplied as part of the proposed solution. The Repair Depot will manage the logistics of equipment repair (including shipment and return of repaired equipment), repair Motorola Solutions' equipment, and coordinate the repair of third -party solution components. 6.2.4 Security Management Operations The proposed Self -Installed Security Patches Service will provide the City of Lodi with security updates that are pre -tested by Motorola Solutions and installed by the City of Lodi's personnel. Motorola Solutions' dedicated vetting lab will pre-test security updates for the proposed ASTRO 25 system release. When appropriate, Motorola Solutions will make these updates available to outside vendors in order to enable them to test each patch, and will incorporate the results of those third -party tests into the updates provided to the City of Lodi. Once an update is fully tested and ready for deployment in the City of Lodi's system, Motorola Solutions will post it to a secured extranet website and send an email notification to the City of Lodi. If there are any recommended configuration changes, warnings, or workarounds, Motorola Solutions will provide detailed documentation for the City of Lodi along with the updates on the website. P25 RP System Upgrade Use or disclosure of this proposal is subject to the restrictions on the cover page. 12 Motorola Solutions Confidential Restricted Warranty And Maintenance 6-2 City of Lodi June 21, 2019 6.3 MOTOROLA SOLUTIONS' SERVICES CAPABILITIES Our focus on the needs of our public safety partners has led us to recognize that an integrated implementation and service delivery team that takes a new system from system installation, to acceptance, to warranty, and all the way through extended maintenance, is the best way to ensure that public safety communications systems meet the needs of first responders. Motorola Solutions' team of experts, have developed refined processes and sophisticated tools through our experience in delivering mission -critical communications. 6.3.1 On -Call Support through the Solutions Support Center (SSC) The cornerstone of our customer care process, our Solution Support Center (SSC) is staffed 24x7x365 by experienced system technologists. This TL 9000/ISO 9001 -certified center responds to over 5000 public safety, utility, and enterprise customers, With over 100,000 phone and email interactions with Motorola Solutions customers per month, the SSC provides our customers with a centralized contact point for service requests. 6.3.2 On -Site Service through a Field Service Team On-site maintenance and repair of the City of Lodi's system will be provided by Motorola Solutions' local team of service personnel. Motorola Solutions will provide the City of Lodi with a Customer Support Plan (CSP) that outlines the details of each service, provides escalation paths for special issues, and any other information specific to the City of Lodi's service agreement, Some of these details will include items such as access to sites, response time requirements, severity level definitions, and parts department access information. Local technicians will be dispatched for on-site service by the SSC, who will inform the technician of the reason for dispatch. This will enable the technician to determine if a certain component or Field Replacement Unit (FRU) will be needed from inventory to restore the system. Once on site, the field technician will notify the SSC and begin to work on the issue. The technician will review the case notes to determine the status of the issue, and begin the troubleshooting and restoration process. Once the system is restored to normal operation, the field technician will notify the SSC that the system is restored. The SSC, in turn, will notify the City of Lodi that the system is restored to normal operation and request approval to close the case. 6.3.3 Centralized Repair Management through Motorola Solutions' Repair Depot Our repair management depot coordinates component repair through a central location, eliminating the need to send system equipment to multiple vendor locations for repair. Once equipment is at the depot, technicians will replicate the City of Lodi's network configuration in our comprehensive test labs in order to reproduce and analyze the issue. Technicians will then restore the equipment to working order, After repairs are completed, equipment will be tested to its original performance specifications and, if appropriate, configured for return to use in the City of Lodi's system. All components being repaired are tracked throughout the process, from shipment by the City of Lodi to return through a case management system where users can view the repair status of the equipment via a web portal. P25 RF System Upgrade Use or disclosure of this proposal Is subject to the restrictions on the cover page, �.�!j Motorola solutions confidential Restricted Warranty And Maintenance 6-3 City of Lodi June 21. 2019 6.3.4 Direct Access to System Information through MyView Portal Supplementing Motorola Solutions' proposed services plan for the City of Lodi is access to MyView Portal, the Motorola Solutions' online system information tool (see the figure titled "MyView Portal"). MyView Portal provides our customers with real-time visibility to critical system and services information, all through an easy-to-use, graphical interface. With just a few clicks, the City of Lodi's administrators will gain instant access to system and support compliance, case reporting, ability to update and create cases, have visibility to when the system will be updated, and receive pro -active notifications regarding system updates. Available 24x7x365 from any web -enabled device, the information provided by MyView will be based on your needs and user access permissions, ensuring that the information displayed is secure and pertinent to your operations. Figure 6-1: MyView Portal offers real-time, role -based access to critical system and services Information. P25 RF System Upgrade QMotorola Solutions Confldentlal Restricted Use or disclosure of this proposal Is subject to the restrictions on the cover page. Warranty And Maintenance 6-4 City of Lodi June 21, 2019 SIFCTION 10 LITEKATURE P25 RF System Upgrade Use or disclosure of this proposal Is subject to the restrictions on the cover page, Motorola Solutions Confidential Restricted Literature 10-1 Al, DATASHFET IASIHO 25 G -SERIES SITE COUIPMF.Iql MOTOROLA SOLUTIONS C0'MN 0 N PLIM0RM The ASTRO® 25 portfolio of RF stations, receivers, site controllers and comparators make up the building blocks for Project 25 (P25) two-way radio communication systems from Motorola Solutions. ASTRO 25 site equipment is built with flexibility, resilience and service in mind. FLEXIBLE DESIGN. SOFTWARE -CONFIGURABLE. Because it is defined and configured through software, the common platform has the flexibility to support diffeient modes of operations based on individual site requirements. Simple software downloads provide cyboi security patches, new features and technology migrations to carry your needs into the future. ALWAYS AVAILABLE, RESILIENT TO DISRUPTION. Built to last, ASTRO 25 sites continue to provide wide -area communication regardless of the conditions, P'.U'so Rom technology that delivers superior coverage to site designs with no single point of failure (resulting in no more than 1 channel removed from service), ASTRID 25 sites provide best -in -class performance. SERVICE MADE EASY. ASTRO 25 sites are built to ease service and maintenance with front access modules, cable connections and LED indicators. I lot -swap modules ensure channels are back on the air with minimal downtime ID Remote soflwate upgrades with rolling activation makes it easy to stay up to date with minimal disruption- DATASHEET I ASI Ho 25 G -SERIES SITE EQUIPMENT I P TOPOLOGIES Whether analog, digital, conventional or trunked, ASTRO 25 sites support various modes of operation and can be software - configured based on need, TRUNKING ASTRO 25 sites support P25 FOMA and TDMA trunking operations ranging from single site to large regional systems. The sites support seamless interoperability with the ability to dynamically switch between FDMA and TDMA without any user intervontion or awareness. CONVENTIONAL The equipment can be configured to support analog conventional or P25 digital conventional operation. Mixed mode operation supports floats of both radio types to allow a gradual migration from analog to digital. The ASTRO 25 site components can be used separately for a single conventional repeater or together for a large statewide or country -wide conventional system. SIMULCAST When configured for simulcast operation, additional timing and voting equipment allow adjacent sites to utilize the same frequencies with minimal audio degradation. ASTRO 25 sites support both conventional and trunking simulcast systems. Linear Simulcast Modulation (LSM) enables greater spacing without sacrificing coverage or capacity, resulting in fewer sites to build and maintain. DATA ASTRO 25 trunking and conventional systems can be enabled with P25 Integrated Data to support basic user data needs. Base station channels can dynamically switch from voice to data based on the call type. ASTRO 25 Enhanced Data optimizes the data channel for applications with a high amount of short inbound data messages like location, telemetry and biometrics, and can improve data efficiency by 12X over standard P25 data. DATASHEET I AS rR0 25 G -SERIES SI1 E EQUIPMENT M . 0 Mu-- —'-1L--rqtb.- GTR 8000 BASE RADIO MUM) From conventional to trunking, single repeater to multisite, FDMA to TDMA, and available in multiple frequency bands, the GTR 8000 offers design flexibility and investment protection in a high performance package, DATASHEETI ASTRO 79 G -SERIES SITE EQUIPMENT 7001800 MHz UHF Ronge 1 VHF High Power ADO MHz UHF flange 2 Size (HxWxD) 5 25 x 19 x 10 In (131 x 483 x 457 mml Weight 46 11) 121 kgi _ 40 Th (21 k111 46 Ib (21 kgl 40 Ib (21 yg) Temperature Range •2Z 1n 140 "F 1.30 la UU 'GI AC: 110-20,1 VAC, 47-U3 117 Fewer Requirements i DC: 43 2.110 VDC ElDclency Package C4FM,FM;405 W C4FM6 410 W COM •FM:405 W NW, Fhh 700 W LSM, I I-DOI'SK 425 `N SM, H-DOPSK:445'N LSM, H-UUPSY,: 315 W Power Consumption Standard C4FNI, FM: 430 W C4FM, FM: 415 W C4FM, FM: 435 W C4FM, FM: 725 W l SM, H-UiJFSK: 4211IN 6SM, H.DOPSK:455 W LSM, H-DOPSK: 345 W Antenna Connectors TX N lnmole Standard nNC lemalo Antenna Connectors RX Optional Preselector N Inmalu Channel Spacing 12,5.25 1:H1 1 y 12 5/25 kHz 1 12.5/15/25/30 kHz 12 5/2`-i kHr TX C4FM, LSM, II.00PSK, FPA C41M. LSM, H-DDPSK, Fl, Ill CAW, LSM, I I-DOPSK, FM W. C4FM Modulation III RX COM, H -CPM, FM Frequency Stah(Illy 1011 ppb/2 yr or Ezlamol Ilalureneu DATASHEETI ASTRO 79 G -SERIES SITE EQUIPMENT IfifMI1,_ 1001900 MHz UHF Range 1 VHF High Power 600 MHz VHF High Power ODD MHz UHF Range 2 Frequency Range j` 764-770, 651-070 Mill I JIIIL435. 435.524 Mill. 130-114 milt H51.010 MHz I C4FM, FM: 2-1111 W C4FM, FM. 2.100 W I High Puwar:15.ISO W Pow*( Output ` 2-100 W II-0DPSK, ISNt 2-t0B W II.00PSK, LSlvi.2•GO W Law Power. 2-30 W Elootronlo Onndwidlh Analog Sensitivity J12 dB SINADI Fnll Bnndwidllt -117d1hn Muduieflon Fidelity •11BdBm 5 Inlornwdulntion Atlanuallon $0110 I. 4 65 dR 1 55 do 1 55 dB Spurious end Harmonic Emissions Attenuation Digital Senalllultq(511 SERI 90 dB I tO 1101 12.5 kHz channel 1101 44) dl' Intermodulation Rejection Analog FM Hum and Noleo 25 kHz channel 50110 il5 nn 010Ital Adjacent Channel Rejection <2%a11000Rt Q%n110011Hi 1 <7.% at 1000 Hz Analog Audio Distortion < 2 % al ION Hz (rypiad:I°/nj ITypirni:I%I t Y5 dB 111011 Powe(; 12.S$Hz channel '?.pwif Raaf lltl, till or 60 db (odiuslalilo) BKiurl E,AKIOF10,6KI0F1VJ, Analog Adl Channel Rejection (TIA60301 :; rlhlShtl 110.118 OK7001E,OK7n111D,OK70D1W,IFlK7nr11E.1IK70n1D,BK70n1W IBK0110, 16KOF3E, IIKCF3E, ;,,lyurtl•33nr'uFrll 0K1I1F1[,OK10F10,0K1Ur1W, OKInF1E,ilY,1DF10.UKI0FIW, f4KOrID,t4KOFi I 90 dR In:url'r'1.•t"•OIHFIIry;Ni•1n 9KBOO7r:,9K0n0 U11J,9KnnD7W, 9KO&WHOWD,9KO0D7W, IowPowur- EmissloneDealgnemrs gi-rm{iRa�,rIK1•rn+ h•t 1oKOF1D,IIKOF.K.I0KOflD,! 10KOFII,IIKOF3E,16KOFID, BKIOFID,UK191-IL. worm. +1, •3 dR from uan••r ••r, a ,ai,•. I6KOF3E j 16KDF3E 8K7f1D1W,HK70U7W, 9KHODIW, IOKOFIO, 11Y,OF3E, I;�11tst 3% or 5% (adlus(ab a) 1 1GKOF3E,16KOFID IfifMI1,_ DATASHEET I ASTRO 25 G -SERIES SITE EQUIPMENT 7001600 MHz UHF Ringo I VHF High Power ODD MHz UIIF Range 2 Frequency Range 797.07b MHz 300-435, 435 5124 MI Iz 13133-174 MI 12 Rovin Mile ' 12,5 kHz channel .41HdBrn .I IO dHm -119 uDm �11BrIrtnl Analog Sensitivity J12 dB SINADI 25 kHz channel -117d1hn r 1171101 •11BdBm 1171RIm CUM .1111-141 118dool •119 drill) llHdlkn Digital Senalllultq(511 SERI H -CPM I tO 1101 I .116 1101-1 1101 116 1161 Intermodulation Rejection il5 nn 010Ital Adjacent Channel Rejection 611 do Analog Adj Channel Rejection (EIA603) 126lfHzohannul Y5 dB 12.S$Hz channel till or 60 db (odiuslalilo) Analog Adl Channel Rejection (TIA60301 20 kHz channel W do Sfm+derd r D5 rin HS 110 I 90 dR 331;1 116 Spurious and 1lnege Response Rejection With optional presalaclor 1 1i1f1do f 10ndo 95110 10n110 1 +1, •3 dR from 6,10 pur or.levN rte -emphasis-, 300.30011 117 reruamred 10 1000 He at lies autpui Analog Audln Response Analog Audio 0ielorllon 3% or 5% (adlus(ab a) 12,5 kHz channel 4h do Arming FM Hum and Nnise 25 kHz channel 1 bit dB First 73 35 MHz 73 35 MI Ir 44115 MHz 73 35 MFIt laletnledlate Frequency Second 2 It) MI It DATASHEET I ASTRO 25 G -SERIES SITE EQUIPMENT GTR 8000 EXR,,"'V,'IM ABLE SITE SUBSYSTERfl (SUIRIM SUIN117054A) The single rack design of the GTA 8000 Expandable Site Subsystem (ESS) houses up to 6 channels with RF distribution and power systems. Factory -configured and tuned to your specific system, it makes installation quick and easy. Connect multiple ESS racks to achieve maximum site capacity, f I Number elChnnnels Height with 7,5 H Rack Fcolprint IW x 0) with 7,5 N Rack Wetullt wilh 1,5 it Rack I Temperature linage Power Requirements Power Consumption Antenna Connectors Channel Spacing Transmit Comhiner Spacing Modulotion Frequency Stability C4FM,FM 79011 W J%JI µ' 2650 W 4500110 3/011 W ISM, 3100W VOL) IN H-DDPSK J A Toe/Bee MHz UHF Range 1 VHF High Power 9De MHz (Efficiency UHF Range 2 800 MHz 2Y2SW t lob I' 1in6 110o 2wIG 1 Ilob ISM, 911 9 in 1231111 mini H-DDPSK 21) 5 x 73 5 m I`ik[I x f,0n mml VIV o2U Ib IIHb III 975 Ih 1215 k.pl 1751b 5313 Ill 575(b (735 kgl HF fit. 1215 kOl I (296 k0) Unit 4) 'RD I 5M It112Ci0 Cpl I iranlle RX 77 le 1911 " F (•3[I 10 6017) I N(rreaw AC: 0[7 289 VAC, A I.83 I It, I7C'. 93 2•rN VUC 12 5/25 kHz C4FM,FM 79011 W J%JI µ' 2650 W 4500110 3/011 W ISM, 3100W VOL) IN H-DDPSK 4310W ! jlj .1101) V1 C4FM,FM P'LIA 411111111 W (Efficiency N/A 2Y2SW Package) Iso knt ISM, H-DDPSK CO YV VIV (Efficiency Package) ( TX 7/Ili urN 'RD I Femalr, iranlle RX NI'enmle I N(rreaw 12.!l/2S kHz 12 5/25 kHz l5n kHz Ih;r3 Iii? Mllri Inn tN li n1:11! N/A , t,�laf•r,Gir, h 17 !1= 4 A h 1r1 2PUO VV I NIA 4100W 2SOUW 4310W ! jlj .1101) V1 2100W P'LIA 411111111 W Flnonln BNG female I Y 5/15/ 25/30 ll ii NIA N I !