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55A - RESO AND AGMT - 800MHZ RADIO SYS
REQUEST FOR COUNCIL ACTION CITY COUNCIL MEETING DATE: MAY 5, 2015 TITLE; AGREEMENT WITH THE COUNTY OF ORANGE AND RESOLUTION RELATED TO THE PURCHASE OF EQUIPMENT FOR THE COUNTY OF ORANGE 800MHZ RADiO SYSTEM (STRATEGIC PLAN NO. 1, 2) CITY MANA ER� RECOMMENDED ACTION CLERK OF COUNCIL USE ONLY: ® As Recommended 0 As Amended ❑ Ordinance on 1'' Reading ❑ Ordinance on 2ntl Reading 0 Implementing Resolution Set Public Hearing Hearing For CONTINUED TO FILE NUMBER Authorize the City Manager and Clerk of the Council to execute an Amendment to the Joint Agreement for the Operations, Maintenance and Financial Management of the Orange County 800 Megahertz Countywide Coordinated Communications System, subject to non - substantive changes approved by the City Manager and City Attorney, which provides for the management and governance of the 804 Megahertz (800 MHz) Countywide Coordinated Communications System, 2. Adopt a resolution authorizing the City Manager or the Executive Director of Finance to enter into an equipment lease- purchase agreement with Motorola Credit Corporation and Motorola Solutions, Inc, for the purchase and financing of equipment necessary to implement the 800 MHz system upgrade for P25 compliance in the amount of $4,867,659, and execute any assurances end /or documents required for said agreement. In 1995, Orange County City Managers and Orange County Agencies formed a Joint Powers Authority to collectively implement the current 800 MHz Countywide Coordinated Communications System (CCCS) that Is being used by County and City Law Enforcement, Public Works agencies, and Fire Services. A Joint Agreement to determine the operations, maintenance and financial management of the CCCS was executed and In November 2001, the County of (Orange (County) completed the 800 MHz CCCS implementation on behalf of these Orange County agencies. The 800 MHz communications system allows all police, fire, public works, and marine safety agencies in Orange County to share a common radio system, yet provides agencies with their own dispatch and tactical channels, The unique capability of 800 MHz interoperable communications system provides communications amongst the various county and municipal disciplines during major mutual aid incidents. The 14 year old backbone 55A -1 Agreements with County of Orange, Motorola Solutions, Inc. May 5, 2015 Page 2 infrastructure today, along with agency owned equipment and dispatch consoles has reached its end of life, and a systematic replacement of obsolete equipment is scheduled over the next four fiscal years. Funding for the system is accomplished through a partnership with participating Orange County agencies. Annual inventory of subscriber units is completed by agencies and submitted to the County to determine agencies' cost allocations. The 800 MHz backbone infrastructure project financing agreement will be presented to the City Council at an upcoming meeting for consideration. Console and Radio Eauipment Currently, Police Communications operates seven radio dispatch consoles within the Emergency 911 Operations Center. These dispatch consoles have been discontinued and will not support the technical and operational requirements of the "Next Generation" 800 MHz system. The existing Gold Elite Console equipment will be replaced with an IP based Motorola MCC7500 model that will provide console priority and support the "Next Generation" radio system while maintaining all features and functions. Motorola Solutions provides the only equipment that is compatible with the 800 MHz system. Santa Ana Police dispatch consoles are scheduled for replacement in January 2016. The replacement cost for seven dispatch consoles will be $600,482 (principal and interest costs). Approximately 78% of current City owned subscriber radio equipment are obsolete and require replacement. These legacy radios cannot be upgraded and will not be compatible with the new Project 25 (P25) radio system, however a small portion of equipment may only require a software upgrade. Equipment replacement includes portable and mobile radios, along with base radio control stations. Portable radios, both the Motorola APX6000 utilized by public safety and the Motorola APX4000 utilized by other City agencies, allow users the flexibility of a portable radio that can be carried while performing their assigned duties. The Astro Spectra mobile radios are affixed within various City vehicles for use by public safety and participating City agencies, The current Astro Spectra Base Radio is obsolete and can no longer be repaired. Thus, when the system backbone is upgraded to Project 25 (P25) standard during FY 2018 -19, all subscriber radios must be P25 capable. Administered by the Telecommunications Industry Association, P25 is the standard for the manufacturing of interoperable digital two -way wireless communications products. Equipment today must demonstrate compliance with the P25 standard to meet the current best practice needs and ensure compatibility with other P25 equipment. The total replacement cost of City (Police, Planning, Parks and Recreation, Public Works and Finance Management Services Agency) owned portable and mobile radios, base control stations and flash upgrades to equipment is 2,679,077 (principal and interest costs). 55A -2 Agreements with County of Orange, Motorola Solutions, Inc. May 5, 2015 Page 3 Hot Red Radio's Orange County Law Enforcement agencies have long benefited from a unique capability to monitor the Orange County Law Enforcement Channel known as "Red Channel ". The Hot Red radio receiver installed in all front -line law vehicles allows for officers to monitor Red channel at all times, regardless of what channel they have selected as their primary channel . This allows an officer to listen to emergency traffic from other agencies such as crime broadcasts or pursuits while still communicating with Santa Ana Police dispatch. This capability requires a unique configuration of radio equipment that is not available in any other off -the -shelf arrangement, and is a proprietary system designed by Motorola, Inc. Motorola has extended a 50% discount off the list price to agencies, if purchased prior to December 31, 2015. The discounted replacement of the Hot Red Radio is $1,588,100 (principal and interest costs). Determination of City Inventory Count In determining the equipment needs for each City agency, an inventory of current equipment was based on radio counts maintained by Orange County Communications, Agencies identified their future operational needs as follows: Agency Consoles Base Radio Mobile Portable Agency % of total Control Stations Radios Radios Totaic Rarlina Police De artment 7 _ 8 208 527 750 81% Public Works 0 _ 2 _ 30 42 74 8% Planning & Building 0 0 0 51 51 66/o Parks & Recreation _0 0 5 10� 15 2% Finance Parking _ 0 0 0 1 1 1% Finance Fleet 0 1 3 4 8 2% TOTAL RADIUS: 899 The total amount of radios for each agency as a percent of the total radios for the City is an element to determine costs assessed to City agencies. Specifically, the following equipment costs were solely allocated to the Police Department: Hot Red Radio's, Base Radio Control Stations and Console Equipment, which amount to 90% of total project costs. The remaining project costs totaling 10 %; portable and mobile radios, base radio control stations were allocated based on the total number of radios for each department divided by the total number of non - Police Department radios. In September 1995, the County entered into an Agreement with Motorola, Inc. to supply the 800 MHz Countywide Coordinated Communications System to all Orange County agencies. Motorola equipment is capable of encrypted voice transmissions, which are utilized continuously by the Police Department. This highly complex and critical system is a proprietary product created and 55A -3 Agreements with County of Orange, Motorola Solutions, Inc. May 5, 2015 Page 4 serviced solely by Motorola. Thus, only Motorola can supply the appropriate equipment and expertise to integrate the replacement equipment into the existing City 800 Mhz radio operations. Additionally Motorola, through an agreement with Orange County Communications, has agreed to offer agencies discounted prices on radio equipment. And thus, it has been recommended to the City that participating agencies should participate in a bulk purchase of mobile and portable radios prior to fiscal year 2016 -17 to take advantage of the discount pricing offered directly from Motorola, the manufacturer of the equipment. Financing of Proiect As noted, the 800 MHz project consists of Console and Portable Radio equipment along with Hot Red Radio's. Recommendation is made for Motorola to finance the equipment portion costs for the project as a result of providing the City flexible financing and competitive rate options. Specifically, Motorola has deferred both the first annual debt service payment and interest for one year (July 15, 2016). Additionally, Motorola has proposed financing the purchase of the equipment lease for ten years beginning on July 1, 2016 for an annual interest rate of 3.12 percent and total payments not to exceed $4,867,659 (principal and interest). The City also will not incur any additional borrowing costs as a result of entering into a capital lease agreement with Motorola. A comparative analysis was conducted between financing options provided from both Motorola and Holman Capital Corporation. The analysis disclosed Motorola proposed a lower interest rate option (when calculating the interest free for one year) and flexibility in deferring payment on the capital lease until July 2016. As a result, the financing option proposed by Motorola will result in lower total payments (principal and interest) incurred by the City for the purpose of financing the equipment related costs for the project (see Table A below). Table A 55A -4 Motorola Principal (P) Interest (I) Total Cost (P &I) Consoles 525,200 75,282 600,482 Hot Reds 1,389,000 199,099 1,588,100 PD Portables and Mobiles 1,919,111 275,085 2,194,196 Public Works, Planning, PRSCSA and FMSA Portables and Mobiles 424,092 60,789 484,881 Total - Principal (P) _ 4,257,403 - -- -- Total - Interest (1) _ 610,255 Total Cost (P & 1) 4,867,659 55A -4 Agreements with County of Orange, Motorola Solutions, Inc. May 5, 2015 Page 5 STRATEGIC PLAN ALIGNMENT Approval of this item supports the City's efforts to meet Goal #1, Community Safety; Objective #2 (Broaden communications, information sharing and community awareness of public safety activities). FISCAL IMPACT Funds for the balance of the lease beginning in fiscal -year 2016 -17 thru fiscal year 2024 -25, in the amount of $486,765.81 will be budgeted on an annual and allocated basis in the following funds and accounts: • Police Department for the amount of $438,277.72 (account no. 01114465- 67200) • Planning and Building Agency for the amount of $16,596.59 (account no. 01116500- 67200) • Parks Recreation Community Services agency for the amount of $4,881.35 (account no. 01113200 67200) • Public Works Agency for the amount of $24,081.33 (various accounts). • Finance and Management Service Agency for the amount of $2,928.81 (account no 07510100 67200 for $2,603.39, and account no. 02710131 67200 for $325.42). Carlos Rojas Chief of Police Santa Ana Police Department A Gerardo Mouet Executive Director Parks, Recreation and Community Services Agency APPROVED AS TO FUNDS AND ACCOUNTS: - �k L\ja nL :"aim. Francisco Gutierrez 5� Executive Director Finance and Management Services Agency Z -� Vince Fregoso, AICP Interim Executive Dire`Gtar, -- Planning & Building Agency 55A -5 Agreements with County of Orange, Motorola Solutions, Inc. May 5, 2015 Page 6 Public Works Agency SV /RC /TH Exhibit 1. Joint Agreement Amendment with Orange County Exhibit 2. Lease Purchase Agreement — Motorola Solutions, Inc. Exhibit 3, Motorola P25 Migration Agreement Exhibit 4. Resolution 'P�PM AMENDMENT TO JOINT AGREEMENT FOR THE OPERATION, MAINTENANCE AND FINANCIAL MANAGEMENT OF THE ORANGE COUNTY 800 MEGAHERTZ COUNTYWIDE COORDINATED COMMUNICATIONS SYSTEM THIS AMENDMENT ( "Amendment ") is entered into on _, 2015 by and between the Parties listed on Exhibit A, attached hereto, which a sometimes individually referred to as "Party" or collectively referred to as the "Parties." RECITALS A. On November 23, 2004, the Parties executed that certain document entitled Joint Agreement for the Operation, Maintenance and Financial Management of the Orange County 800 Megahertz Countywide Coordinated Communications System ( "Agreement "), which provides for the management and governance