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APPENDIX D Acceptance Criteria & Payment Terms The Acceptance Criteria and Payment Terms herein will be used by the City of Santa Ana ("Santa Ana") and Aqua - Metric Sales Company ("Aqua -Metric') as the parties progress through each Phase of the project. 1. Project Phase Acceptance Criteria Santa Ana's Advanced Metering Infrastructure and Metering Equipment, Installation Services and Meter Data Management System Project (the "Project") will be composed into four phases that require acceptance for each, including Project Planning, Alpha Proof of Concept ("Alpha POC"), Beta Proof of Concept ("Beta POC') and Full Deployment. Successful completion of each phase will occur upon meeting the acceptance criteria herein and Santa Ana signature of system acceptance. Aqua -Metric will be authorized to proceed with each subsequent project phase upon Santa Ana signed acceptance of the previous phase or Santa Ana's written authorization granting Aqua - Metric to proceed with any subsequent phase prior to acceptance of the previous phase. Exhibit D-1 Acceptance Certificate will be completed for each phase respectively. 1.1. Project Initiation and Planning Phase A. Description The Project Initiation and Planning phase shall be used to provide definition and discovery between Santa Ana and Aqua -Metric, including Sensus USA, Inc. ("Sensus"), N. Harris Computer Corporation ("Harris"), Concord Utility Services ("Concord"), Systems & Software Inc. ("S&S"), and all other applicable vendors identified and deemed necessary to perform the services where appropriate, through provision of initial discovery project planning activities. B. Acceptance Criteria Aqua -Metric and Santa Ana have approved and executed the Master Project Agreement; ii. Aqua -Metric and Santa Ana have approved the various Scope of Works which make up the Project Execution Plan. in. Aqua -Metric and Santa Ana have approved the integrated Project Schedule; iv. Santa Ana has issued the project purchase order(s) to Aqua -Metric for all products and services as defined in Appendix A Parts, Material & Pricing. 1.2. Alpha POC Phase A. Description The Alpha POC includes the installation, setup, configuration and integration of all network collectors (`Basestations"), the Regional Network Interface ("RNI"), SmartWorks MDM ("MDM") and enQuesta billing software ("CIS"). The intent of this phase will be to prove out basic network connectivity and system functionality by providing a meter read to the RNI software that will generate data to be used to verify meter read accuracy, simulate alerts, verify systems configuration and supply data for training Santa Ana personnel. Page 38 25H-128 Page 121