/I[i Ranee Fnrole Nfr+nmte 1 Nlomale 125/1SkHt I 125k11z 12 5 k) Ii N/A (I ybridl Iso knt (Cavity) TX (Al -M LSM [;91h}, ISA'. C4FM, LtiA4, (AFM, 0M, M, Cz'fPA H-Dftl'SK FM P i1'R".Ir. •S.1 H-UOPSY,, I M H-0CIPSk. RX PAI IJ, li•i.TrhA C4:hz1 }IS?'hn. G4fi'A, II -CPM, 11 110M, II GI, M, C9 FM, Ii GPA4 FM PIA FM FM I InpO¢u0r silo: 100 ppb; 2 yr 8nnulrmsl IMulllsilo. GPS s,'nirhrlulliad DATASHEET I AS I HO 25 0-SEHILS SI I E EQUIPMENT DATASHEET I ASTHO 2-5 G -SERIES SITE EQUIPMENT 7001000 MHz UIIF Range 1 UHF Hlgh Power 006 MHz goo MHz UHF Range 2 Frequency Range 704-776, 051-070 MHz J 3016135, 4M 524 MI Ir 130.174 MHz 851-870 MHz 9'M-941 MHz C4FM,FnA7-ItoW 13110 450.519 b?4 Mlhl11J 1-wny Hybrid: 1-37 W ISM, I I Him% 2-190 07 3 -my Hyhrid:1-22 W W 1390.4501 517-574 Mllr) CAf M. Fm: 2 -IIID V1 !, 13.134 W 4•w1y Hybrid 1-17 W Power Output -411 1AFM. FM- 1.33 W j LSM, H•OOPSIK, 7-00 VJ { 5awy l lyhndl 1-12 W 1450-512 MI Irl 1 G way I lyhi id: 1-10 W LSM. H-DOFSK:1.30 IN 1450-t, 12 PAHd Modulation Fidelity 5% Intarmadulellon 019 DO AR(A511•!i12MHtl. ;,;,;9 lisiul. # 90 d0 Altenuntion GS (111(3110-A50, 512.524 MI Irl 1 Spurious I Harmonic 91!'111 Emissions ARenuation _ 12.5 kHz 4',d6 z A5dU 15dO1HA I N/A Analog FM Hum I Noise I 25 kHz channel 1 ',41 frt; 50 dU ;n dB 113A N/A Analog Audio Distortion <2% at 1000111, J%lyp(of UHF and VIIFbands yi S BK7C0T.11000ID. I 1 1 8K70D1W,HK1nFiv, d I IIK10F11J, 8K10FIW, BK70111E, OK70FID, 8K/0D1E, OK70DID, j Il Y.l iIAWU001`1 BK711HI., UK/101110 { 10KOFIF,IOKOFID, OK70p1W,N.IaOFIF, DK'1.O1bV.OK111FIE, , DKIUP1W,1l1KOF1F, r UK70U741,9K1UFIE 10KOF1W,9K.OU7E, IIKIUFLLI,BKIOFIW, OKIOFIO,IIK.10F1W' 10KOF1D.10KOF1W, UKIIIFID,UYIOFIW Emissions Designators 9KHOI)7D, 9KU00717J, !3KOUD7F, 9KUODID. 9KOnD7E. 00070, I KUFID, I6YOF36, 9K00117E, 9KUD0/0 I/KiD7I), IUKorm, W1007W, IIIKOFID• 9K,OOD7W, IOKOFID, 1 4;UF3F IAKOFID 901107W, IOKOFID 161:013F., 11KIII'3F IIKOF3C, If,Y.OF1U, I IKUF3F., 15KOFIU, - , 14Y.UF3F 11KUF3F, IGKIIFID 14KOF1D,14KOF3F, 16YOF3f: 16Kni-m .r 16KOF31. 21K7D1E,?.1013113, 21K7D7W l �k1t s I l rAMC I 700/000 MHz Cavity goo MHz Hybrid UHF Cavity 710/000/9110 Mllz UHF AA -776 MHz I Frequently Range i 192-025 MI Ir or 096.902 MHz 450.512 Mllr Frequency Range 051-07DMH1 935-94tMllr 450.517-MHr NalsaF{gum TyplLlmh aft/5d. A6/S5(Ill 2 -way lass: 4 4 d0 lyp 10 / -16 to 2A dB 3 -way lass: r,, 3 do 1yp Dal" Typ / Umll I 13 / -1G l0 24 d0 arljnslahle f11Ij11}Inble Insertion Loss 3 1 d(I lyp 4 -Way Iass:7 6 dll lyp 4 G dB lyp ` (150 kHz spacingl 6 -way loss: U o d0 lyp 3rd Order Oulpul Inloloopl 21 119mI r rlfirn 6 -way loss: 9 7 dD lyu (Typl Tx -Tx Isolation 32,10 70 d0 32 d0 Amplinot Inleioapt 35 d9m 40 d.m (150Ift spacing) 792'.20 MI Ir or Preselaclar Bandwidth 09sa62 n411, 2 or 3 6 PAIIr RF InputCannectarType, N(Femelo) NRonvfle) nF Output Connector Type ONCIfmnalel ONC(Fanialc) DATASHEET I ASTHO 2-5 G -SERIES SITE EQUIPMENT ;;:{I; :)I'�a ijl�:l:•7�i:�ef;1 !I'14f 6dni,nn,E:dill IOn IlnleclIell TRUNKING SYSTEMS 700/800 MHz UHF Range 1 VIIF High Power 000 MHz Digital Adjece ll Channel Relerllon Temperature Range I UHF Range 2 6f) do 8DD MHz Exblrnal HB10fn11Ce Frequently Range 12,5 kHz ohennel I 79'1.825 MHz 380-4:15, 435-524 MHe 136.174 Mile i U06 07.51v1He ` 098.902 Mlle Power Consumption I DC: I uurd Ill)ail W -111 door r Or. 2 modules 75 W Analog Adjacent Channel 1 Analog Sonoltivily 112 09 SINAD) 12,5 kHz channel I 123 dGm (30P450, 512-524 MI Irl 1215 (]Bill -110 door 1125/15 kHz) 173 r 0ml 4 N/A i10 do 110 do 00 dB N/A 1450-512 PAI lei i 05 69 1360.435 Ml It)Spurious and Image Response Rejection -116 [18m 90 dB 100 dB 100 IS 25 kHz channel •172 door (290-450.512-524 MI It) 120 5 dHm -117 doer (25130 Wil 122 dBm N/A Analog Audio Response 1460.512 MI lel pill octave du enNrhasis; :;I1031ID0 117 referenced to 1000 W. at lion Wind N/A Analog AudioDlstortion 3"ruI!1..,Arn:josLAV»I J l ;rl.+d r+'R,Indl,�euUlnl .117 door 3%or5%ladjuslaun) N/A 1215 kHz channel C4FM +123 d01n 1308"50. 512524 mi -Ill -110 On -123 dols 123 d0m 25 kHz channel 2-u nit 511 dot •121 5d Bill 50 dU N/A 1450.512 MHz) Digital Sensitivity (5% 0ERI T) 95 rAlIt 7315 N1111d+. R!.iAI1e I 13 35 1A 7335 MI li Intermediate Frequency .115 coca Second H -CPM •121d8m (300.450, 61252.1 Mllzl r 116 door N/A -118 5 dBin 110 5 door 1450 512 MHz) I i 6dni,nn,E:dill IOn IlnleclIell TRUNKING SYSTEMS Channel Capacity 1 or 2 [IQ d0 61.6 x 19 x 10 in (133 x 403 x 457 mml Weight Digital Adjece ll Channel Relerllon Temperature Range I Rack Option 6f) do Time Stability Exblrnal HB10fn11Ce Analog Adjacent Channel 12,5 kHz ohennel I 25 do 75 d8 75,10 75 r13 N/A Rejectlan (EIA603) Power Consumption I DC: I uurd Ill)ail W _ Or. 2 modules 75 W Analog Adjacent Channel 12.5 kHz channel 50 or 60 dB (adlustablul I 50 or 60 do Iadpismblol i 50 or 60 dB (adiusrablol 611 or 00 dB (m)juslablu) N/A Rejection (TIA603D) 25 kHz channel no rill i10 do 110 do 00 dB N/A 05 69 1360.435 Ml It)Spurious and Image Response Rejection I 100 dU 90 dB 100 dB 100 IS 1011 dd 1450-512 MHz) } Analog Audio Response +1, •3 d0 from 6 dot pill octave du enNrhasis; :;I1031ID0 117 referenced to 1000 W. at lion Wind N/A Analog AudioDlstortion 3"ruI!1..,Arn:josLAV»I J l ;rl.+d r+'R,Indl,�euUlnl 1 1%rr!,%fodpnrrdr}•1 3%or5%ladjuslaun) N/A 1215 kHz channel 51111 45dlB 1C.ar 45 do N/A Analog FM Hum! Nolae 25 kHz channel 2-u nit 511 dot 1 i ntl 50 dU N/A First T) 95 rAlIt 7315 N1111d+. R!.iAI1e I 13 35 1A 7335 MI li Intermediate Frequency Second 2111 M11e GCM 8000 COMPARATOR (T7321A) DATASHEET I ASTRO 25 G -SERIES SITE EQUIPMENT GRV 8000 COMPARATOR (T8341A) t TRUNKING SYSTEMS Channel Capacity 1 or 2 Size (HxWxD) 61.6 x 19 x 10 in (133 x 403 x 457 mml Weight 411 it, I10 k(I1 Temperature Range -22 to 140"11-30 to NYC) Rack Option 19 in stnodaid rack mountahlp, Time Stability Exblrnal HB10fn11Ce Power Requirements I AC'. 00-21,4 VAC 47-03!12 k Uf,; 43 2.60 VIIC AC: 1 module 1.10W Power Consumption AC: 2 modulus 1611 W DC: 1 modulo 60 W I Power Consumption IXC 2 nmdules fill W DATASHEET I ASTRO 25 G -SERIES SITE EQUIPMENT GRV 8000 COMPARATOR (T8341A) t — _. CONVENTIONAL SYSTEMS ChannelCopeclty I ort Size (HxWxD) 525 x 19 x 10 in On x 403 x 451 turn) Weight A Ill (16 kill Tomp(Irature Range 22 to 140°F I ,30 to 6010 Rack Option 19 io,standard rock mountable Time Slehllily External Ilelarenue Ar,,: W-264 VAC 47-6311r Power Requirements Or,; 43.2.00 VUC AC: 1 modulH BD W Power Consumption AC: 2 mmkdus 105 W DC: I uurd Ill)ail W Or. 2 modules 75 W GPW 8000 RECEIVER (T7540A) 769//1110, MHz UHF Range 1 VHF SOD MHz Frequency Range 75 d0 Size IHxWXD) I0A Weight 50 o(150 tID indjuslnhlel Temporeture Range 1BA Power Requirements Bodo on do AC - Power EHloleri Package 05 dB DC - Power Efficiency Package Power Consumption (1 Module /2 Modulus) -- -- -------- Ion d0 AC------ AC } q5 d0 DC i 1, •3 d6 hum 6 dB pot Standard Antenna Connectors With Opllonel Preaelactor Modulation Frequency Stability 12,5 kHz cliental Analog Sensitivity (12 dB SINAD) 73-35 Mut 73 35 MHz I 44115 MHz 25 kHz channel CUM Digital Sensitivity (5/ BER) "-CPM Intermodulation Rejection Digital Adjacent Channel Rejection Analog Adjacent Channel Rejacllon 17,.9/:n kiln cha mind (EIAG03) Analog Adjacent Channel Rejection 17.5 kilt channel (TIA60313) 29 kHz ohennol Stendnrd Spurious and Image Response Rejection With tiptlonnl Preseloclor Anelon Audio Response A 1miDI1 719f110 01110111 on 1711 kHr channel Analog FM Huln and Noiso 25 kHz ohatmel Ficin Intermediate Frequency Ssaand GCP 8000 SITE CONTROLLER (T7038A) 7112-025 Milt •118 dBin 117 tlBin 10 dOm 16 do TI 85 tib 60 do 100.415, 435-V24 MHz I 136.114 Mliz 525x10x18iii 1133x40 r. 457 rind 9(i th llf, tall •22 to 140"F F30InBiro AG: 9004 VAS; 47:03111 IH' 43 2 all V01; Slf / G5 Vv' .Ulj!lh N' 110 / 105 W 50/75W BNC Fomule N Fannin C4FM,FM Conventional! 100 pph/2 yr I 118dDtn •111trllkh C =.2 110h "44 117dBnt-IAtdOm IfN:Y1k1U1 =II0coin•119r10m 116 dBtn 111 dRin UAB 05 do 00 (IB 50 d0 1 096-902 MHz N/A NIA 75 d0 75 d0 M dB I0A 50 or 60 d6 (odjustablel 50 o(150 tID indjuslnhlel 50 or 60 0 ladjuslablo) 1BA 80 d6 Bodo on do TBA 05 dB '15(10 00 d6 90 d0 Ion d0 100 dB } q5 d0 N/A i 1, •3 d6 hum 6 dB pot nctavn do-uugthask; 300,30110 Hi rclnreuced h,10DO Ht at lino mdpul Temperature Rang o 3%or5% (adjustable.) -27 to 140 IT 1.311 to 60 TI 45 d0 50 do 73-35 Mut 73 35 MHz I 44115 MHz /3 35 M11a 716 MI It Iamravm-mZ,Trl, Rupnalor Sift 28 Rauh DpOon 191, standard rack mnunlohlo Channel Capacity I Simulcast lMupica,ll:30, Frequency Stability Simulcast lMuhisiml:Crlcmcl Site (HNWxDI I 5 25 x 10 x 18 in (13;1 x 403 x 457 mm) Powet Rsqulremanla AG: BO -784 V, 47.63 Hz or DG! 4;12.6t1 V Weight 40 lb (18 k0) Power Consumption{ AC:130 W, DG: 60 W Temperature Rang o -27 to 140 IT 1.311 to 60 TI {I DATASHEET I AS [HO 25 G-SEHIES 511 E EQUIPMEN I Id r k' G -SERIES COMPACT SITE Protected from the elements, the G -Series Compact Site is a complete ASTRO 25 site that can house up to three GTR 8000 Base Radios in an outdoor, environmentally controlled cabinet. It is ideal for Project 25 (P25) deployments where building enclosures are not cost effective or not feasible due to difficult terrain. rrequnaiq Rind sill) JllXwxUJ 'd i.; n! 11.� 11) 11!M W11 .1 Yhll V11111i I -Imply. 41:1111'()1M tp) IIIA, h;'Om I Ternpor"wre Uniiu (External to Cohinat) I 7 if, til "1 (011 IP Yk "C' MOU1111110 OvIlons Pa R"I !, Nh, DATASHEETIASTH025(1-SEWIS S11C [OUIPMEN1 SERVICES Choose the right level of services you need to achieve mission -critical performance for your ASTRO 25 system. The more you engage Motorola Solutions, the more you transfer the risk to us and achieve peace of mind in maximizing your uptime. �Q ESSENTIAL Technical support when and where you need it, so you can maintain and restore your system. DATASHEET I AST80 25 Q -SERIES SI I E EQUIPMENT ADVANCED Rely on us to monitor and update your network, providing improved network response and continuity. PREMIER Transfer day-to-day accountability to us to operate and optimize all or part of your system to maximize performance and reduce risk. � L_ �►tri ..�— I � � �'� ;'�. All ,1 0 ��e 1 .`y 1 111111 Ji v Frequency Range Typo Power Ouipm Typo Acuepiri Number 136 174 MHi I mu:;millm 12 1110 W AH269FC379Ud, AH7119FC37998 13G•174 Mink IP:— "0 N/A A07B9F1137910 406.435MHr Ilmisnmlhlr 21invv I AH289FC48210 dCF-U5 PAHt N/A AUZI19FI14022H 435-512 Milt llantmalr 2.110 W Ad7.09FC40198 93b-!OMHr li'mlvor N/A A117H91114117110 1 7G4•'lI6MHz Tmnsmillrr IO01N Afi/ilOFfSUI'lU 051,1170 Milt P mdroillar 12.100 W AH/H.V;58100 792.025 MI Ir Hoceivcr I N/A A1.I1891'[!iliIIII 035 941 MHr Traosmiller 2-120 W AO/89rBIN3H 806•!102 MI 11 Hecoiver M/A AMIUFH5Il246 libl-0/0 Mlli Trantiunllnr 16- bu W AHZ81FC,5(1250 11 n;l r L:ul:r,r nn ll'c 1, iH%., �r 1. ..,.^1'111.1;.. ,,. ..., Lill f{•-I'1;,::n'Iti;� Ihr.n_; �_.- •'I,;. Ill it 'I'I' . �'lil rl �'rl 11 I., 'l 1. 1.11:.1 •J. •„1'I V{I �Ili'11.• 1}11':51 .- I"IY'. V yin V'•'• li I'.; •,i 1..111111+111 �Y 5111+t.i1'�--'Ip1 it. r r-1111.1 l 1.11.11^pl• •,q -r'1., -r dl'*. www.motoroIasoIutions.com/ASTR0 MOTOROLA SOLUTIONS Molord a Solutions, Inc 500 Wast Monro, St fool, CI icali 11 60661 US A Inomrulasuloduns,ourn P�ll71 UF10LA, 1vII)T0. MUTOHOLA S01 lITI0N5 and the Slylited M Loon ary trademarks or reyisirrod Uodnmmks ul A4olorola Gadamark HnldinOs, LLC anti oro used model license All olhor lnnlenlarks am the properly of Ihnir mnpeclivu oamors © Mill Molornla Solulimis, Inc. All dilhls maimed 117018 AGREEMENT FOR PROFESSIONAL SERVICES ARTICLE 1 PARTIES AND PURPOSE Section 1.1 Parties THIS AGREEMENT is entered into on (')r% , 2019, by and between the CITY OF LODI, a municipal corporation (hereinafter "CITY"), and Delta Wireless, Inc., a California corporation (hereinafter "CONTRACTOR"). Section 1.2 Purpose CITY selected the CONTRACTOR to provide the services required in accordance with attached Scope of Services, Exhibit A, attached and incorporated by this reference. CITY wishes to enter into an agreement with CONTRACTOR for providing maintenance and support for Motorola radio system (hereinafter "Project") as set forth in the Scope of Services attached here as Exhibit A. CONTRACTOR acknowledges that it is qualified to provide such services to CITY. ARTICLE 2 SCOPE OF SERVICES Section 2.1 Scope of Services CONTRACTOR, for the benefit and at the direction of CITY, shall perform the Scope of Services as set forth in Exhibit A, Section 2.2 Time For Commencement and Completion of Work CONTRACTOR shall commence work pursuant to this Agreement, upon receipt of a written notice to proceed from CITY or on the date set forth in Section 2.6, whichever occurs first, and shall perform all services diligently and complete work under this Agreement based on a mutually agreed upon timellne or as otherwise designated in the Scope of Services. CONTRACTOR shall submit to CITY such reports, diagrams, drawings and other work products as may be designated in the Scope of Services. CONTRACTOR shall not be responsible for delays caused by the failure of CITY staff to provide required data or review documents within the appropriate time frames. The review time by CITY and any other agencies involved in the project shall not be counted against CONTRACTOR's contract performance period. Also, any delays due to 1 weather, vandalism, acts of God, etc., shall not be counted. CONTRACTOR shall remain in contact with reviewing agencies and make all efforts to review and return all comments. Section 2.3 MeetgM CONTRACTOR shall attend meetings as may be set forth in the Scope of Services. Section 2.4 Sta�l CONTRACTOR acknowledges that CITY has relied on CONTRACTOR's capabilities and on the qualifications of CONTRACTOR's principals and staff as identified in its proposal to CITY. The Scope of Services shall be performed by CONTRACTOR, unless agreed to otherwise by CITY in writing. CITY shall be notified by CONTRACTOR of any change of Project Manager and CITY is granted the right of approval of all original, additional and replacement personnel at CITY's sole discretion and shall be notified by CONTRACTOR of any changes of CONTRACTOR's project staff prior to any change, CONTRACTOR represents it is prepared to and can perform all services within the Scope of Services (Exhibit A) and is prepared to and can perform all services specified therein. CONTRACTOR represents that it has, or will have at the time this Agreement is executed, all licenses, permits, qualifications, insurance and approvals of whatsoever nature are legally required for CONTRACTOR to practice its profession, and that CONTRACTOR shall, at its own cost and expense, keep in effect during the life of this Agreement all such licenses, permits, qualifications, insurance and approvals, and shall indemnify, defend and hold harmless CITY against any costs associated with such licenses, permits, qualifications, insurance and approvals which may be imposed against CITY under this Agreement. Section 2.5 Suk)contracts Unless prior written approval of CITY is obtained, CONTRACTOR shall not enter Into any subcontract with any other party for purposes of providing any work or services covered by this Agreement. Section 2.6 Term The term of this Agreement commences on October 1, 2019 and terminates upon the completion of the Scope of Services or on September 30, 2024, whichever occurs first. Va ARTICLE 3 COMPENSATION Section 3.1 Cojj nsatlon CONTRACTOR's compensation for all work under this Agreement shall conform to the provisions of the Fee Proposal, attached hereto as Exhibit B and Incorporated by this reference. CONTRACTOR shall not undertake any work beyond the scope of this Agreement unless such additional work is approved in advance and in writing by CITY. Section 3.2 Method of Pa iy ient CONTRACTOR shall submit invoices for completed work on a monthly basis, or as otherwise agreed, providing, without limitation, details as to amount of hours, individual performing said work, hourly rate, and indicating to what aspect of the Scope of Services said work is attributable, CONTRACTOR's compensation for all work under this Agreement shall not exceed the amount of the Fee Proposal. Section 3.3 Costs The Fee Proposal shall include all reimbursable costs required for the performance of the Scope of Services. Payment of additional reimbursable costs considered to be over and above those inherent in the original Scope of Services shall be approved in advanced and in writing, by CITY. Section 3.4 Auctitinq CITY reserves the right to periodically audit all charges made by CONTRACTOR to CITY for services under this Agreement. Upon request, CONTRACTOR agrees to furnish CITY, or a designated representative, with necessary information and assistance needed to conduct such an audit. CONTRACTOR agrees that CITY or its delegate will have the right to review, obtain and copy all records pertaining to performance of this Agreement. CONTRACTOR agrees to provide CITY or its delegate with any relevant information requested and shall permit CITY or its delegate access to its premises, upon reasonable notice, during normal business hours for the purpose of interviewing employees and inspecting and copying such books, records, accounts, and other material that may be relevant to a matter under investigation for the purpose of determining compliance with this requirement. CONTRACTOR further agrees to maintain such records for a period of three (3) years after final payment under this Agreement. 