of the 800 MHz Countywide Coordinated Communications System ("800 MHz CCCS "). B. The 800 MHz CCCS requires significant enhancement in order to extend the life of the system. C. Pursuant to Section 15.10 of the Agreement, the Governance Committee and the County have developed a long -range implementation plan to extend the CCCS, and have developed a scope of work, which includes all the activities, infrastructure and project schedule information for fiscal years 2014 -19 described on Exhibit B, attached hereto ( "System Extension "). D. The Governance Committee and County have also developed the overall estimated cost of the System Extension, including each Party's estimated funding share by fiscal year described on Exhibit C, attached hereto. E. A Party's funding plan for the System Extension may consist of one or more of the following: 1) a Party's cash contribution, 2) a Party or a group of Parties financing all or a portion of the System Extension through the issuance of tax exempt bonds or other public financing mechanisms, and /or 3) a Party or group of Parties financing all or a portion of the System Extension through the County approved System Extension vendor. F. The Parties desire to amend the Agreement to provide their commitment to the System Extension and describe their implementation and funding obligations. G. This Amendment has been approved by the Governance Committee. AGREEMENT NOW, THEREFORE, in consideration of the foregoing recitals and other good and valuable consideration, the receipt and sufficiency of which are hereby acknowledged, the Parties hereby agree as follows: Exhibit B Page 1 of 11 55A -7 1. Implementation Obligations. The Parties hereby commit to fund and implement the System Extension as described on Exhibit B and Exhibit C. a. California Environmental Quality Act ( "CEQA" ). The County shall be the lead agency for purposes of CEQA and shalt obtain all necessary approvals for the System Extension. b. Party Share. The Parties intend to implement and fund the System Extension over several years beginning in fiscal year 2014 -15 through fiscal year 2018 -19. Each Party is responsible for its fair share contribution to the System Extension. The total estimated budget for the System Extension and each Party's fair share contribution is depicted on Exhibit C ( "Cost Share "). A Party's Cost Share is determined by the number of subscriber radios used by the Party on the CCCS, as well as the Party's proportionate share of the System Extension dedicated to System Backbone. Each Party shall pay its total Cost Share in five fiscal year payments beginning in fiscal year 2014 -15 through fiscal year 2018 -19 in accordance with the procedures in Subsection (c) below. Each Party acknowledges that its Cost Share for the System Extension is an estimate and is expressed as a not to exceed amount. Each Party's Cost Share will be based on an actual quote by a third party vendor who will perform the System Extension under a contract or series of contracts approved and managed by the County ( "Contractor "). A Party's actual Cost Share amount will be determined prior to the beginning of each fiscal year in which it is due and will be based on the Contractor's scope of work for the respective fiscal year. Therefore, the Cost Share depicted on Exhibit C may change, and may be periodically updated by the Parties to reflect any changed equipment or authorized System Extension modification expenses. C. Invoicing & Payment. 'The County will calculate the actual Cost Share amount due the following fiscal year, and will invoice each Party by July 1. Each Party shall pay its respective Cost Share to the County within thirty (30) days of the start of the fiscal year. A Party is exempt from the payment procedures of this Subsection Lc for the relevant fiscal year if it has: i. Executed a binding agreement with the County approved Contractor, agreeing to pay or finance its Cost Share through the Contractor directly, or ii. Executed a binding agreement with the County agreeing to jointly finance its Cost Share. d. Cost Share Responsibility. Upon execution of this Amendment, each Party is responsible for its actual Cost Share regardless of the form and manner of payment described herein, such that the Party cannot terminate its Cost Share obligation for any reason. In the event of a withdrawal from the system in accordance with Section 20 of the Agreement or in the case of a default for failure to pay its Cost Share in accordance with this Amendment, each Party remains obligated to pay to County the Party's outstanding Cost Share as that obligation becomes due. Should any Party fail to pay its respective Cost Share when due, the County shall take action as is appropriate to obtain such payment. Nothing herein shall be construed as the County's exclusive remedy for the remediation of defaults by a Party or Parties, Page 2 of 11 '• • and the County reserves the right to pursue any and all available rights and remedies at law or in equity. e. County Trust Account. The County shall deposit all Cost Share contributions into a trust account that is managed solely for the purpose of the System Extension. 2. System Extension Administration. The Orange County Sheriff - Coroner Department /Communications & Technology Division shall administer all agreements for the System Extension, and regularly report such progress to the Governance Committee. 3. Participating Agencies. The Parties hereby update the list of Participating Agencies described on Exhibit D, attached hereto, which shall replace in its entirety Exhibit C of the Agreement. Participating Agencies wilt continue to contribute to overall backbone costs through the payment of a separate and established entry fee for every radio added to the system. 4. Capitalized Terms. Any capitalized terms not defined herein shall have the meanings set forth in the Agreement. 5. Counterparts. This Amendment may be executed in two or more counterparts, each of which shall be deemed an original, but all of which together shall constitute but one and the same instrument. 