3 ARTICLE 4 MISCELLANEOUS PROVISIONS Section 4.1 Nondiscrimination In performing services under this Agreement, CONTRACTOR shall not discriminate in the employment of its employees or in the engagement of any sub CONTRACTOR on the basis of race, color, religion, sex, sexual orientation, marital status, national origin, ancestry, age, or any other criteria prohibited by law. Section 4.2 ADA Compliance In performing services under this Agreement, CONTRACTOR shall comply with the Americans with Disabilities Act (ADA) of 1990, and all amendments thereto, as well as all applicable regulations and guidelines issued pursuant to the ADA. Section 4.3 Indemnification and Responsibility far Damage, CONTRACTOR to the fullest extent permitted by law, shall indemnify and hold harmless CITY, its elected and appointed officials, directors, officers, employees and volunteers from and against any claims, damages, losses, and expenses (including reasonable attorney's fees and costs), arising out of performance of the services to be performed under this Agreement, provided that any such claim, damage, loss, or expense is caused by the negligent acts, errors or omissions of CONTRACTOR, any subcontractor employed directly by CONTRACTOR, anyone directly or indirectly employed by any of them, or anyone for whose acts they may be liable, except those injuries or damages arising out of the active negligence, sole negligence, or sole willful misconduct of the City of Lodi, its elected and appointed officials, directors, officers, employees and volunteers, CITY may, at its election, conduct the defense or participate in the defense of any claim related in any way to this indemnification. If CITY chooses at its own election to conduct its own defense, participate in its own defense, or obtain independent legal counsel in defense of any claim related to this indemnification, CONTRACTOR shall pay all of the costs related thereto, including without limitation reasonable attorney fees and costs. The defense and indemnification obligations required by this Agreement are undertaken in addition to, and shall not in any way be limited by the insurance obligations set forth herein. Section 4.4 No Personal Liabillity Neither the City Council, nor any other officer or authorized assistant or agent or City employee shall be personally responsible for any liability arising under this Agreement. 4 Section 4.5 Responsibility of CITY CITY shall not be held responsible for the care or protection of any material or parts of the work described in the Scope of Services prior to final acceptance by CITY, except as expressly provided herein. Section 4.6 Insurance Rec�ements for CONTRACTOR CONTRACTOR shall take out and maintain during the life of this Agreement, insurance coverage as set forth in Exhibit C attached hereto and incorporated by this reference. Section 4.7 Succossor5 �lllil �ISSIC I75 CITY and CONTRACTOR each bind themselves, their partners, successors, assigns, and legal representatives to this Agreement without the written consent of the others. CONTRACTOR shall not assign or transfer any interest in this Agreement without the prior written consent of CITY. Consent to any such transfer shall be at the sole discretion of CITY. Section 4.8 Notices Any notice required to be given by the terms of this Agreement shall be in writing signed by an authorized representative of the sender and shall be deemed to have been given when the same is personally served or upon receipt by express or overnight delivery, postage prepaid, or three (3) days from the time of mailing If sent by first class or certified mail, postage prepaid, addressed to the respective parties as follows: To CITY: City of Lodi 221 West Pine Street P.O. Box 3006 Lodi, CA 95241-1910 Attn: Benjamin Buecher, Information Technolog Manager To CONTRACTOR: Delta Wireless, Inc. 1700 W. Freemont Street Stockton, CA 95203 Attn: David Naasz Section 4.9 Cooperation of CITY CITY shall cooperate fully and in a timely manner in providing relevant information it has at its disposal relevant to the Scope of Services. Section 4.10 CONTRACTOR is Not an EitIVlo_yee of CITY CONTRACTOR agrees that in undertaking the duties to be performed under this Agreement, it shall act as an independent contractor for and on behalf of CITY and not an employee of CITY. CITY shall not direct the work and means for accomplishment of 5 the services and work to be performed hereunder. CITY, however, retains the right to require that work performed by CONTRACTOR meet specific standards without regard to the manner and means of accomplishment thereof, Section 4.11 Termination CITY may terminate this Agreement, with or without cause, by giving CONTRACTOR at least ten (10) days written notice. Where phases are anticipated within the Scope of Services, at which an intermediate decision is required concerning wheth6r to proceed further, CITY may terminate at the conclusion of any such phase. Upon termination, CONTRACTOR shall be entitled to payment as set forth in the attached Exhibit B to the extent that the work has been performed. Upon termination, CONTRACTOR shall immediately suspend all work on the Project and deliver any documents or work in progress to CITY. However, CITY shall assume no liability for costs, expenses or lost profits resulting from services not completed or for contracts entered into by CONTRACTOR with third parties in reliance upon this Agreement. Section 4.12 Confidentiality CONTRACTOR agrees to maintain confidentiality of all work and work products produced under this Agreement, except to the extent otherwise required by law or permitted in writing by CITY. CITY agrees to maintain confidentiality of any documents owned by CONTRACTOR and clearly marked by CONTRACTOR as "Confidential" or "Proprietary", except to the extent otherwise required by law or permitted in writing by CONTRACTOR. CONTRACTOR acknowledges that CITY is subject to the California Public Records Act. Section 4.13 Applicable Law Jurisdiction Severability, and Attorney's Fees This Agreement shall be governed by the laws of the State of California. Jurisdiction of litigation arising from this Agreement shall be venued with the San Joaquin County Superior Court. If any part of this Agreement is found to conflict with applicable laws, such part shall be inoperative, null, and void insofar as it is in conflict with said laws, but the remainder of this Agreement shall be in force and effect. In the event any dispute between the parties arises under or regarding this Agreement, the prevailing party in any litigation of the dispute shall be entitled to reasonable attorney's fees from the party who does not prevail as determined by the San Joaquin County Superior Court. 6 Section 4.14 City Business license Re uirement CONTRACTOR acknowledges that Lodi Municipal Code Section 3.01.020 requires CONTRACTOR to have a city business license and CONTRACTOR agrees to secure such license and pay the appropriate fees prior to performing any work hereunder, Section 4.15 Caj tions The captions of the sections and subsections of this Agreement are for convenience only and shall not be deemed to be relevant in resolving any question or interpretation or intent hereunder. Section 4.16 Piste ration and Mar#ification This Agreement represents the entire understanding of CITY and CONTRACTOR as to those matters contained herein. No prior oral or written understanding shall be of any force or effect with respect to those matters covered hereunder. This Agreement may not be modified or altered except in writing, signed by both parties. Section 4.17 Contract Terms Prevail All exhibits and this Agreement are intended to be construed as a single document. Should any inconsistency occur between the specific terms of this Agreement and the attached exhibits, the terms of this Agreement shall prevail. Section 4.18 Severabilit The invalidity in whole or in part of any provision of this Agreement shall not void or affect the validity of any other provision of this Agreement. Section 4.19 Ownership of Documents All documents, photographs, reports, analyses, audits, computer media, or other material documents or data, and working papers, whether or not in final form, which have been obtained or prepared under this Agreement, shall be deemed the property of CITY. Upon CITY's request, CONTRACTOR shall allow CITY to inspect all such documents during CONTRACTOR's regular business hours. Upon termination or completion of services under this Agreement, all information collected, work product and documents shall be delivered by CONTRACTOR to CITY within ten (10) calendar days. CITY agrees to indemnify, defend and hold CONTRACTOR harmless from any liability resulting from CITY's use of such documents for any purpose other than the purpose for which they were intended. lu Section 4.20 Authority The undersigned hereby represent and warrant that they are authorized by the parties to execute this Agreement. Section 4.21 'Federal Transit Funding Conditions ❑ If the box at left is checked, the Federal Transit Funding conditions attached as Exhibit D apply to this Agreement. In the event of a conflict between the terms of this Agreement or any of its other exhibits, and the Federal Transit Funding Conditions, the Federal Transit Funding Conditions will control. IN WITNESS WHEREOF, CITY and CONTRACTOR have executed this Agreement as of the date first above written. CITY OF LODI, a municipal corporation ATTEST: JIFER M. RRAIOLO STI= HE CHWASAU CiPyClerk City Manager APPROVED AS TO FORM: JANICE D. MAGDICH, City Attorney By: DELTA WIRELESS, INC. a Califor ' corp rr-� By, Na D D N Title: President Attachments: Exhibit A — Scope of Services Exhibit B — Fee Proposal Exhibit C — Insurance Requirements Exhibit D — Federal Transit Funding Conditions (If applicable) Funding Source: (Business Unit & Account No.) Doc ID: CA:Rev.01.2015 a Exhibit A �LD E LTA wir�Gi��ss ' 1700 W. Fremont Street Stockton, CA. 95203 209-948-9611 209-948-0103 Fax Delta wireless.co m This SUBSCRIBER AND INFRASTRUCTURE MAINTENANCE AGREEMENT is subject to these terms and conditions: (1) Definitions. For brevity and uniformity all references to Delta Wireless, Inc, in this agreement will be construed to mean Delta Wireless, Inc. All references to Customer shall be construed as meaning and apply to the equipment to be maintained by the terms of this agreement. (2) Work. Delta Wireless, Inc, agrees to provide maintenance for the Customer of the equipment described on the attached equipment list of the agreement beginning and ending on the dates indicated if the Customer makes the payments herein specified. Mobile units will be removed and reinstalled in different vehicles at T&M rates. Maintenance does not include antenna systems, combining or batteries for subscribers or infrastructure contracts. Maintenance includes the labor and parts required to repair equipment which has become defective through normal wear and usage. This agreement does not include repair of any transmission lines, antennas, tower or tower lighting damage, or batteries unless such work is described on the reverse side of this agreement, such maintenance may be furnished upon request at mileage, material and labor rates prevailing at the time of each call. MAINTENANCE OPTIONS (3) Delta's standard subscriber maintenance supporting equipment that is "out of manufactures warranty". Delta's Maintenance Includes; labor and parts required to restore the equipment to manufacturers specifications, service desk access, triage, asset management, and an annual preventive maintenance certification. (3a) Delta's subscriber Warranty Plus Program covers equipment under manufactures warranty, which covers defects, but does not provide for on-site services and system management. Delta's" Warranty Plus" program includes; service desk access, triage, shipping, radio "retest" for operational quality assurance, asset management, and an annual preventive maintenance certification. (3b) Delta's Infrastructure Maintenance supports equipment that Is "out of manufactures warranty". Which includes; labor and parts required to restore the equipment to manufacturers specifications, triage, asset management, annual preventive maintenance certification, weekly fixed end and related site equipment inspection, (excluded tower climbing) 7x24 dispatch with on-site response. Service desk access, service call and activity accounting, operator and technical support, annual PM of contracted equipment, network hardware repair, installation of manufacturer's provided security patches, advanced replacement of contracted equipment when supported by manufacturer, and pre -deployment operational check of equipment returned from the Motorola depot. (4) Not Included. Maintenance does not include the repair or replacement of equipment which has otherwise become defective, including, but not limited to, damage caused by accidents, physical abuse or misuse of the equipment, acts of God, fires, and does not include extensive maintenance or replacement of equipment due to interference, intermodulation, or other degrading signals causing poor service that the equipment is not designed to reject. Prior to the start of the contract, the customer is responsible for identifying equipment that Is defective, broken, inoperable or physically damaged. Repair of this equipment to operational condition will be performed on a time and material basis. (5) Maintenance Standards. The equipment out of warranty will be maintained by Delta Wireless, Inc. hl accordance with these standards: (i) Manufacturer parts or parts of equal quality will be used; (Il) oil, water, dust and foreign substances will be removed from the equipment; (111) the equipment will not be subject to mechanical abuse; (IV) the equipment will be maintained at the levels necessary to provide the required communication; (V) routine maintenance procedures will be followed; and (VI) nil maintenance work will be done by qualified CET certified technicians. (G) Time and place of maintenance work for SUBSCRIBERS: Customer to provide covered work aren with adequate AC power. Mobile units and removable equipment shall be delivered by the Customer to the place of service indicated on the reverse side of this agreement. The Customer shall provide Delta Wireless service personnel with a minimum of 3 working days' notice prior to delivery of a mobile unit for reinstallation to verify radio operation and that accessories are on hand. Customer shall provide Delta Wireless full and free access to all equipment being serviced. (Ga) Time and place of maintenance work for INFRASTRUCTURE: Maintenance work on base stations and fixed equipment shall be performed at the location of the oquipment with Customer furnishing heat, AC, light end power at these locations. The Customer shall give Delta Wireless 3 working days prior written notification and acceptance of the proposed software adds, moves or changes before software instillation can start. Customer shall give Delta Wireless full and free access to all equipment being serviced. (7) Payment. On or about the date each payment is due as�ot�#bt l!-on=theicrel�csido�tl' Hiro gmwlnow Delta Wireless, Inc. will send the customer nn invoice covering the monthly maintenance fees for the next Payment Period plus all other charges for the preceding Payment Period, nud the Customer shall pay the amount of said invoice within thirty (30) days of its date to Delta Wireless, Inc. Each invoice shall be due and pnyable whether or not the equipment is operating, and Delta Wireless, Inc. mny terminate this agreement by giving the Customer thirty (30) days' notice by certified mail if the Customer defaults in its payment to Delta Wireless, Inc. The Customer shall reimburse Delta Wireless, Inc. for all property taxes, sales and use taxes, excise taxes, and other taxes or assessments now or hereafter Imposed by or under the authority of the Federal, State or local law, !rule or !regulation with respect to the maintenance of the equipment except Federal income and profits taxes of Delta Wireless, Inc. (8) FCC records. Delta Wireless, Inc. will assist in IPCC licensing issues, however Customer is solely responsible for any and all licenses or authorizations required by the FCC or any other government agency. ("*totit milr—ruitowal. ACWL41v Date Maintctumce Fn(142- udit-AWI-u14-110 1-01uHKu-skki -M' this-ngreomwltrLElis.ugrecmcali..shal4sontJ�u�fna:.suryessi.vc.nddliiourll�Scrinti�clCl.molrill,..ls+:u.+}duct � / th'at•eitiier Delta Wirelessi•Iner or4he 01siomel, nilly lel'llllilale tills•llgcecmaut••sfn t11e"ilnto `UUP Malliienaliee E111h4l, nr lherenflol- ulton iii dnyri wt HOT1 nollre in litepfiter pnrly Beni hyr ecriiiieil (� •111MIA 41-the-add ressindicated.herCiJLAmtlulLprevolltnllve.mailtienuacecor(il7cntionxAvih-bu porforineil-atlorIlie •1-2.nunitlls.ofpayment. {nveutury..:IlljllKln1e111S-5VNt11Q lllllde-11l1•all Illllllllll'UaS15. (Ifl].1.a.tvs.�tnt1-i�sgirl:ti-i(urx.. t:Ili ssrgeeeruentawd_ilr"isiuhtx..altci..dWlgtttionr.,of-Jr4jlit vK Icv/ rnrdervltnrrynlrjeellirtff'eyoultpti{-ful�ieze-vnlidUodurh•itFtd-unlid.l:tkvs,.rulw.usu!-wµuluLiwwai:tlerl3 (�v .t:rturtilutedatutlun:iiie�lLnYlttl{ ;jus:Ltit3i2.tiuu. (I1) Waiver. Failure or delay on the part of Delta Wireless, Inc, or the Customer to exercise any right power or privilege hereunder shall not operate its n waiver thereof. (12) Prior negotiations. This contract constitutes the entire agreement of the parties hereto and shall supersede all prior offers, negotiations and agreements. (13) Amendment. No revision of this agreement shall be valid unless made In writing and signed by a General Manager or corporate officer of Delta Wireless Inc. and authorized agent of the Customer. (14) Non -solicitation agreements. Delta Wireless, Inc is and shall remain an independent contractor under this agreement and any other agreement for consulting services and no employment relationship is created. Services are provided for the exclusive use of the Client, and may not be sold, given away, or used for any other purpose other than the Client's business or organization. The Client understands and agrees that Delta Wireless, Inc employees may oot be solicited for regular full-time or part-time employment at the Client's business or organization without the express written approval by Designated of Delta Wireless, Inc. The Client further agrees that in the event that any Delta Wireless, Inc employee, while still employed by Delta Wireless, Inc, or within ninety days of separation of employment from Delta Wireless, Inc, becomes employed by the Client, a placement fee equal to thirty percent of the first yenrs salary is Immediately payable to Delta Wireless, Inc upon hiring of the Delta Wireless, Inc employee by the Client. (15) Non -Solicitation of Employees: Customer shall not, during the terra of this Agreement and for a period of two (2) years immediately following the termination of the contract, or any extension hereof, for any reason, either directly or indirectly: (a) call on, solicit, induce, recruit, or encourage any of Delta Wireless, Inc employees to leave their employment or terminate their contracts or take away Stich employees (b) attempt to solicit, Induce, recruit, encourage or take away employees for the customer or nny other person or entity; (c) call on solicit, induce, recruit or encourage any of the customers to terminate their relationships with Delta Wireless or takeaway such customers or (d) attempt to solicit, induce, recruit, encourage or take customer of Delta Wireless, [Ile for the Customer or any other person or entity. (16) Equipment that is documented "End of Life" by a manufacturer, cannot be added to this contract. Delta Wireless, Inc will provide a diligent work effort to repair the equipment on a time and material basis, carder the some contractual response time and work day/week schedule. Exhibit B ADELTA Service Agreement WIRELESS, INC 1700 W, Fremont St, Stockton Ca; 95203 (209) 948-9611 fax (209) 948-0103 Customer: Lodi, city of Service Agreement No: S0801191 Attention: Benjamin Buecher Agreement Date: 8/1/2019 Address: P.O. Box 3006 Date Maintenance Begins: City; Lodi State: CA Zip: 95241 Date Maintenance Ends: Phone: 209-333-6761 Fax: Payment Period: Monthly E -Mail: bbuecher@lodi.gov Customer PO#: Negotiated by; Debra Thompson Monthly Fees Quantity Equipment Descriptions Place of Service Per Unit Extended See Attached TOTAL: See attached •When�Nls•agreamenNeaccoptad,hy.Dalta-WUaleat:ate,llta�gUlpmant on.lila.tULlOmer,/DgGeemGAl.ptliof.le(Cflf0.ffid.ilbtlYe Wll� a •serviced-by-eeiwWlralesa.lriacoordancawlth-tha.7arm"ndCendltloas pdntad-on.sua rmv_LLeLslde, This agreement does not Include replacement of antennas or batteries or service of any transmission line, antenna, tower, or tower lighting unless such work Is described below, Special Instructions Service Includes 7X24, with a 2 hour response time. The equipment Included on the Service Contract are necessary for th� proper operation of the systems, Customer Name: I Delta Wlrtlass<,Ioc. ] Authorized Signature or P #: Authoriza 8/1/2019 ATTESM 1 of 1 7rAWa C C City Alt�7[l ey- NIFER FERRAIOLO Equip Qty Ethernet Switch CLN1868 8 $ 40.00 GGM8000 Gateway SQMOISUM205 8 $ 40.00 GCM8000 Comparator T7321 3 $ 80.00 GCM8000 Comparator CA01183AA 5 5 80.00 GTR 8000 Base Radios T7039 5 $ 100.00 GPW 8000 Receiver T7540 12 $ 40.00 GPW8000 Reciever Cards X3014R 4 $ 40.00 GPW8000 Reciever Cards X302AR 16 $ 40.00 YEAR 1 Warranty $ - YEAR 2 $ 36,720.00 YEAR 3 5 36,720.00 YEAR 4 $ 36,720.00 j YEAR 5 S 36,720.00 ;TOTALFwEYEAR $ 146,8800 City of Lodi Maintenance Quote 2019 Year 1 Warranty Annual $ - Monthly $ - 5 S - S - S - s - 3 - 5 2020 2021 2022 Year 2 Year 3 Year 4-10 $ 36,720.00 $ 36,720.00 $ 36,720.00 $ 3,060.00 $ 3,060.00 $ 3,060.00 320.00 $ 320.00 $ 320.00 320.00 $ 320.00 $ 320.00 240.00 $ 240.00 $ 240.00 400.00 $ 400.00 $ 400.00 500.00 $ 500.00 5 500.00 480.00 $ 480.00 $ 480.00 160.00 $ 160.00 $ 160.00 640.00 $ 640.00 $ 640.00 EXHIBIT C NOTE. The City of Lodi Is now using the online Insurance program PINS Advantage. Once you have been awarded a contract you will receive an email from the City's online Insurance program requesting you to forward the email to your Insurance provider(s) to submit the required Insurance documentation electronically Insurance Roguirarng pto for Most Co [Not construction or reaulrtng professional Ilah111t�i Contractor shall procure and maintain for the duration of the contract insurance against claims for Injuries to persons or damages to property which may arlse from or In connection with the performance of the work hereunder and the results of that work by the Contractor, his agents, representatives, employees or subcontractors. MINIMUM SCOPE AND LIMIT OF INSURANCE Coverage shall be at least as broad as: 1. Commercial General Liability (CGL): Insurance Services Office Form CG 00 01 covering CGL on an "occurrence" basis, Including products and completed operations, property damage, bodily Injury and personal & advertising Injury with limits no leas than $2,000,000 per occurrence. If a general aggregate limit applies, either the general aggregate limit shall apply separately to this project/locatlon (ISO CG 25 03 or 25 04) or the general aggregate limit shall be twice the required occurrence limit, 2. Automobile Liability: ISO Form Number CA 00 01 covering any auto or if Contractor has no owned autos, then hired, and non - owned autos with limit no less than $1,000,000 per accident for bodily Injury and property damage. 3. Workers' Compensation: as required by the State of California, with Statutory Limits, and Employer's Liability Insurance with limit of no less than $1,000,000 per accident for bodily Injury or disease. Other lnsurancg Provlslons: (a) Aditional Named Inured Slates The City of Lodi, Its elected and appointed boards, commissions, officers, agents, employees, and volunteers are to be covered as additional Insureds on the CGL and auto policy with respect to liability arising out of work or operations performed by or on behalf of the Contractor Including materials, parts, or equipment furnished in connection with such work or operations. General liability coverage can be provided In the form of an endorsement to the Contractor's insurance (at least as broad as ISO Form CG 20 10 1185 or If not available, through the addition of both CG 20 10, CG 20 26, CG 20 33, or CG 20 38; AlLd. CG 20 37 If a later edition is used (b) Primary and_Non-CQ nlr_ibutory In ur nce Endon3smenl The limits of insurance coverage required may be satisfied by a combination of primary and umbrella or excess insurance. For any claims related to this contract, the Contractor's insurance coverage shall be primary coverage at least as broad as ISO CG 20 01 04 13 as respects the Entity, Its officers, officials, employees, and volunteers. Any Insurance or self-insurance maintained by the Entity, Its officers, officials, employees, or volunteers shall be excess of the Contractor's Insurance and shall not contribute with it. (c) Waiver ofSuhrogaiig9 Contractor hereby grants to City of Lodi a waiver of any right to subrogation which any insurer of said Contractor may acquire against the City of Lodi by virtue of the payment of any lose under such Insurance. Contractor agrees to obtain any endorsement that may be necessary to affect this waiver of subrogation, but this provision applies regardless of whether or not the City of Lodi has received a waiver of subrogation endorsement from the Insurer NOTE: (1) The street address of the CITY OF LODI must be shown along with (a) and (b) and (c) above: 221 West Pine Street, Lodi, California, 95240; (2) The insurance certificate must state, on Its face or as an endorsement, a description of the 2LgjW that It Is Insuring, (d) Scyemi llly-p' InteresLCImu 14 The term "insured" is used severally and not collectively, but the Inclusion herein of more than one Insured shall not operate to Increase the limit of the company's liability under the Contractors commercial general liability and automobile liability policies. (e) Notice of Cancellalion or Change In CoYeiage Endorsamen� This policy may not be canceled nor the coverage reduced by the company without 30 days' prior written notice of such cancellation or reduction In coverage to the Risk Manager, City of Lodi, 221 West Pine St„ Lodi, CA 95240. Page 1 I of 2 pages 1 Risk: rev. 3/112018 Cnntr my of Covera All policies shall be in effect on or before the first day of the Term of this Agreement. At least thirty (30) days prior to the expiration of each Insurance policy, Contractor shall furnish a certificate(s) showing that a new or extended policy has been obtained which meets the minimum requirements of this Agreement, Contractorshall provide proof of continuing Insurance on at least an annual basis during the Term, If Contractor's insurance lapses or Is discontinued for any reason, Contractor shall Immediately notify the City and immediately obtain replacement Insurance. Contractor agrees and stipulates that any insurance coverage provided to the City of Lodi shall provide for a claims period following termination of coverage which is at least consistentwith the claims period or statutes of limitations found in the California Tort Claims Act (California Government Code Section 810 et seq.). (g) r IIll, a SO COR7ply If Contractor fails or refuses to obtain and maintain the required insurance, or fails to provide proof of coverage, the City may obtain the insurance. Contractor shall reimburse the City for premiums pold, with interest on the premium paid by the City at the maximum allowable legal rate then in effect in California. The City shall notify Contractor of such payment of premiums within thirty (30) days of payment stating the amount paid, the name(s) of the insurer(s), and rate of Interest. Contractor shall pay such reimbursement and Interest on the first (1st) day of the month following the City's notice, Notwithstanding any other provision of this Agreement, if Contractor fails or refuses to obtain or maintain insurance as required by this agreement, or fails to provide proof of insurance, the City may terminate this Agreement upon such breach. Upon such termination, Contractor shall Immediately cease use of the Site or facilities and commence and diligently pursue the removal of any and all of its personal property from the site or facilities, (h) Verification or oxgrage Consultant shall furnish the City with a copy of the policy declaration and endorsement page(s), original certificates and amendatory endorsements or copies of the applicable policy language effecting coverage required by this clause. All certificates and endorsements are to be received and approved by the City before work commences. However, failure to obtain the required documents prior to the work beginning shall not waive the Consultant's obligation to provide them. The City reserves the right to require complete, certified copies of all required insurance policies, including endorsements required by these specifications, at any time. Failure to exercise this right shall not constitute a waiver of the City's right to exercise after the effective date, (i) $elf -insured Retenllons Self -Insured retentions must be declared to and approved by the City. The City may require the Consultant to provide proof of ability to pay losses and related investigations, claim administration, and defense expenses within the retention. The policy language shall provide, or be endorsed to provide, that the self-insured retention may be satisfied by either the named insured or City, (j) Insurance Limils The limits of Insurance described herein shall not limit the liability of the Contractor and Contractor's officers, employees, agents, representatives or subcontractors. Contractor's obligation to defend, indemnify and hold the City and its officers, officials, employees, agents and volunteers harmless under the provisions of this paragraph is not limited to or restricted by any requirement in the Agreement for Contractor to procure and maintain a policy of insurance. (k) 5u1fcor:WWofs Consultant shall require and verify that all subcontractors maintain insurance meeting all the requirements stated herein, and Consultant shall ensure that City is an additional Insured on Insurance required from subcontractors (I) C]vallfled InsurerLs} All insurance required by the terms of this Agreement must be provided by insurers licensed to do business in the State of California which are rated at least "A-, VI" by the AM Best Ratings Guide, and which are acceptable to the City. Non -admitted surplus lines carriers may be accepted provided they are included on the most recent list of California eligible surplus lines insurers (LESLI list) and otherwise meet City requirements. Page 2 1 of 2 pages I Risk: rev, 3/1/2018 0 worn OLA SOLUTIONS EXHIBIT 1 CHANGE ORDER CO#1 Change Order No. 01 Date: 04/02/20 _ Project Name: P25 System Upgrade__ ^. Customer Name: CAIM of Lod Customer Project Mgr: Cheri L nn Eklund The purpose