6. Full Force. Except as expressly set forth herein, the Agreement shall remain unmodified and in full force and effect. Page 3 of 11 55A -9 IN WITNESS WHEREOF, the Parties have executed this Amendment as of the date first written above. THE COUNTY OF ORANGE, apolitical subdivision of the State of California By: Chairman of the Board of Supervisors SIGNED AND CERTIFIED THAT A COPY OF THIS DOCUMENT HAS BEEN DELIVERED TO THE CHAIRMAN OF THE BOARD By: Clerk of the Board of Supervisors County of Orange, California APPROVED AS TO FORM: COUNTY COUNSEL IN [CITY SIGNATURE BLOCKS TO BE INSERTED Page A of 11 55A -10 ATTTST: MARIA HUIZAR Clerk of the Council APPROVED AS TO FORM: SONIA R. CARVALHO City Attorney Laura A. Rossini Senior Assistant City Attorney RECONENIENDED FOR APPROVAL,: Carlos Rojas Chief of Police CITY OF SANTA ANA DAVID CAVAZOS City Manager 55A -11 EXHIBIT A PARTIES TO THE AMENDMENT Page 5 of 11 55A -12 RESPONSIBLE ADDRESS PHONE # ENTITY ADMINISTRATOR Aliso Viejo City Manager 12 Journey, Suite 100 949/425 -2512 Aliso Viejo, CA 92656 -5335 Anaheim City Manager 200 S. Anaheim Blvd. 714/765 -5162 Anaheim, CA 92805 City Manager 1 Civic Center Circle 714/990 -7770 Brea Brea, CA 92821 -5732 _ Buena Park City Manager 6650 Beach Blvd. 714/562 -3550 Buena Park, CA 90620 Costa Mesa City Manager 77 Fair Drive _ 714/754 -5328 Costa Mesa, CA 92626 Cypress City Manager 5275 Orange Avenue 714/229 -6688 Cypress, CA 90630 Dana Point City Manager 33282 Golden Lantern, Suite 203 949/248 -3513 Dana Point, CA 92629 Fountain Valley City Manager 10200 Slater Avenue 714/593 -4410 Fountain Valley, CA 92708 City Manager 303 W. Commonwealth Ave 714/738 -6310 Fullerton Fullerton, CA 92832 Garden Grove City Manager 11222 Acacia Parkway 714/741 -5100 Garden Grove, CA 92840 Huntington Beach City Administrator 2000 Main Street 714/536 -5575 Huntington Beach, CA 92648 City Manager 1 Civic Center Plaza 949/724 -6246 Irvine Irvine, CA 92623 -9575 201 E. La Habra Blvd, La Habra City Manager 562/905 -9701 La Habra, CA 90633 Page 5 of 11 55A -12 Page 6 of 11 55A -13 RESPONSIBLE ENTITY ADMINISTRATOR ADDRESS PHONE # La Palma City Manager 7822 Walker Street 714/690 -3333 La Palma, CA 90623 Laguna Beach City Manager 505 Forest Avenue 949/497 -0704 Laguna Beach, CA 92651 Laguna Hills City Manager 24035 El Toro Road 949/707 -2610 Laguna Hills, CA 92653 Laguna Niguel City Manager 27801 La Paz Road 949/362 -4300 Laguna Niguel, CA 92677 Laguna Woods City Manager 24264 El Toro Road 949/639 -0525 Laguna Woods, CA 92653 Lake Forest City Manager 25550 Commercentre Drive 949/461 -3410 Lake Forest, CA 92630 Los Alamitos City Manager 3191 ICatella Avenue 562/431 -3538 Los Alamitos, CA 90720 ext. 201 Metro Cities Fire 201 S. Anaheim Blvd. Suite 302 Authority Manager Anaheim, CA 92805 714/765 -4077 Mission Viejo City Manager 200 Civic Center 949/470 -3051 Mission Viejo, CA 92691 Newport Beach City Manager 100 Civic Center Drive 949/644 -3000 Newport Beach, CA 92660 Orange City Manager 300 East Chapman Ave. 714/744 -2222 Orange, CA 92866 Orange County Fire Fire Chief 1 Fire Authority Road 714/573 -6010 Authority Irvine, CA 92602 Orange, County of CEO 333 W, Santa Ana Blvd. 714/834 -6200 Santa Ana, CA 92701 Page 6 of 11 55A -13 Page 7 of 11 55A -14 RESPONSIBLE ADDRESS PHONE # ENTITY ADMINISTRATOR City Administrator 401 East Chapman Ave 714/993 -8117 Placentia Placentia, CA 92870 _ Rancho Santa City Manager 22112 El Pasco 949/635 -1800 Margarita g Rancho Santa Margarita, CA 92688 ext. 210 100 Avenida Presidio San Clemente City Manager 949/361 -8322 San Clemente, CA 92672 San Juan Capistrano City Administrator 32400 Paseo Adelanto 949/443 -6317 San Juan Capistrano, CA 92675 Santa Ana City Manager 20 Civic Center Plaza 714/647 -5200 Santa Ana, CA 92701 211 8th Street 562 /431 -2527 Seal Beach City Manager Seal Beach, CA 90740 ext. 300 7800 Katella Avenue 714/379 -9222 Stanton City Manager Stanton, CA 90680 -3162 ext. 240 City Manager 300 Centennial Way 714/573 -3010 Tustin Tustin, CA 92780 17855 Santiago Blvd, Villa Park City Manager 714/998 -1500 Villa Park, CA 92861 West Cities Police West -Comm 911 Seal Beach Blvd. _ 562/594 -7243 Communications Administrator Seal Beach, CA 90740 8200 Westminster Blvd. 714/898 -3311 Westminster City Manager Westminster, CA 92683 ext. 402 Yorba Linda _ City Manager 4845 Casa Loma Avenue 714/961 -7110 Yorba Linda, CA 92886 Page 7 of 11 55A -14 GENERAL DESCRIPTION OF SYSTEM EXTENSION AND PROJECT SCHEDULE 1.0 Overview The System Extension plan will focus on extending the life of the existing CCCS radio system by systematically replacing end-of-life equipment in strategic phases culminating in an upgrade to P25 compliance with the goal of continuing to provide quality radio communications to the law, fire, lifeguard and public works agencies in Orange County. 2.0 Description of System Extension 2.1 System Backbone — Radio infrastructure equipment that is at or near the end of its expected life will be directly replaced with the current version of the same equipment that will maintain all existing features and fimotionahties and is able to work with the existing backhaul network. Specifically, this will involve the replacement of 565 +existing Quantar radio base stations and ancillary equipment at 25 radio sites with 800 MHz 3600 baud GTR8000 base stations and ancillary equipment. This will be accomplished in accordance with the following schedule: System Backbone schedule: Northwest Cell = 24 Quantars replaced in 2015 Southwest Cell = 40 Quantars replaced in 2015 Laguna Cell = 33 Quantars replaced in 2016 Moorhead IR Site = 8 Quantars replaced in 2016 North Cell = 105 Quantars replaced in 2016 South Cell = 135 Quantars replaced in 2017 Crystal Cove IR Site = 4 Quantars replaced in 2017 Countywide Cell = 210 Quantars replaced in 2017 Carbon Canyon IR Site = 3 Quantars replaced in 2017 Silverado IR Site = 3 Quantars replaced in 2017 2.2 Law Enforcement Dispatch Consoles — Police Dispatch Gold Elite consoles will be out-of-service by the vendor in 2018 and will need to be replaced prior to 2018 to maintain the existing console priority feature once the system is upgraded to P25. Console priority is a feature unique to law enforcement dispatch and allows dispatch to have the ability to transmit and receive audio simultaneously and is an officer safety necessity. Existing Gold Elite Console equipment will be replaced with its successor console; the MCC7500. Due to the complexity of the replacement at each law dispatch center, only 6 dispatch centers can be upgraded each year. A schedule has been developed to address the 20 law dispatch centers on the system, as shown below. Page 8 of 11 55A -15 Console schedule: FYI 4115 - Loma Ridge, Irvine, Laguna Beach, Huntington Beach FY15 /16 - Anaheim, Brea, West Comm, Santa Ana, Tustin FYI 6/17 - Orange, Fullerton, Costa Mesa, Garden Grove, Westminster FY17 /18 - Placentia, La Palma, Newport Beach, Fountain Valley, Buena Park, La Habra 23 System Field Equipment — When the System Backbone is upgraded to the P25 standard in FY 2018/2019, all subscriber radio equipment will also need to be P25 capable. Subscriber radios that are capable of being upgraded will need to receive the software /firmware upgrade prior to the backbone upgrade. Older subscriber radio equipment that is not capable of being upgraded to the P25 standard will need to be replaced prior to the P25 upgrade. Each agency will be responsible for the purchase of either replacement radios, or the necessary subscriber upgrade package for upgradable radios. 