of this Change Order is to: Purchase and Installation of 3 APX 8500 Consolettes . Equipment and Sei vices Pricing City of Lodi E ul ment $27,309 City 4f Ladl E ul ment HGAC Discount 4$6,701) $20,808 Cityof Lodi HGAC Discounted Equipment Cit of Loll S tem tm lementatlan $31,123 City of Lodi Tax ut ment Only) $1,700 City of Lodi Total System $53,431 Contract # Proposal Is Contract Date: 09/03/19 contract In accordance with the terms and conditions of the contract Identified above between The City of Lodi and Motorola Solutions, Inc., the following changes are approved; Contract Price Adjustments Original Contract Value: $ 1,201,590 Previous Change Order amounts for Change Order $ T 0.00 numbers ;N/A through I N/A This Change Order: $ 53,431 Contract Credit Amount (DDR changes) 1 $ 0.00 Reduction In Contract Credit 1 $ 0.00 Revised Contract Credit Amount 1 $ 0.00 New Contract Value: 1 $ 1,255.021 Page 1 of 2 WOrORCLA SOLUTIONS CHANGE ORDER C0#1 Completion Date Adjustments Original Completion Date: Current Completion Date prior to this Change Order: New Completion Date: I Chances In Eaulnment: ladd Ions, deletions or modifications) Purchase 3 APX 8500 consolettes Installation of 3 APX 8500's Schedule Changes; describe cherw or NI N/A by $53,453 Customer Responsibilities: (describe change or WA) N/A Payment Schedule for this Change 0rdor: sdescribe new �aymsn[ leans appl�cabre fo r� chenga ardkr) Payment for equipment due upon shipment $22,308. Payment for Installation due upon completion of Install $31,123. Unless amended above, all other terms and conditions of the Contract shall remain In full force. If there are any Inconslstencles between the provisions of this Change Order and the provisions of the Contract, the provisions of this Change Order will prevail. IN WITNESS WHEREOF the parties have executed this Change Order as of the last date signed below. Motorola, Inc. By; • - - Printed Name: Keht Martin Title: Regional Services Manager Date: April 8, 2020 Customer By: Stephen Schwabauer Printed Name: Stephen Schwabauer Tide: City Manager Date: April 14, 2020 Reviewed by: Cheri Lynn Eklund Motorola Project Manager Page 2 of 2 Date: 04/02/20 Approved as to Form; Janice D. Magdlch Janice D. Magdlch, City Attorney Signature: Signature: •--- Email: jmagdich@lodi.gov Email: sschwabauer@lodl.gov Delta Wireless, Inc. D E ALTA 1700 W. Fremont Stockton CA 95203 feet 209-948-9611 fax 209-948-0103 WIRELESS, I N G California C7 Contractors License: 748224 Customer Name City of Lodi Contact Ben Buecher Address 221 West Pine Street Phone (209) 333-5548 City Lodi Fax State CA Email bbuecher(a)lodi.gov Zip 95241 Project Waveguide Bridge Install Water Tower Product/Service Name 24" GRIP STRUT BRIDGE POSTS TRAPEZE Installation Kit Items marked with a double asterisk are nontaxable items SCOPE OF WORK: Delta to provide and install a 24" waveguide bridge from the new radio shelter at the Lodi Water Tower location to the entry point at the base of the water tower in support of new radio equipment being installed at the Water Tower site. All permits required are the responsibility of the customer. Customer to provide access during normal working hours. Customer to provide adequate grounding at site location. No other additions at the site are included in this quote. Maximum waveguide bridge length is 24'. Any changes to this scope will require a change order. Project Number 133000159 SALES QUOTE Dates Quote Issued 8/6/2020 Customer P.O_ Quantity Price TOTAL 2 $422.36 $844.72 3 $140.79 $422.37 6 $93.86 $563.16 6 $58.66 $351.96 1 $99.55 $99.55 Taxable Items Panes 1-6 Taxable Subtotal $2,281.76 Tax $188.25 Nontaxable Items Pages 1-6 $ - Nontaxable Labor. $3,250.00 I Fuel Surcharge TOTAL $5,720.01 Sales/Offered By: David Naasz _ _ Title: Senior Sales Representative Phone Number: (209)948-9611 THIS QUOTE REPRESENTS AN ENGINEERED SOLUTION AND IS PROPRIETARY AND CONFIDENTIAL Quote valid for thirty (30) days after receipt Delta R1 DELTA_,__ WIRELESS, INC Delta Wireless, Inc. 1700 W. Fremont Street Stockton CA 95203 209-948-9611 fax 209-948-0103 California C7 Contractor's License: 748224 Customer Name City of Lodi Project Waveguide Bridge Install Water Tower Contact Ben Buecher Phone (209) 333-5548 TERMS AND CONDITIONS (Initial and Accept or Deny in the places provided) Project Number Terms and Conditions Dates Quote Issued 8/6/2020 Customer P.O. 1) Installation contract: This quote is based upon detailed information provided to Delta Wireless, Inc_ by the quoted customer. Signing this quote f ormally constitutes a signed contract for products and services between Delta Wireless, Inc. and the customer. Initial 2) Adds, moves and changes to the scope of work described within this quote must result in a written change order signed by both parties, prior to the reordering or reconfiguration of any product or service provided on this quote. Initial 3) Remobilization charges (depending on distance) will be added to this quote if the vehicle and/or site are not available at the time and plac a scheduled with the customer, or is not in the condition or configuration described by the customer. Initial 4) Used equipment will be installed at the customer's own risk. Appearance and performance will not be improved by installation. Customers ha ve the responsibility to inform Delta of equipment deficiencies prior to installation. Delta will be glad to provide a quote for the repair andfor replacement of any equipment. 6) work Delay: Installation will begin only after all equipment to be installed is physically on hand and ready for installation. A delay in the work schedule may occur if the customer requests "Adds, moves or changes" to this quotation or if a previously unknown or undisclosed condition is discovered during installat ion that afters the work required. If a "change order" results, a minimum of one hour may be charged and/ortravel time assessed for the remobilization of labor on the project. 6) Restocking and freight: A 25 % restocking fee will be added to the change order for any product returned by Delta, on the customers behalf. If the equipment has already been installed and the product cannot be returned to the manufacturer, the customer must pay in full_ Additional freight charges, if require d, will be added to the change order. Initial 7) Payment for equipment due upon receipt of equipment 8) Labor payment due upon completion of contract 9) Labor warranty 30 days. Does not cover labor required to troubleshoot and repairtreplace defective equipment. Initial 10) ) Video system extended labor warranty: Delta offers an extended labor warranty to bridge the gap between the video equipment manufacturer's parts warranty and the c ost of triage, analyzing, tracking, shipping, interfacing with the manufacturer, re -installing and testing the repaired video equipment. Each system is specific and unique requiring a quote Please contact Della Wireless at the number above_ D Accept O Decline Initial 11) Equipment warranty: Manufacturers warranty applies. All labor to troubleshoot, reprogram, and reinstall equipment will not be included in the warranty. Freight charges to the manufacturer will not be included_ Initial 12) Nonsolicitation: Customer shall not, during the term of this Agreement and for a period of two (2) years immediately following the termination of the contract, or any extension hereof, for any reason, either directly or indirectly: (a) call on, solicit, induce, recruit, or encourage any of Delta Wireless employees to leave thein employment or terminate their contracts or take away such employees; (b) attempt to solicit, induce, recruit, encourage or take away employees for the customer or any other person or entity; (c) call on solicit, induce, recruit or encourage any of the customers to terminate their relationships with Delta Wireless or take away such customers or (d) attempt to solicit, induce, recruit, encourage or take customer of Delta Wireless for the customer or any other person or entity. Initial 13) Integration: Delta has provided a diligent work effort to identify the complexity, reliability and compatibility of the integration requi red within the system design of this surveillance video solution, Manufacturers differ on their understanding, interpretation and documentation level of their equipment and software. Therefore, Delta is not liable for the written or verbal information provided to Delta and presented to our clients through manufacturers, vendors and suppliers while integrating existing or fut ure equipment and/or systems. Change orders may occur when these factors result in additional labor hours, or if additional equipment or software is required to provide the level of in tegration desired or to remedy a situation caused by the integrated product_ Initial 14) Server warranty: Any attemptto after software configuration or settings after server installation by other than Delta Wireless may void the server warranty and result in additional billing to restore proper system operation. An extended warranty through a Service Level Agreement (SLA) is available Call Delta Wireless for a quote. 0 Accept 0 Decline Initial 15) Environmental limitations of video: Variations in video quality due to changes in sun position, weather, lighting or housing cleanliness are a function of equipment limitations and are not a responsibility of Delta Wireless. Manufacturers warranty provides for component repair at a Depot only and does not cover troubleshooting labor, shipping costs or restoration labor charges_ No maintenance, warranty labor or shipping cost is provided by this installation agreement unless the customer purchases an extended labor warranty from Delta Wireless _ 16) Interference: Interference to licensed or unlicensed frequencies are not the responsibility of Delta Wireless. _ _ .r CUSTOMER SIGNATURE CONSTITUTES AGREEMENT WITH DELTA WIRELESS AND NETWORK SOLUTIONS TERMS AND CONDITIONS AND TERMS ACCEPTED BY: Date: Quote valid for thirty (30) days after receipt Delta R1 AGREEMENT FOR PROFESSIONAL SERVICES ARTICLE 1 PARTIES AND PURPO Section 1.1 Parties THIS AGREEMENT is entered into on [ , 2019, by and between the CITY OF LODI, a municipal corporation (hereinafter "CITY"), and Delta Wireless, Inc., a California corporation (hereinafter "CONTRACTOR"). Section 1.2 Purpose CITY selected the CONTRACTOR to provide the services required in accordance with attached Scope of Services, Exhibit A, attached and incorporated by this reference. CITY wishes to enter into an agreement with CONTRACTOR for providing maintenance and support for Motorola radiofsystem (hereinafter "Project") as set forth in the Scope of Services attached here as Exhibit A. CONTRACTOR acknowledges that it is qualified to provide such services to CITY. ARTICLE 2 SCOPE OF SERVICES Section 2.1 Scope of Services CONTRACTOR, for the benefit and at the direction of CITY, shall perform the Scope of Services as set forth in Exhibit A. Section 2.2 Time For Commencement and Completion of Work CONTRACTOR shall commence work pursuant to this Agreement, upon receipt of a written notice to proceed from CITY or on the date set forth in Section 2.6; whichever occurs first, and shall perform all services diligently and complete work under this Agreement based on a mutually agreed upon timeline or as otherwise designated in the Scope of Services. CONTRACTOR shall submit to CITY such reports, diagrams, drawings and other work products as may be designated in the Scope of Services. CONTRACTOR shall not be responsible for delays caused by the failure of CITY staff to provide required data or review documents within the appropriate time frames. The review time by CITY and any other agencies involved in the project shall not be counted against CONTRACTOR's contract performance period. Also, any delays due to 1 weather, vandalism, acts of God, etc., shall not be counted. CONTRACTOR shall remain in contact with reviewing agencies and make all efforts to review and return all comments. Section 2.3 Meetings CONTRACTOR shall attend meetings as may be set forth in the Scope of Services. Section 2.4 Staffing CONTRACTOR acknowledges that CITY has relied on CONTRACTOR's capabilities and on the qualifications of CONTRACTOR's principals and staff as identified in its proposal to CITY. The Scope of Services shall be performed by CONTRACTOR, unless agreed to otherwise by CITY in writing. CITY shall be notified by CONTRACTOR of any change of Project Manager and CITY is granted the right of approval of all original, additional and replacement personnel at CITY's sole discretion and shall be notified by CONTRACTOR of any changes of CONTRACTOR's project staff prior to any change. CONTRACTOR represents it is prepared to and can perform all services within the Scope of Services (Exhibit A) and is prepared to and can perform all services specified therein. CONTRACTOR represents that it has, or will have at the time this Agreement is executed, all licenses, permits, qualifications, insurance and approvals of whatsoever nature are legally required for CONTRACTOR to practice its profession, and that CONTRACTOR shall, at its own cost and expense, keep in effect during the life of this Agreement all such licenses, permits, qualifications, insurance and approvals, and shall indemnify, defend and hold harmless CITY against any costs associated with such licenses, permits, qualifications, insurance and approvals which may be imposed against CITY under this Agreement. Section 2.6 Subcontracts Unless prior written approval of CITY is obtained, CONTRACTOR shall not enter into any subcontract with any other party for purposes of providing any work or services covered by this Agreement. Section 2.6 Term The term of this Agreement commences on October 1, 2019 and terminates upon the completion of the Scope of Services or on September 30, 2024, whichever occurs first. K ARTICLE 3 COMPENSATION Section 3.1 Compensation CONTRACTOR's compensation for all work under this Agreement shall conform to the provisions of the Fee Proposal, attached hereto as Exhibit B and incorporated by this reference. CONTRACTOR shall not undertake any work beyond the scope of this Agreement unless such additional work is approved in advance and in writing by CITY. Section 3.2 Method of Payment CONTRACTOR shall submit invoices for completed work on a monthly basis, or as otherwise agreed, providing, without limitation, details as to amount of hours, individual performing said work, hourly rate, and indicating to what aspect of the Scope of Services said work is attributable. CONTRACTOR's compensation for all work under this Agreement shall not exceed the amount of the Fee Proposal, Section 3.3 Costs The Fee Proposal shall include all reimbursable costs required for the performance of the Scope of Services. Payment of additional reimbursable costs considered to be over and above those inherent in the original Scope of Services shall be approved in advanced and in writing, by CITY. Section 3.4 Auditing CITY reserves the right to periodically audit all charges made by CONTRACTOR to CITY for services under this Agreement. Upon request, CONTRACTOR agrees to furnish CITY, or a designated representative, with necessary information and assistance needed to conduct such an audit. CONTRACTOR agrees that CITY or its delegate will have the right to review, obtain and copy all records pertaining to performance of this Agreement. CONTRACTOR agrees to provide CITY or its delegate with any relevant information requested and shall permit CITY or its delegate access to its premises, upon reasonable notice, during normal business hours for the purpose of interviewing employees and inspecting and copying such books, records, accounts, and other material that may be relevant to a matter under investigation for the purpose of determining compliance with this requirement. CONTRACTOR further agrees to maintain such records for a period of three (3) years after final payment under this Agreement. 