2.4 P25 Upgrade — When all backbone sites and law dispatch consoles have completed their equipment replacement, the vendor will initiate the necessary equipment and software update to bring the system up to the 7.18 software platform for P25 compliance. This final phase of the System Extension plan is scheduled for FY 2018/2019. Page 9 of 11 55A -16 EXHIBIT C TOTAL ESTIMATED SYSTEM EXTENSION COST & ESTIMATED PARTY COST SHARE BY FISCAL YEAR Vint Me HORIelHllip f Mnnfe a NAK a Uipntent I%4Itn3e in FY 16-17. Page 10 of 11 55A -17 &wa 15 E ST[ MATED OUST FY 15-16 Radio Counts 4,CItyfAgency'CgsC� §, .:PsrtnersfiFp Cas[ . C:CI'1A0@IGY Upgrade IP290apabte Y6M9a11wae Replace plpg4anTa P25NOi PassiWel Tafol xConede 9Wlmleo3. � W10 EgWpmenL` FY16 -18 Rm M6 t +Brix 3Mk EY1647 $o(M1I38 PKWt CALLS , Fy 1718 R *IYn"'q ,BaciJrw�e � ANAL, 2 i. n119a VIElO 11 21 2 3 y 138.850 8 7079 18 0 i x3593 8 208. 2 ANAHEIM 432 1.351 1783 1928869 8602.606 391 5 1054758 24-29288 14.407241 3. 9REA 62 -T67- 302 364 M8137 1883.'.(10 79891 215,K9 495976 3322583 4. 9UEVA PAN: 25a 334 Y19,804 1639400 73278 197,582 455 153 2931.124 5 CA6TAhlE 105 523 826 660384 32587`(1 137,366 371502 &55.826 5,304,197 Q 0 , E36 24 170 194 0 1047.800 42604 114,7M 264117 1469.285 T. MN Fow 15 49 64 0 311 140:4 37.860 87198 450.362 e. FOVNTNN VNL--v 45 204 249 1 443290 1275.753 54702 147.299 339 22 294 a. FVYLE om 125 513 638 9]1417 3231750 140,141 371.418 869 5,109,976 l6. GARDEN GROVE 115 475 590. 36$,240 2982..:0 15538 349.023 803&52 48 ,972 ii.. HUWIHaf 9E4CH 452 820 4M 72 1.097718 54392E-0 779398 75460 1733051 9302.438 121rrvwE 111 5033 614 43 209 3,45,6513 134878 363.22➢ ma551 1391 509 13. tAHA6 73 190 263 573584 1,223950 5]809 1 Sat 358327 9.252 14. IAPAf 31 51 a2 186.901 ]41.650 18.008 48508 111722 68.789 153. WIUNA BEACH 55 247 332 52&652 15]9.750 72.883 196,399 452337. 2,328,021 M tAGt1NA HILLS 4 41 48 0 250am 9.875 2.620 61.111 348,407 17.1 GUNANMa 9 55 64 0 340350 145381 378x0 67.198 470489 A. t GUNAwnoas 2 4 6 0 26..'Y30 1,330 3549 8775 39,354 19, o FME3 21 67 68 0 42$,150 153325 6 &058 119,607 617429 26 LOS ALAUITas 15 45 60 a 287250 13,176 :15,494 81]48 417668 21. b1Ef OHU 37 10 47 1.3662£0 10 550 10321 27,803 &1,036 2170,960 £2. M19Go1 ng& 3n 90 120 0 574.500 28368 70,988 183,495 835349 21 NEtt'PORTBEA4H 438 401 839 592934 2,909,700 184^90 496.322 1143105 5 6,351 at...RANGE f15 614 629 $98.012 3216.:.0 13]889 M.GM WGNa 51(31233 M F1B.6^nw 30 107 137 I 413W0 676500 3.119 81,044 186857 1M7.410 �B. nANGH09NTA6 G. 7 20 36 1 0 162060 7906 21296 49049 26'0332 27. SANGFMEN 12 97 109 _ 0 595 am 23931 64,480 148'08 83719 29.. ,^,p A AN CMISTaaNO 6 33 39 _ 0 294,900 8525 2' 071 53 136 289.652 245ANSAANA 219 818 103'r 541630 5;159.x50 ?'7713 013,451 15312,672 8,005;96 rAL BEACH 25 97 122 0 610750 26,841 ]2171 1662x13 x75.986 31. STAMON 10 63 73 p 389500 16,051 43184 99460 548;195. 32. TW^TIN _ 81 243 324 483,266 1551153 71,126 lol,nu 441437 2738318 33. ViL1APPAK 9� 8 6 0 36,060 1,318 3,549 8,175 49,642 34. wESf -0.W&1 4 13 17 - 631052 826W 3733 10057 ?3.162 750.604 M. 'NEStM10RS1'ER 73 274 347 FA9,62i 1727350 1 78.137 205173 472774 30311755 s5 YORMUNDA 35 97 0 412,20 21302 `51382 112,159 (723.992 37.. CCFA 950 863 1.813 217500 62703W .337622 ,0-505 2,47x142 13.428 n8. CCTA 70 43 113 0 338 560.8?5 6& 847 153558 584179 39 U;4FEGL44R0 7 47 54 438,%0 290,050 11,865 31,944 73,573 346,333 44IRYINE4LLY.GLLG. F9 18 d i6 p 1$dW 3,$27 9,465 21,799 53.192 4t. W AAMUNIF 90. PO 51 2 53 r} 70,653 11639 31,353 72,210 185,652 42 iE&tIXgtQ PD in 0 18 a 20,700 3953 10,645 24,5X 59,825 43. CM 1 1 2 0 71`53 439 1,183 2.]w 11497 ai. M 0 225 225 0- t 3`SO M40 49,411 133 102 306154 1853 067 45 FrM 184 98 282 0 799,600 81,804 166,829 304214 4412,499 4d. M'A 39 194 x33 53a 250 1208.850 51,175 137834 317,453 2251563 4`r. C. ANIM1NL.GN'R2C1. tx 110 12(1 350 000 611.504 38.306 ]0�8 16349$ t 62,369 4s. cc MlNPG1Nt 85349.4 p 13 13 0 ]BOW 2,822 7,690 ,7712 106".._15 42 Cc 55348x^ 11 248 374 0 1638.6`53 1 83318 1-14,201 516.373 2462,443 59..cFN 10 469 479 0 2825.500 105.270 1 X3.359 x52,619 3666748 Ti .fWR 50 3 fit 0 85959 13fi02 355`7! &{473 220602 64 FROBATlm _ _ 177 "'857 435 812 6 2;813,560 _ 134,896 302037 833828 4,144,108 53 x86,155 1:921 2.779 3428829 12517.550 610825 1543955 3765260 22987439 54. 5553 19 19 0 1 , 1 11340 25. ] 63.149 TOTAL .' '. 4,182452 S "41211.905 -0 76.8-22727 7h000st5 staSed helarrr are asnmafed ends ?xWessed ns nOt to axce[ei anlounrs sub7pct to Me hnntsystem tlesr §m 1,197,Oa4 FFRTNERSHIPTDTAL Vint Me HORIelHllip f Mnnfe a NAK a Uipntent I%4Itn3e in FY 16-17. Page 10 of 11 55A -17 &wa 15 EXHIBIT D PARTICIPATING AGENCIES Page 11 of 11 55A -18 RESPONSIBLE ADDRESS PHONE # AGENCY ADMINISTRATOR Irvine Valley College Police Chief 5500 Irvine Center Drive, Irvine CA 949/451 -5201 Police Department 92618 Orange County Transportation Administrator 600 S. Main Street, Orange CA 92868 714/560 -6282 Authority Saddleback College Police Chief 28000 Marguerite Parkway, Mission 949/582 -4390 Police Department Viejo CA 92692 Santa Ana Unified police Chief 1601 E. Chestnut Avenue, Santa Ana CA 714/558 -5536 School District Police 92701 Department US Ocean Safety (OC President 34127 Pacific Coast Highway, Dana 949/276 -5050 Lifeguards) Point CA 92629 Page 11 of 11 55A -18 EQUIPMENT LEASE - PURCHASE AGREEMENT Lease Number: 23717 LESSEE. LESSOR: CITY OF SANTA ANA Motorola Solutions, Inc. 20 Civic Center Plaza 1303 E. Algonquin Rd. Santa Ana CA 92701 Schaumburg, IL 60196 Lessor agrees to lease to Lessee and Lessee agrees to lease from Lessor, the equipment and/or software described in any Schedule A attached hereto ( "Equipment ") in accordance with the following terms and conditions of this Equipment Lease- Purchase Agreement ( "Lease'). 1. TERM. This Lease will become effective upon the execution hereof by Lessor. The Term of this Lease will commence on date specified in Schedule A attached hereto and unless terminated according to terms hereof or the purchase option, provided in Section 18, is exercised this Lease will continue until the Expiration Date set forth in Schedule B attached hereto ( "Lease Term "). 2. RENT, Lessee agrees to pay to Lessor or its assignee the Lease Payments (herein so called), including the interest portion, in the amounts specified in Schedule B. The Lease Payments will be payable without notice or demand at the office of the Lessor (or such other place as Lessor or its assignee may from time to time designate in writing), and will commence on the first Lease Payment Date as set forth in Schedule B and thereafter on each of the Lease Payment Dates set forth In Schedule B, Any payments received later than ten (10) days from the due date will bear interest at the highest lawful rate from the due date. Except as specifically provided in Section 5 hereof, the Lease Payments will be absolute and unconditional In all events and will not be subject to any set -off, defense, counterclaim, or recoupment for any reason whatsoever, Lessee reasonably believes that funds can be obtained sufficient to make all Lease Payments during the Lease Term and hereby covenants that it will do all things lawfully within its power to obtain, maintain and properly request and pursue funds from which the Lease Payments may be made, including making provisions for such payments to the extent necessary in each budget submitted for the purpose of obtaining funding, using Its bona fide best efforts to have such portion of the budget approved and exhausting all available administrative reviews and appeals in the event such portion of the budget is not approved. It is Lessee's intent to make Lease Payments for the full Lease Term if funds are legally available therefor and in that regard Lessee represents that the Equipment will be used for one or more authorized governmental or proprietary functions essential to its proper, efficient and economic operation. 3. DELIVERY AND ACCEPTANCE. Lessor will cause the Equipment to be delivered to Lessee at the location specified in Schedule A ( "Equipment Location "), Lessee will accept the Equipment as soon as it has been delivered and is operational. Lessee will evidence its acceptance of the Equipment by executing and delivering to Lessor a Delivery and Acceptance Certificate In the form provided by Lessor. Even if Lessee has not executed and delivered to Lessor a Delivery and Acceptance Certificate, if Lessor believes the Equipment has been delivered and is operational, Lessor may require Lessee to notify Lessor in writing (within five (5) days of Lessee's receipt of Lessor's request) whether or not Lessee deems the Equipment (1) to have been delivered and (ii) to be operational, and hence be accepted by Lessee. If Lessee fails to so respond in such five (5) day period, Lessee will be deemed to have accepted the Equipment and be deemed to have acknowledged that the Equipment was delivered and is operational as if Lessee had in fact executed and delivered to Lessor a Delivery and Acceptance Certificate. a, REPRESENTATIONS AND WARRANTIES. Lessor acknowledges that the Equipment leased hereunder is being manufactured and installed by Motorola Solutions, Inc. pursuant to contract (the "Contract ") covering the Equipment. Lessee acknowledges that on or prior to the date of acceptance of the Equipment, Lessor intends to sell and assign Lessor's right, title and interest in and to this Agreement and the Equipment to an assignee ( "Assignee'). LESSEE FURTHER ACKNOWLEDGES THAT EXCEPT AS EXPRESSLY SET FORTH IN THE CONTRACT , LESSOR MAKES NO EXPRESS OR IMPLIED WARRANTIES OF ANY NATURE OR KIND WHATSOEVER, AND AS BETWEEN LESSEE AND THE ASSIGNEE, THE PROPERTY SHALL BE ACCEPTED ELPAshort_f1 1. 0 1.13 Exhibit Z 55A -19 55A -20 BY LESSEE "AS IS" AND "WITH ALL FAULTS ", LESSEE AGREES TO SETTLE ALL CLAIMS DIRECTLY WITH LESSOR AND WILL NOT ASSERT OR SEEK TO ENFORCE ANY SUCH CLAIMS AGAINST THE ASSIGNEE. NEITHER LESSOR NOR THE ASSIGNEE SHALL BE LIABLE FOR ANY DIRECT, INDIRECT, SPECIAL, INCIDENTAL, OR CONSEQUENTIAL DAMAGES OF ANY CHARACTER AS A RESULT OF THE LEASE OF THE EQUIPMENT, INCLUDING WITHOUT LIMITATION, LOSS OF PROFITS, PROPERTY DAMAGE OR LOST PRODUCTION WHETHER SUFFERED BY LESSEE OR ANY THIRD PARTY. Lessor is not responsible for, and shall not be liable to Lessee for damages relating to loss of value of the Equipment for any cause or situation (including, without limitation, governmental actions or regulations or actions of other third parties). 5. NON-APPROPRIATION OF FUNDS. Notwithstanding anything contained in this Lease to the contrary, in the event the funds appropriated by Lessee's governing body or otherwise available by any means whatsoever in any fiscal period of Lessee for Lease Payments or other amounts due under this Lease are insufficient therefor, this Lease shall terminate on the last day of the fiscal period for which appropriations were received without penalty or expense to Lessee of any kind whatsoever, except as to the portions of Lease Payments or other amounts herein agreed upon for which funds shall have been appropriated and budgeted or are otherwise available. The Lessee will immediately notify the Lessor or its Assignee of such occurrence. In the event of such termination, Lessee agrees to peaceably surrender possession of the Equipment to Lessor or its Assignee on the date of such termination, packed for shipment in accordance with manufacturer specifications and freight prepaid and insured to any location In the continental United States designated by Lessor. Lessor will have all legal and equitable rights and remedies to take possession of the Equipment. 