3 ARTICLE 4 MISCELLANEOUS PROVISIONS Section 4.1 Nondiscrimination In performing services under this Agreement, CONTRACTOR shall not discriminate in the employment of its employees or in the engagement of any sub CONTRACTOR on the basis of race, color, religion, sex, sexual orientation, marital status, national origin, ancestry, age, or any other criteria prohibited by law. Section 4.2 ADA Com liance In performing services under this Agreement, CONTRACTOR shall comply with the Americans with Disabilities Act (ADA) of 1990, and all amendments thereto, as well as all applicable regulations and guidelines issued pursuant to the ADA. Section 4.3 Indemnification and Responsibility for Damage CONTRACTOR to the fullest extent permitted by law, shall indemnify and hold harmless CITY, its elected and appointed officials, directors, officers, employees and volunteers from and against any claims, damages, losses, and expenses (including reasonable attorney's fees and costs), arising out of performance of the services to be performed under this Agreement, provided that any such claim, damage, loss, or expense is caused by the negligent acts, errors or omissions of CONTRACTOR, any subcontractor employed directly by CONTRACTOR, anyone directly or indirectly employed by any of them, or anyone for whose acts they may be liable, except those injuries or damages arising out of the active negligence, sole negligence, or sole willful misconduct of the City of Lodi, its elected and appointed officials, directors, officers, employees and volunteers. CITY may, at its election, conduct the defense or participate in the defense of any claim related in any way to this indemnification. If CITY chooses at its own election to conduct its own defense, participate in its own defense, or obtain independent legal counsel in defense of any claim related to this indemnification, CONTRACTOR shall pay all of the costs related thereto, including without limitation reasonable attorney fees and costs. The defense and indemnification obligations required by this Agreement are undertaken in addition to, and shall not in any way be limited by the insurance obligations set forth herein. Section 4.4 No Personal Liability Neither the City Council, nor any other officer or authorized assistant or agent or City employee shall be personally responsible for any liability arising under this Agreement. H Section 4.5 Responsibifi!y of CITY CITY shall not be held responsible for the care or protection of any material or parts of the work described in the Scope of Services prior to final acceptance by CITY, except as expressly provided herein. Section 4.6 Insurance Re uirements for CONTRACTOR CONTRACTOR shall take out and maintain during the life of this Agreement, insurance coverage as set forth in Exhibit C attached hereto and incorporated by this reference. Section 4.7 Successors and Assigns CITY and CONTRACTOR each bind themselves, their partners, successors, assigns, and legal representatives to this Agreement without the written consent of the others. CONTRACTOR shall not assign or transfer any interest in this Agreement without the prior written consent of CITY. Consent to any such transfer shall be at the sole discretion of CITY. Section 4.8 Notices Any notice required to be given by the terms of this Agreement shall be in writing signed by an authorized representative of the sender and shall be deemed to have been given when the same is personally served or upon receipt by express or overnight delivery, postage prepaid, or three (3) days from the time of mailing if sent by first class or certified mail, postage prepaid, addressed to the respective parties as follows: To CITY: City of Lodi 221 West Pine Street P.O. Box 3006 Lodi, CA 95241-1910 Attn: Benjamin Buecher, Information Technolog Manager To CONTRACTOR: Delta Wireless, Inc. 1700 W. Freemont Street Stockton, CA 95203 Attn: David Naasz Section 4.9 Cooperation of CITY CITY shall cooperate fully and in a timely manner in providing relevant information it has at its disposal relevant to the Scope of Services. Section 4.10 CONTRACTOR is Not an Employee of CITY CONTRACTOR agrees that in undertaking the duties to be performed under this Agreement, it shall act as an independent contractor for and on behalf of CITY and not an employee of CITY. CITY shall not direct the work and means for accomplishment of 5 the services and work to be performed hereunder. CITY, however, retains the right to require that work performed by CONTRACTOR meet specific standards without regard to the manner and means of accomplishment thereof. Section 4.11 Termination CITY may terminate this Agreement, with or without cause, by giving CONTRACTOR at least ten (10) days written notice. Where phases are anticipated within the Scope of Services, at which an intermediate decision is required concerning whether to proceed further, CITY may terminate at the conclusion of any such phase. Upon termination, CONTRACTOR shall be entitled to payment as set forth in the attached Exhibit B to the extent that the work has been performed. Upon termination, CONTRACTOR shall immediately suspend all work on the Project and deliver any documents or work in progress to CITY. However, CITY shall assume no liability for costs, expenses or lost profits resulting from services not completed or for contracts entered into by CONTRACTOR with third parties in reliance upon this Agreement. Section 4.12 Confidential[ CONTRACTOR agrees to maintain confidentiality of all work and work products produced under this Agreement, except to the extent otherwise required by law or permitted in writing by CITY. CITY agrees to maintain confidentiality of any documents owned by CONTRACTOR and clearly marked by CONTRACTOR as "Confidential" or "Proprietary", except to the extent otherwise required by law or permitted in writing by CONTRACTOR. CONTRACTOR acknowledges that CITY is subject to the California Public Records Act. Section 4.13 A licable Law Jurisdiction SeverabilitV, and Attorney's Fees This Agreement shall be governed by the laws of the State of California. Jurisdiction of litigation arising from this Agreement shall be venued with the San Joaquin County Superior Court. If any part of this Agreement is found to conflict with applicable laws, such part shall be inoperative, null, and void insofar as it is in conflict with said laws, but the remainder of this Agreement shall be in force and effect. In the event any dispute between the parties arises under or regarding this Agreement, the prevailing party in any litigation of the dispute shall be entitled to reasonable attorney's fees from the party who does not prevail as determined by the San Joaquin County Superior Court. Section 4.14 City Business License Requirement CONTRACTOR acknowledges that Lodi Municipal Code Section 3.01.020 requires CONTRACTOR to have a city business license and CONTRACTOR agrees to secure such license and pay the appropriate fees prior to performing any work hereunder. Section 4.15 Captions The captions of the sections and subsections of this Agreement are for convenience only and shall not be deemed to be relevant in resolving any question or interpretation or intent hereunder. Section 4.16 Integration and Modification This Agreement represents the entire understanding of CITY and CONTRACTOR as to those matters contained herein. No prior oral or written understanding shall be of any force or effect with respect to those matters covered hereunder. This Agreement may not be modified or altered except in writing, signed by both parties. Section 4.17 Contract Terms Prevail All exhibits and this Agreement are intended to be construed as a single document. Should any inconsistency occur between the specific terms of this Agreement and the attached exhibits, the terms of this Agreement shall prevail. Section 4.18 Severability The invalidity in whole or in part of any provision of this Agreement shall not void or affect the validity of any other provision of this Agreement. Section 4.19 Ownership of Documents All documents, photographs, reports, analyses, audits, computer media, or other material documents or data, and working papers, whether or not in final form, which have been obtained or prepared under this Agreement, shall be deemed the property of CITY. Upon CITY's request, CONTRACTOR shall allow CITY to inspect all such documents during CONTRACTOR's regular business hours. Upon termination or completion of services under this Agreement, all information collected, work product and documents shall be delivered by CONTRACTOR to CITY within ten (10) calendar days. CITY agrees to indemnify, defend and hold CONTRACTOR harmless from any liability resulting from CITY's use of such documents for any purpose other than the purpose for which they were intended. 7 Section 4.20 Authority The undersigned hereby represent and warrant that they are authorized by the parties to execute this Agreement. Section 4.21 'Federal Transit Funding Conditions ❑ If the box at left is checked, the Federal Transit Funding conditions attached as Exhibit D apply to this Agreement. In the event of a conflict between the terms of this Agreement or any of its other exhibits, and the Federal Transit Funding Conditions, the Federal Transit Funding Conditions will control. IN WITNESS WHEREOF, CITY and CONTRACTOR have executed this Agreement as of the date first above written. CITY OF LODI, a municipal corporation ATTEST: yy-v �P J NIFER ERRAIOLO STE -i -SC HWAH ER CE y Clerk City Manager APPROVED AS TO FORM: JANICE D. MAGDICH, City Attorney DELTA WIRELF�&3-tl�C. a C,# ornia or ration Name: v/AV i u M Title: President Attachments: Exhibit A — Scope of Services Exhibit B — Fee Proposal Exhibit C — Insurance Requirements Exhibit D — Federal Transit Funding Conditions (if applicable) Funding Source: Doc ID: CA:Rev.01.2015 (Business Unit & Account No.) 8 Exhibit A DELTA%- \^/ I R =— L— 1700 W. Fremont Street Stockton, CA. 95203 209-948-9611 209-948-0103 Fax Deltawireless.com This SUBSCRIBER AND INFRASTRUCTURE MAINTENANCE AGREEMENT is subject to these terms and conditions: (1) Definitions. For brevity and uniformity all references to Delta Wireless, Inc. in this agreement will be construed to mean Delta Wireless, Inc. All references to Customer shall be construed as meaning and apply to the equipment to be maintained by the terms of this agreement. (2) Work. Delta Wireless, Inc. agrees to provide maintenance for the Customer of the equipment described on the attached equipment list of the agreement beginning and ending on the dates indicated if the Customer makes the payments herein specified. Mobile units will be removed and reinstalled in different vehicles at T&M rates. Maintenance does not include antenna systems, combining or batteries for subscribers or infrastructure contracts. Maintenance includes the labor and parts required to repair equipment which has become defective through normal wear and usage. This agreement does not include repair of any transmission lines, antennas, tower or tower lighting damage, or batteries unless such work is described on the reverse side of this agreement, such maintenance may be furnished upon request at mileage, material and labor rates prevailing at the time of each call. MAINTENANCE OPTIONS (3) Delta's standard subscriber maintenance supporting equipment that is "out of manufactures warranty". Delta's Maintenance includes; labor and parts required to restore the equipment to manufacturers specifications, service desk access, triage, asset management, and an annual preventive maintenance certification. (3a) Delta's subscriber Warranty Plus Program covers equipment under manufactures warranty, which covers defects, but does not provide for on-site services and system management. Delta's" Warranty Plus" program includes: service desk access, triage, shipping, radio "retest" for operational quality assurance, asset management, and an annual preventive maintenance certification. (3b) Delta's Infrastructure Maintenance supports equipment that is "out of manufactures warranty". Which includes; labor and parts required to restore the equipment to manufacturers specifications, triage, asset management, annual preventive maintenance certification, weekly fixed end and related site equipment inspection, (excluded tower climbing) 7x24 dispatch with on-site response. Service desk access, service call and activity accounting, operator and technical support, annual PM of contracted equipment, network hardware repair, installation of manufacturer's provided security patches, advanced replacement of contracted equipment when supported by manufacturer, and pre -deployment operational check of equipment returned from the Motorola depot. (4) Not Included. Maintenance does not include the repair or replacement of equipment which has otherwise become defective, including, but not limited to, damage caused by accidents, physical abuse or misuse of the equipment, acts of God, fires, and does not include extensive maintenance or replacement of equipment due to interference, intermodulation, or other degrading signals causing poor service that the equipment is not designed to reject. Prior to the start of the contract, the customer is responsible for identifying equipment that is defective, broken, Inoperable or physically damaged. Repair of this equipment to operational condition will be performed on a time and material basis. (5) Maintenance Standards. The equipment out of warranty will be maintained by Delta Wireless, Inc. in accordance with these standards: (1) Manufacturer parts or parts of equal quality will be used; (ll) oil, water, dust and foreign substances will be removed from the equipment; (III) the equipment will not be subject to mechanical abuse; (IV) the equipment will be maintained at the levels necessary to provide the required communication; (V) routine maintenance procedures will be followed; and (VI) all maintenance work will be done by qualified CET certified technicians. (6) Time and place of maintenance work for SUBSCRIBERS: Customer to provide covered work area with adequate AC power. Mobile units and removable equipment shall be delivered by the Customer to the place of service indicated on the reverse side of this agreement. The Customer shall provide Delta Wireless service personnel with a minimum of 3 working days' notice prior to delivery of a mobile unit for reinstallation to verify radio operation and that accessories are on hand. Customer shall provide Delta Wireless full and free access to all equipment being serviced. (6a) Time and place of maintenance work for INFRASTRUCTURE: Maintenance work on base stations and fixed equipment shall be performed at the location of the equipment with Customer furnishing heat, AC, light and power at these locations. The Customer shall give Delta Wireless 3 working days prior written notification and acceptance of the proposed software adds, moves or changes before software installation can start. Customer shall give Delta Wireless full and free access to all equipment being serviced. (7) Payment. On or about the date each payment is dueas ko-fl. l' 44wwir Delta Wireless, Inc. will send the customer an invoice covering the monthly maintenance fees for the next Payment Period plus all other charges for the preceding Payment Period, and the Customer shall pay the amount of said invoice within thirty (30) days of its date to Delta Wireless, Inc. Each invoice shall be due and payable whether or not the equipment is operating, and Delta Wireless, Inc. may terminate this agreement by giving the Customer thirty (30) days' notice by certified mail if the Customer defaults in its payment to Delta Wireless, Inc. The Customer shall reimburse Delta Wireless, Inc. for all property taxes, sales and use taxes, excise taxes, and other taxes or assessments now or hereafter imposed by or under the authority of the Federal, State or local law, rule or regulation with respect to the maintenance of the equipment except Federal income and profits taxes of Delta Wireless, Inc. (8) FCC records. Delta Wireless, Inc. will assist in FCC licensing issues, however Customer Is solely responsible for any and all licenses or authorizations required by the FCC or any other government agency. 411;6 ag�BB�Nent� thtS.a rictneut SlutlLContinn.0 fnr u�ecrnasiy p�itiujulL}1t� Euds..a�l�rionth, provid / that -either Deltn Wireless; Inc. -or the-Customer.-_mny- terminate this-agreement-on44te-!-,-Date KI I"Ieirance-Kitds"-tt1-tl1erest fteFzupoa"O-days-wril4cw-notice•-4*-hie_ titer-pAt ly--gc+et-isy-cerOfted -mail-to tit"dr_es&ludirntnA hnceiu_ An,4��a1 ��cve��tativ uaintcnuncaso��fiAGuiiettstAvill-be [l�lj- ,;1.} iutl•+upulalir►s17:.�-[lis_:sn nn.1�euLsuis� .__•-._r;uiit"I L4-�?N+4itlf. ,jC1✓ tf r r wttrjee4 f++ trr s irL<u�aura xaul-"Jl II ua ( O ....e ,.... i.....:.:.... s .....:....:........ (11) Waiver. Failure or delay on the part of Delta Wireless, Inc. or the Customer to exercise any right power or privilege hereunder shall not operate as a waiver thereof. (12) Prior negotiations. This contract constitutes the entire agreement of the parties hereto and shall supersede all prior offers, negotiations and agreements. (13) Amendment. No revision of this agreement shall be valid unless made in writing and signed by a General Manager or corporate officer of Delta Wireless Inc. and authorized agent of the Customer. (14) Non -solicitation agreements. Delta Wireless, Inc Is and shall remain an independent contractor under this agreement and any other agreement for consulting services and no employment relationship is created. Services are provided for the exclusive use of the Client, and may not be sold, given away, or used for any other purpose other than the Client's business or organization. The Client understands and agrees that Delta Wireless, Inc employees may not be solicited for regular full-time or part-time employment at the Client's business or organization without the express written approval by Designated of Delta Wireless, Inc. The Client further agrees that in the event that any Delta Wireless, Inc employee, while still employed by Delta Wireless, Inc, or within ninety days of separation of employment from Delta Wireless, Inc, becomes employed by the Client, a placement fee equal to thirty percent of the first years salary is immediately payable to Delta Wireless, Inc upon hiring of the Delta Wireless, Inc employee by the Client. (15) Non -Solicitation of Employees: Customer shall not, during the term of this Agreement and for a period of two (2) years immediately following the termination of the contract, or any extension hereof, for any reason, either directly or indirectly: (a) call on, solicit, induce, recruit, or encourage any of Delta Wireless, Inc employees to leave their employment or terminate their contracts or take away such employees (b) attempt to solicit, induce, recruit, encourage or take away employees for the customer or any other person or entity: (c) call on solicit, induce, recruit or encourage any of the customers to terminate their relationships with Delta Wireless or take away such customers or (d) attempt to solicit, induce, recruit, encourage or take customer of Delta Wireless, Inc for the Customer or any other person or entity. (16) Equipment that is documented "End of Life" by a manufacturer, cannot be added to this contract. Delta Wireless, Inc will provide a diligent work effort to repair the equipment on a time and material basis, under the same contractual response time and work day/week schedule. Exhibit B DELTA Service JL 0- Agreement WIRELESS, INC 1700 W. Fremont St. Stockton Ca; 95203 (209) 948-9611 fax (209) 948-0103 Customer: Lodi, city of Service Agreement No: 50801191 Attention: Benjamin Buecher Agreement Date: 8/1/2019 Address: P.O. Box 3006 Date Maintenance Begins: City: Lodi State: CA Zip: 95241 Date Maintenance Ends: Phone: 209-333-6761 Fax: Payment Period: Monthly E -Mail: bbuecher@lodi.gov Customer PO#: Negotiated by: Debra Thompson Monthly Fees Quantity Equipment Descriptions Place of Service Per Unit Extended See Attached TOTAL: See attached -i'�111i�1I{�715a�F•PAR1R[iHLaCCG7u'iS.Liv.�=ii.1-VA'�f.C:CGi.[:d�L10.Lijl�lp[t1nr1F[fI1-Sj1CisJ5[OfUellt7[jrECf.11CfItG�LIL'±.fi�ICfCnCG'i�.dl76v�!,•,il. u serviced-bteelte-Wlrelessdn.accordancawith-theT.eun&and Gnditwa}ur;niud.ou.ua,Iu ualsrlirEQ. This agreement does not Include replacement of antennas or batteries or service of any transmission line, antenna, tower, or tower lighting unless such work Is described below. Special Instructions service includes 7X24, with a 2 hour response time. The equipment included on the Service Contract are necessary for the )roper operation of the systems. Customer Name: Delta Wireless, I Authorized Signature or PO Authorized Signa 'wu 8/1/2019 ATTEST: 1 of 1 AN CIE M GDICFi City Ano ey NIFER M. ERRAIOLO City Clerk Equip Ethernet Switch CLN1868 GGM8000 Gateway SQM01SUM205 GCM8000 Comparator T7321 GCM8000 Comparator CA01183AA GTR 8000 Base Radios T7039 GPW 8000 Receiver T7540 GPW8000 Reciever Cards X301AR GPW8000 Reciever Cards X302AR YEARlWananty $ YEAR 2 $ 36,720.00 YEAR 3 $ 36.720.00 YEAR 4 $ 36,770.00 YEAR 5 5 36,720.00 TOTAL FIVE YEAR $ IAS City of Lodi Maintenance Quote 2019 Qty Year 1 Warranty Annual $ - Monthly $ - 40.00 40.00 80.00 80.00 100.00 40.00 40.00 40.00 2020 2021 2022 Year 2 Year 3 Year 4-10 $ 36,720.00 $ 36,720.00 $ 36,720.00 $ 3,060.00 $ 3,060.00 $ 3,060.00 $ 320.00 $ 320.00 $ 320.00 $ 320.00 $ 320.00 $ 320.00 $ 240.00 $ 240.00 $ 240.00 $ 400.00 $ 400.00 $ 400.00 $ 500.00 $ 500.00 $ 500.0c $ 480.00 $ 480.00 $ 480.00 $ 160.00 $ 160.00 $ 160.00 $ 640.00 $ 640.00 $ 640.00 �.� OF �a Q�rVO EXHIBIT C NOTE., The City of Lodi is now using the online insurance program PINS Advantage. Once you have been awarded a contract you will receive an email from the City's online Insurance program requesting you to forward the email to your Insurance providerrs) to submit the required insurance documentation electronically Insurance Reaulrements for Most Contracts [Not Ganstructlon or regulring professional liabllltyl Contractor shall procure and maintain for the duration of the contract insurance against claims for injuries to persons or damages to property which may arise from or in connection with the performance of the work hereunder and the results of that work by the Contractor, his agents, representatives, employees or subcontractors. MINIMUM SCOPE AND LIMIT OF INSURANCE Coverage shall be at least as broad as: 1. Commercial General Liability (CGL): Insurance Services Office Form CG 00 01 covering CGL on an "occurrence" basis, including products and completed operations, property damage, bodily injury and personal & advertising injury with limits no less than $2,000,000 per occurrence. If a general aggregate limit applies, either the general aggregate limit shall apply separately to this project/location (ISO CG 25 03 or 25 04) or the general aggregate limit shall be twice the required occurrence limit. 2. Automobile Liability: ISO Form Number CA 00 01 covering any auto or if Contractor has no owned autos, then hired, and non - owned autos with limit no less than $1,000,000 per accident for bodily injury and property damage. 3. Workers' Compensation: as required by the State of California, with Statutory Llmits, and Employer's Liability Insurance with limit of no less than $1,000,000 per accident for bodily injury or disease. Other Insurance Provisions: (a) Additional Named ln%ined Status The City of Lodi, its elected and appointed boards, commissions, officers, agents, employees, and volunteers are to be covered as additional insureds on the CGL and auto policy with respect to liability arising out of work or operations performed by or on behalf of the Contractor including materials, parts, or equipment furnished in connection with such work or operations. General liability coverage can be provided in the form of an endorsement to the Contractor's Insurance (at least as broad as ISO Form CG 20 10 11 85 or if not available, through the addition of both CG 20 10, CG 20 26, CG 20 33, or CG 20 38; and CG 20 37 if a later edition is used (b) Primary and Non -Contributory Insurance Endorsement The limits of insurance coverage required may be satisfied by a combination of primary and umbrella or excess insurance. For any claims related to this contract, the Contractor's insurance coverage shall be primary coverage at least as broad as ISO CG 20 01 04 13 as respects the Entity, its officers, officials, employees, and volunteers. Any insurance or self-insurance maintained by the Entity, its officers, officials, employees, or volunteers shall be excess of the Contractor's insurance and shall not contribute with it. (c) Walver of Subrogation Contractor hereby grants to City of Lodi a waiver of any right to subrogation which any insurer of said Contractor may acquire against the City of Lodi by virtue of the payment of any loss under such insurance. Contractor agrees to obtain any endorsement that may be necessary to affect this waiver of subrogation, but this provision applies regardless of whether or not the City of Lodi has received a waiver of subrogation endorsement from the insurer NOTE: (1) The street address of the CITY OF LODI must be shown along with (a) and (b) and (c) above: 221 West Pine Street, Lodi, California, 95240; (2) The insurance certificate must state, on its face or as an endorsement, a description of therp oiect that it is insuring. (d) Severabillty of Interest Clause The term "insured" is used severally and not collectively, but the inclusion herein of more than one insured shall not operate to increase the limit of the company's liability under the Contractors commercial general liability and automobile liability policies, (e) Notice of Cancellation or Change in Covefacip Endorsement This policy may not be canceled nor the coverage reduced by the company without 30 days' prior written notice of such cancellation or reduction in coverage to the Risk Manager, City of Lodi, 221 West Pine St., Lodi, CA 95240. Page 1 I of 2 pages I Risk: rev. 3/1/2018 (f) Continuity of Coverage All policies shall be in effect on or before the first day of the Term of this Agreement. At least thirty (30) days prior to the expiration of each insurance policy, Contractor shall furnish a certificate(s) showing that a new or extended policy has been obtained which meets the minimum requirements of this Agreement. Contractor shall provide proof of continuing insurance on at least an annual basis during the Term, If Contractor's insurance lapses or is discontinued for any reason, Contractor shall immediately notify the City and immediately obtain replacement insurance. Contractor agrees and stipulates that any insurance coverage provided to the City of Lodi shall provide for a claims period following termination of coverage which is at least consistent with the claims period or statutes of limitations found in the California Tort Claims Act (California Government Code Section 810 et seq.). (g) Failure to CannPLY If Contractor fails or refuses to obtain and maintain the required insurance, or fails to provide proof of coverage, the City may obtain the insurance. Contractor shall reimburse the City for premiums paid, with interest on the premium paid by the City at the maximum allowable legal rate then in effect in California. The City shall notify Contractor of such payment of premiums within thirty (30) days of payment stating the amount paid, the name(s) of the insurer(s), and rate of interest. Contractor shall pay such reimbursement and interest on the first (1st) day of the month following the City's notice. Notwithstanding any other provision of this Agreement, if Contractor fails or refuses to obtain or maintain insurance as required by this agreement, or fails to provide proof of insurance, the City may terminate this Agreement upon such breach. Upon such termination, Contractor shall immediately cease use of the Site or facilities and commence and diligently pursue the removal of any and all of its personal property from the site or facilities. (h) Verification_ of Coverage Consultant shall furnish the City with a copy of the policy declaration and endorsement page(s), original certificates and amendatory endorsements or copies of the applicable policy language effecting coverage required by this clause. All certificates and endorsements are to be received and approved by the City before work commences. However, failure to obtain the required documents prior to the work beginning shall not waive the Consultant's obligation to provide them. The City reserves the right to require complete, certified copies of all required insurance policies, including endorsements required by these specifications, at any time. Failure to exercise this right shall not constitute a waiver of the City's right to exercise after the effective date. (i) Self -Insured Retentions Self-insured retentions must be declared to and approved by the City. The City may require the Consultant to provide proof of ability to pay losses and related investigations, claim administration, and defense expenses within the retention. The policy language shall provide, or be endorsed to provide, that the self-insured retention may be satisfied by either the named insured or City. (j) Insur_errra_ Limits The limits of insurance described herein shall not limit the liability of the Contractor and Contractor's officers, employees, agents, representatives or subcontractors. Contractor's obligation to defend, indemnify and hold the City and its officers, officials, employees, agents and volunteers harmless under the provisions of this paragraph is not limited to or restricted by any requirement in the Agreement for Contractor to procure and maintain a policy of insurance, (k) Subcontractors Consultant shall require and verify that all subcontractors maintain insurance meeting all the requirements stated herein, and Consultant shall ensure that City is an additional insured on insurance required from subcontractors (1) Quatif(ed ln5urer(s) All insurance required by the terms of this Agreement must be provided by insurers licensed to do business in the State of California which are rated at least "A-, VI" by the AM Best Ratings Guide, and which are acceptable to the City. Non -admitted surplus lines carriers may be accepted provided they are included on the most recent list of California eligible surplus lines insurers (LESLI list) and otherwise meet City requirements. Page 2 1 of 2 pages I Risk: rev. 3/1/2018 'AL D E LTA WIRELESS, INC 1700 W. Fremont St. Stockton Ca; 95203 (209) 948-9611 fax (209) 948-0103 Service Agreement Customer: Lodi, city of Service Agreement No: 50801191 Attention: Benjamin Buecher Agreement Date: 7/9/2021 Address: P.O. Box 3006 Date Maintenance Begins: 6/1/2021 City: Lodi State: CA Zip: 95241 Date Maintenance Ends: 7/31/2022 Phone: 209-333-6761 Fax: Payment Period: Monthly E -Mail: bbuecher@lodi.gov Customer PO#: Negotiated by: Debra Thompson Monthly Fees Quantity Equipment Descriptions Place of Service Per Unit Extended 12 See Attached Warranty 6/1/21-5/31/22 $2,670.00 2 Service 6/1/22 - 7/31/22 $5,530.00 include replacement of antennas or batteries or service of any transmission line, antenna, tower, or tower lighting unless such work is described below. Special Instructions TOTAL: See attached Service includes 7X241 with a 2.hour response time. The equipment included on the Service Contract are necessary for the proper operation of the systems. Pending the completion of the new equipment project the contract wi4i be adjusted removing old equipment. Customer Name: I Delta wireless, Inc. Authorized Signature or PO#: (Authorized Signature: 