6. LESSEE CERTIFICATION. Lessee represents, covenants and warrants that: (1) Lessee is a state or a duly constituted political subdivision or agency of the state of the Equipment Location; (ii) the interest portion of the Lease Payments shall be excludable from Lessor's gross income pursuant to Section 103 of the Internal Revenue Code of 1986, as it may be amended from time to time ( the "Code "); (iii) the execution, delivery and performance by the Lessee of this Lease have been duly authorized by all necessary action on the part of the Lessee; (iv) this Lease constitutes a legal, valid and binding obligation of the Lessee enforceable In accordance with its terms; (v) Lessee will comply with the information reporting requirements of Section 149(e) of the Code, and such compliance shall include but not be limited to the execution of information statements requested by Lessor; (vi) Lessee will not do or cause to be done any act which will cause, or by omission of any act allow, the Lease to be an arbitrage bond within the meaning of Section 148(a) of the Code; (vii) Lessee will not do or cause to be done any act which will cause, or by omission of any act allow, this Lease to be a private activity bond within the meaning of Section 14l (a) of the Code; (viii) Lessee will not do or cause to be done any act which will cause, or by omission of any act allow, the interest portion of the Lease Payments to be or become includible in gross income for Federal income taxation purposes under the Code; and (ix) Lessee will be the only entity to own, use and operate the Equipment during the Lease Term. Lessee represents, covenants and warrants that (i) it will do or cause to be done all things necessary to preserve and keep the Lease in full force and effect, (ii) it has complied with all public bidding and Bond Commission requirements (as defined in the Code) where necessary and by duo notification presented this Lease for approval and adoption as a valid obligation on its part, and (ill) it has sufficient appropriations or other funds available to pay all amounts due hereunder for the current fiscal period, If Lessee breaches the covenant contained in this Section, the Interest component of Lease Payments may become includible in gross income of the owner or owners thereof for federal Income tax purposes, In such event, notwithstanding anything to the contrary contained in Section 11 of this Agreement, Lessee agrees to pay promptly after any such determination of taxability and on each Lease Payment date thereafter to Lessor an additional amount determined by Lessor to compensate such owner or owners for the loss of such excludibility (including, without limitation, compensation relating to interest expense, penalties or additions to tax), which determination shall be conclusive (absent manifest error). Notwithstanding anything herein to the contrary, any additional amount payable by Lessee pursuant to this Section 6 shall be payable solely from Legally Available Funds. It is Lessor's and Lessee's intention that this Agreement does not constitute a "true" lease for federal Income tax purposes and, therefore, it is Lessor's and Lessee's intention that Lessee be considered the owner of the Equipment for federal income tax purposes. ELPAshorLf11.01,13 55A -21 55A -22 7. TITLE TO EOUIPMENT; SECURITY INTEREST. Upon shipment of the Equipment to Lessee hereunder, title to the Equipment will vest in Lessee subject to any applicable license; provided, however, that (1) in the event of termination of this Lease by Lessee pursuant to Section 5 hereof; (if) upon the occurrence of an Event of Default hereunder, and as long as such Event of Default is continuing; or (iii) in the event that the purchase option has not been exercised prior to the Expiration Date, title will immediately vest in Lessor or Its Assignee, and Lessee shall immediately discontinue use of the Equipment, remove the Equipment from Lessee's computers and other electronic devices and deliver the Equipment to Lessor or its Assignee, In order to secure all of its obligations hereunder, Lessee hereby (i) grants to Lessor a first and prior security interest in any and all right, title and interest of Lessee in the Equipment and in all additions, attachments, accessions, and substitutions thereto, and on any proceeds therefrom; (ii) agrees that this Lease may be filed as a financing statement evidencing such security interest; and (iii) agrees to execute and deliver all financing statements, certificates of title and other instruments necessary or appropriate to evidence such security interest. 8. USE; REPAIRS. Lessee will use the Equipment in a careful manner for the use contemplated by the manufacturer of the Equipment and shall comply with all laws, ordinances, insurance policies, the Contract, any licensing or other agreement, and regulations relating to, and will pay all costs, claims, damages, fees and charges arising out of the possession, use or maintenance of the Equipment. Lessee, at its expense will keep the Equipment in good repair and furnish and /or install all parts, mechanisms, updates, upgrades and devices required therefor. 9. ALTERATIONS. Lessee will not make any alterations, additions or Improvements to the Equipment without Lessor's prior written consent unless such alterations, additions or improvements may be readily removed without damage to the Equipment. 10. LOCATION; INSPECTION. The Equipment will not be removed from, (or if the Equipment consists of rolling stock, its permanent base will not be changed from] the Equipment Location without Lessor's prior written consent which will not be unreasonably withheld. Lessor will be entitled to enter upon the Equipment Location or elsewhere during reasonable business hours to Inspect the Equipment or observe its use and operation. 11. LIENS AND TAXES. Lessee shall keep the Equipment free and clear of all levies, liens and encumbrances except those created under this Lease. Lessee shall pay, when due, all charges and taxes (local, state and federal) which may now or hereafter be imposed upon the ownership, licensing, leasing, rental, sale, purchase, possession or use of the Equipment, excluding however, all taxes on or measured by Lessor's income. If Lessee fails to pay said charges and taxes when due, Lessor shall have the right, but shall not be obligated, to pay said charges and taxes. If Lessor pays any charges or taxes, Lessee shall reimburse Lessor therefor within ten days of written demand. 