7/12/2021 1 of 1 D E LTA WIR=LCSS 1700 W. Fremont Street Stockton, CA. 95203 209-948-9611 209-948-0103 Fax Deltawireless.com This SUBSCRIBER AND INFRASTRUCTURE MAINTENANCE AGREEMENT is subject to these terms and conditions: (1) Definitions. For brevity and uniformity all references to Delta Wireless, Inc. in this agreement will be construed to mean Delta 'Tireless, Inc. All references to Customer shall be construed as meaning and apply to the equipment to be maintained by the terms of this agreement. (2) Work. Delta 'Tireless, Inc. agrees to provide maintenance for the Customer of the equipment described on the attached equipment list of the agreement beginning and ending on the dates indicated if the Customer makes the payments herein specified. Mobile units will be removed and reinstalled in different vehicles at T&M rates. Maintenance does not include antenna systems, combining or batteries for subscribers or infrastructure contracts. Maintenance includes the labor and parts required to repair equipment which has become defective through normal wear and usage. This agreement does not include repair of any transmission lines, antennas, tower or tower lighting damage, or batteries unless such work is described on the reverse side of this agreement, such maintenance may be furnished upon request at mileage, material and labor rates prevailing at the time of each call. MAINTENANCE OPTIONS (3) Delta's standard subscriber maintenance supporting equipment that is "out of manufactures warranty". Delta's Maintenance includes; labor and parts required to restore the equipment to manufacturers specifications, service desk access, triage, asset management, and an annual preventive maintenance certification. (3a) Delta's subscriber Warranty Plus Program covers equipment under manufactures warranty, which covers defects, but does not provide for on-site services and system management. Delta's" Warranty Plus" program includes: service desk access, triage, shipping, radio "retest" for operational quality assurance, asset management, and an annual preventive maintenance certification. (3b) Delta's Infrastructure Maintenance supports equipment that is "out of manufactures warranty". Which includes; labor and parts required to restore the equipment to manufacturers specifications, triage, asset management, annual preventive maintenance certification, weekly fixed end and related site equipment inspection, (excluded tower climbing) 7x24 dispatch with on-site response. Service desk access, service call and activity accounting, operator and technical support, annual PM of contracted equipment, network hardware repair, installation of manufacturer's provided security patches, advanced replacement of contracted equipment when supported by manufacturer, and pre -deployment operational check of equipment returned from the Motorola depot. (4) Not Included. Maintenance does not include the repair or replacement of equipment which has otherwise become defective, including, but not limited to, damage caused by accidents, physical abuse or misuse of the equipment, acts of Cod, tires, and does not include extensive maintenance or replacement of equipment due to interference, intermodulation, or other degrading signals causing poor service that the equipment is not designed to reject. Prior to the start of the contract, the customer is responsible for identifying equipment that is defective, broken, inoperable or physically damaged. Repair of this equipment to operational condition will be performed on a time and material basis. (S) Maintenance Standards. The equipment out of warranty will be maintained by Delta Wireless, Inc. in accordance with these standards: (1)Manufacturer parts or parts of equal quality will be used; (11) oil, water, dust and foreign substances will be removed from the equipment; (111) the equipment will not be subject to mechanical abuse; (IV) the equipment will be maintained at the levels necessary to provide the required communication; (W) routine maintenance procedures will be followed; and (SII) all maintenance work will be done by qualified CET certified technicians. (6) Time and place of maintenance work for SUBSCRIBERS: Customer to provide covered work area with adequate AC power. Mobile units and removable equipment shall be delivered by the Customer to the place of service indicated on the reverse side of this agreement. The Customer shall provide Delta Wireless service personnel with a minimum of 3 working days' notice prior to delivery of a mobile unit for reinstallation to verify radio operation and that accessories are on hand. Customer shall provide Delta Wireless full and free access to all equipment being serviced. (6a) Time and place of maintenance work for INFRASTRUCTURE: Maintenance work on base stations and fixed equipment shall be performed at the location of the equipment with Customer furnishing heat, AC, light and power at these locations. The Customer shall give Delta Wireless 3 working days prior written notification and acceptance of the proposed software adds, moves or changes before software installation can start. Customer shall give Delta Wireless full and free access to all equipment being serviced. (7) rd e _ram_ -so�tiPe- Period plus all ges for- the preee ilig PA.VffK4Vf ayS--of is 'ti�t6 a�s�-aa�zaf�sacirim%vic`—srrcrra--nc�-Q�mx��" z�q^u"-sFa„r�.:r«az•�rs e. fwp. ag- nt by ..Y ' a W-reless�,°ine. The e , and use wies, exels , (S) FCC records. Delta Wireless, Inc. will assist in FCC licensing issues, however Customer is solely responsible for any and all licenses or authorizations required by the FCC or any other government agency. (9) .� ##is-agtn—this ageee:� , si'r ° ".m�rciii=�'n"-itY:yil��yS �ne. 93' �l'!@ �i3Si1.93:fL"r 'F1l�o��erRi-iTi'&eP-�i5 i#�=e8{44L+F}t�}T��iiiivir`cc `-R-'afii'intT ['iiL �'AgGT1- `. . • •a L . ' �. �'S�l3=rf�.'•:frr��fi-Cea'&iifl i'rrnE. , ` ^=-'cn b F'r..e.,a a..sh.. .:deo,. 3.... •' wFr�rcYa .dT c .. (11) Elaa�g rA ieles� lCqK (12)Tmi" 5�11�ii•+v-i�ci:.••-rs,-:rFa ucro�=razc a -''b cC}EirG'3�§r �•• „�,•,[ j (13)ri?�FFF:-n; i�ortix rtr.�:r ��.. �ci;,", :,a,ra"^n a odd_h.e z._C .��-atl.� r Tom,--nY�.n--,y "-,--c.i--.�=„=���;-r �• •�n-3iv,�:xc� (14) Non -solicitation agreements. Delta Wireless, Inc is and shall remain an independent contractor under this agreement and any other agreement for consulting services and no employment relationship is created. Services are provided for the exclusive use of the Client, and may not be sold, given away, or used for any other purpose other than the Client's business or organization. The Client understands and agrees that Delta Wireless, Inc employees may not be solicited for regular full-time or part-time employment at the Client's business or organization without the express written approval by Designated of Delta Wireless, Inc. The Client further agrees that in the event that any Delta Wireless, Inc employee, while still employed by Delta Wireless, Inc, or within ninety days of separation of employment from Delta Wireless, Inc, becomes employed by the Client, a placement fee equal to thirty percent of the first years salary is immediately payable to Delta Wireless, Inc upon hiring of the Delta Wireless, Inc employee by the Client. (15) Non -Solicitation of Employees: Customer shall not, during the term of this Agreement and for a period of two (2) years immediately following the termination of the contract, or any extension hereof, for any reason, either directly or indirectly: (a) call on, solicit, induce, recruit, or encourage any of Delta Wireless, Inc employees to leave their employment or terminate their contracts or take away such employees (b) attempt to solicit, induce, recruit, encourage or take away employees for the customer or any other person or entity: (c) call on solicit, induce, recruit or encourage any of the customers to terminate their relationships with Delta Wireless or take away such customers or (d) attempt to solicit, induce, recruit, encourage or take customer of Delta Wireless, Inc for the Customer or any other person or entity. (16) Equipment that is documented "End of Life” by a manufacturer, cannot he added to this contract. Delta Wireless, Inc will provide a diligent work effort to repair the equipment on a time and material basis, ander the same contractual response time and work day/week schedule. EQUIP E&M Plugs E&M Plugs Voting Receivers CO3RTB3108B Network Modem Cards 3000-F1-010 Paradyne modem (3810 PLUS 3980-A2-201 VPM B1933A DIU F2048A Procure Switch Spare HP2620-24 Computer -Dispatch Positions HPZ440 Zetron Model 26 Model 26 Zetron Model 6 Model 6 GGM 8000 Gateway SQM01SUM205 SpectraTac Comparitor T1786B Quantar Repeater T5365A Astrotac Voting receiver T5589 MTR2000 Repeater T5766A Astrotac Comparitor T5770A Gateway T7577A GGM 8000 Gateway Module TYN4001B Site Controler T7585A Lan Switch T7857A Ethernet Switch CLN1868 GRV8000 Comparator T8341A GRV8000 Comparator Brds CA03084AA GTR 8000 Base Radios T7039 GPW 8000 Receiver T7540 GPW8000 Reciever Cards X301AR GPW8000 Reciever Cards X302AR SRX1500 Gatway T8493A SRX345 Gateway T8492A Qty 32 4 16 16 6 4 1 8 2 4 2 1 4 17 2 4 2 2 2 2 11 3 5 5 12 4 16 7 4 City of Lodi Maintenance Contract 2021/22 2022 Ea 6/1-5/31/22 6/1/22-7/31/22 Annual $ 32,040.00 $ 11,060.00 Monthly $ 2,670.00 $ 5,530.00 $ 4.00 $ 40.00 $ 10.00 $ 10.00 $ 80.00 $ 14.00 $ 40.00 $ 175.00 $ 90.00 $ 40.00 $ 175.00 $ 70.00 $ 150.00 $ 40.00 $ 175.00 $ 70.00 $ 40.00 $ 40.00 $ 80.00 $ 40.00 $ 40.00 $ 80.00 $ 80.00 $ 100.00 $ 40.00 $ 40.00 $ 40.00 $ 40.00 $ 40.00 480.00 $ 40.00 $ 1,400.00 $ 350.00 $ 80.00 80.00 160.00 80.00 480.00 40.00 1,400.00 350.00 80.00 80.00 160.00 80.00 440.00 240.00 400.00 500.00 480.00 160.00 640.00 280.00 160.00 2021/22 6/1-7/31/22 TOTAL $ 43,100.00 City of Lodi Infrastructure Service Agreement Location Asset tag # Model # Serial # Dispatch B1933A 443CST0900 Dispatch B1933A 443CST0901 Dispatch B1933A 443CST0902 Dispatch B1933A 443CST0903 Dispatch B1933A 443CST0904 Dispatch B1933A 443CST0930 Dispatch F4543A, V266AU 469SS5002H Dispatch HP 2620-24 147CST1469 Dispatch HPZ440 2UA62424DH Dispatch HPZ440 2UA62424DK Dispatch HPZ440 2UA62424HF Dispatch HPZ440 2UA62424J2 Dispatch HPZ440 2UA62424J7 Dispatch HPZ440 2UA6242BCG Dispatch / K2CORE HPZ440 2UA63822MS Dispatch / K2CORE HPZ440 2UA63822NK Dispatch SQM01SUM0205A 147CST1473 Dispatch SQM01SUM0205A 147CST1475 Dispatch SQM01SUM0237A 405CST0134 Dispatch T7577A 405CST0136 Dispatch T7577A 405CST0137 Dispatch T7585A 405CST0135 Dispatch T7857A 405CST0133 Dispatch T8132A 405CST0140 Dispatch T8133A 405CST0139 Dispatch TYN4001B 147CST1470 Dispatch TYN4012B 147CST1471 Dispatch XW4600 21JA907OD3J Current Mth $ 2,670.00 Equipment description Department Unit Cost VPM 03 VPM 03 $ 80.00 VPM 04 VPM 04 $ 80.00 VPM 02 VPM 02 $ 80.00 VPM 05 VPM 05 $ 80.00 VPM 01 VPM 01 $ 80.00 Spare SPARE $ 80.00 SDM3000 Part of Kcore AUXIO - KCORE Procure Switch Spare $ 40.00 Computer OPS 01 $ 175.00 Computer OPS 05 $ 175.00 Computer OPS 03 $ 175.00 Computer Spare $ 175.00 Computer OPS 04 $ 175.00 Computer OPS 02 $ 175.00 Management Computer CSDM $ 175.00 Management Computer CAM $ 175.00 GGM 8000 Gateway K -Core $ 175.00 GGM 8000 Gateway K -Core $ 175.00 Single zone conv non -red core - P/Kcore Kcore Gateway 1 Gateway $ 40.00 Gateway 2 Gateway $ 40.00 Site Controller 2 Site Controller $ 80.00 LANSWI Switch $ 40.00 Site Controller 1 Site Controller $ 80.00 LANSW2 Switch $ 40.00 GGM8000 Gateway Module $ 40.00 GGM8000 Gateway Module Spare $ 40.00 part of OP4/cornputer OP4 City of Lodi Infrastructure Service Agreement Lodi Downtown CAD30eAPA � 0.1a.ter Tower CA03084AA Warr-crnty Nater T oAjer CA03084AA GPW:3# O Rerwiver L€idi Downtown CLN.1868A 1.47CV20871 L=-rii Pins atown CLN? MA 1.470►1Zt1872 Water I ewer CLA11368A 14+7CVZO873 'Alater Tower CLM1868A 147WO874 Fire Station 4 CLIN1868A 147"ZD885 Fire Station 2 CLi 1268A 147CVZO886 Fire Simian 3 CLNf1868A 14.7CVZO887 vVeii CLN1868A 1.47CV?.0988 Diapatr.h CLNT868A 147CWH2289 Ditipalch CLN'18GPA 147CM2290 Dispatch C�yLN1869A T47OWr62291 L(jrli Downtown 1 ?039 w 7 2r Z1- ZO4.10 Lr)rli Qavinkown T7039A 1J7.CV-20421 L4rh Downtown T7039A 13.23~VZ0422 Lr awr Tower T -7039A 112CVZT.754 1'vxer Totiver 'P1939A 117C'VZ1755 E-+1 e c (atiuff 4 T7540A 112CV7'175f) f=ire StariDn 4 T7540A 11.?CVZ1757 -ire 5tatioll 2 T75 -40A 112CV?1758 1 --ire station 4 T7540A 112CV21759 Fire5tatwn 3 T1540A 112CV117W 17S40A T7540A T7540A T7540A TI540A T7540A T7540A Lodi Downtown T83 -IIA 112C17041.8 Lodi Downtow-i ;83.1IA 11201ZDA'19 2019-2020 G117VS(JOO GRV8000 2_4 port tbS 2.,' --port S% 24 -part S% 2A sport 5u 24 -part -5v 24 -port St 24 -port Sx Z4 -part Sv 2 -4 -port St 24• part Sv 24 -port 5v GTR8000 GTA8000 3asiF� fiaoic, GTR8000 Base Radin G$ODQ Base Radio G14180OU lase Radr❑ Wwrail#.y Watranty Gi�1h'.80C3:} i3ereiver WarrarrW GPW8000 deceiver WarraM9 GPW2M-10 Ret.eiver Warr-crnty G#'W8OOO Rec6ver Wxraniy GPW:3# O Rerwiver Warranty GPW8000 W -c- fiver GP);JS[300 Receiver 61'W8D00 Rewiver GPW8000 Receiver GPW8WO Receiver G3'Y11 MO Receiver GP'NSOOD Receiver GRV,8000 CornParaTo► 1Narrant}r GRV8000 Comnarat-or %NdrrOnty +_ I - I• �. I - •- ". .. :�� � I � . _I.: _ - � - - - _ I � -- �..r moi.' I r -. is - .�- .:":.-i,_ � .-_._ ..- ."._ ."."- I I - ~ I, I�-_;�11r�,�1 �ti RESOLUTION NO. 2021-235 A RESOLUTION OF THE LODI CITY COUNCIL AUTHORIZING THE CITY MANAGER TO EXECUTE AMENDMENT NO. 4 TO THE PROFESSIONAL SERVICES AGREEMENT WITH DELTA WIRELESS INC., OF STOCKTON, AND TO THE PURCHASE OF THE REPLACEMENT ULTRA HIGH FREQUENCY (UHF) CONVENTIONAL MULTISITE RADIO COMMUNICATIONS SYSTEMS FROM MOTOROLA SOLUTIONS INC., OF SAN DIEGO WHEREAS, on September 4, 2019, Council adopted Resolution No. 2019-178, approving the purchase of the replacement radio system for Public Safety, which is an integral part of a Police Officer's and Firefighter's safety while on duty; and WHEREAS, on September 4, 2019, Council adopted Resolution No 2019-178, approving the Professional Service Agreement with Delta Wireless Inc., for support of the UHF radio system; and WHEREAS, on October 7, 2020 Council adopted Resolution No. 2020-218, approving Amendment No. 1 to the Professional Agreement with Delta Wireless, Inc.; and WHEREAS, the Professional Services Agreement expired on May 31, 2021; and WHEREAS, staff recommends approving Amendment No. 4 to extend the Professional Services Agreement with Delta Wireless for support of the existing radio components, not included under the UHF warranty, for an annual total of $32,040 for the first year; and WHEREAS, the Motorola warranty on the new UHF will expire May 31, 2022. Delta Wireless support contract will combine the support for the new UHF and existing radio equipment, with support for four years, to expire May 31, 2026, at an annual cost of $68,760, not to exceed $307,500. NOW, THEREFORE, BE IT RESOLVED that the Lodi City Council does hereby authorize the City Manager to execute Amendment No. 4 to extending the Professional Services Agreement with Delta Wireless for service of existing radio infrastructure and the UHF system for five years, with an annual expense of $32,040 for Year One, then increasing to $68,760 in Year Two, for four years, expiring May 31,2026, not to exceed $307,500; and BE IT FURTHER RESOLVED, pursuant to Section 6.3q of the City Council Protocol Manual (Res. No. 2019-223), the City Attorney is hereby authorized to make minor revisions to the above -referenced document(s) that do not alter the compensation or term, and to make clerical corrections as necessary. Dated: August 18, 2021 I hereby certify that Resolution No. 2021-235 was passed and adopted by the City Council of the City of Lodi in a regular meeting held August 18, 2021 by the following vote: AYES: COUNCIL MEMBERS — Chandler, Hothi, Khan, and Mayor Nakanishi NOES: COUNCIL MEMBERS — None ABSENT: COUNCIL MEMBERS — Kuehne ABSTAIN: COUNCIL MEMBERS — None JENNIFE CUSMIR City Clerk 2021-235