12. RISK OF LOSS: DAMAGE; DESTRUCTION. Lessee assumes all risk of loss or damage to the Equipment from any cause whatsoever, and no such loss of or damage to the Equipment nor defect therein nor unfitness or obsolescence thereof shall relieve Lessee of the obligation to make Lease Payments or to perform any other obligation under this Lease. In the event of damage to any item of Equipment, Lessee will immediately place the same in good repair with the proceeds of any insurance recovery applied to the cost of such repair. It Lessor determines that any item of Equipment is lost, stolen, destroyed or damaged beyond repair, Lessee at the option of Lessor will: either (a) replace the same with like equipment in good repair; or (b) on the next Lease Payment date, pay Lessor the sum of : (i) all amounts then owed by Lessee to Lessor under this Lease, including the Lease payment due on such date; and (ii) an amount equal to all remaining Lease Payments to be paid during the Lease Term as set forth in Schedule B. in the event that Lessee is obligated to make such payment with respect to less than all of the Equipment, Lessor will provide Lessee with the pro rata amount of the Lease Payment and the Balance Payment (as set forth in Schedule B) to be made by Lessee with respect to that pail of the Equipment which has suffered the Event of Loss. 13. INSURANCE. Lessee will, at its expense, maintain at all times during the Lease Term, fire and extended coverage, public liability and property damage insurance with respect to the Equipment in such amounts, covering such risks, and with such insurers as shall be satisfactory to Lessor, or, with Lessor's prior written consent, Lessee may self- insure against any or all such risks. All insurance covering loss of or damage to the Equipment ELPAshort_fl t.01.13 55A -23 55A -24 shall be carried in an amount no less than the amount of the then applicable Balance Payment with respect to such Equipment. The initial amount of insurance required is set forth in Schedule B. Each insurance policy will name Lessee as an insured and Lessor or it's Assigns as an additional insured, and will contain a clause requiring the insurer to give Lessor at least thirty (90) days prior written notice of any alteration in the terms of such policy or the cancellation thereof. The proceeds of any such policies will be payable to Lessee and Lessor or it's Assigns as their interests may appear. Upon acceptance of the Equipment and upon each insurance renewal date, Lessee will deliver to Lessor a certificate evidencing such insurance. In the event that Lessee has been permitted to self - insure, Lessee will furnish Lessor with a letter or certificate to such effect, In the event of any loss, damage, injury or accident involving the Equipment, Lessee will promptly provide Lessor with written notice thereof and make available to Lessor all information and documentation relating thereto. 14. INDEMNIFICATION. Lessee shall, to the extent permitted by law, indemnify Lessor against, and hold Lessor harmless from, any and all claims, actions, proceedings, expenses, damages or liabilities, including attorneys' fees and court costs, arising in connection with the Equipment, including, but not limited to, its selection, purchase, delivery, licensing, possession, use, operation, rejection, or return and the recovery of claims under insurance policies thereon. 15. ASSIGNMENT. Without Lessor's prior written consent, Lessee will not either (1) assign, transfer, pledge, hypothecate, grant any security Interest in or otherwise dispose of this Lease or the Equipment or any interest in this Lease or the Equipment or; (ii) sublet or lend the Equipment or permit it to be used by anyone other than Lessee or Lessee's employees. Lessor may assign its rights, title and interest in and to this Lease, the Equipment and any documents executed with respect to this Lease and /or grant or assign a security interest in this Lease and the Equipment, in whole or In part. Any such assignees shall have all of the rights of Lessor under this Lease. Subject to the foregoing, this Lease inures to the benefit of and is binding upon the heirs, executors, administrators, successors and assigns of the parties hereto. Lessee covenants and agrees not to assert against the Assignee any claims or defenses by way of abatement, setoff, counterclaim, recoupment or the like which Lessee may have against Lessor. No assignment or reassignment of any Lessor's right, title or interest in this Lease or the Equipment shall be effective unless and until Lessee shall have received a notice of assignment, disclosing the name and address of each such assignee; provided, however, that if such assignment is made to a bank or trust company as paying or escrow agent for holders of certificates of participation in the Lease, It shall thereafter be sufficient that a copy of the agency agreement shall have been deposited with Lessee until Lessee shall have been advised that such agency agreement is no longer in effect. During the Lease Term Lessee shall keep a complete and accurate record of all such assignments in form necessary to comply with Section 149(a) of the Code, and the regulations, proposed or existing, from time to time promulgated thereunder, No further action will be required by Lessor or by Lessee to evidence the assignment, but Lessee will acknowledge such assignments in writing if so requested. After notice of such assignment, Lessee shall name the Assignee as additional insured and loss payee in any insurance policies obtained or in force. Any Assignee of Lessor may reassign this Lease and its interest in the Equipment and the Lease Payments to any other person who, thereupon, shall be deemed to be Lessor's Assignee hereunder. 16. EVENT OF DEFAULT. The term "Event of Default ", as used herein, means the occurrence of any one or more of the following events: (i) Lessee fails to make any Lease Payment (or any other payment) as it becomes due in accordance with the terms of the Lease, and any such failure continues for ten (10) days after the due date thereof; (ii) Lessee fails to perform or observe any other covenant, condition, or agreement to be performed or observed by It hereunder or the Contract and such failure is not cured within twenty (20) days after written notice thereof by Lesser; (iii) the discovery by Lessor that any statement, representation, or warranty made by Lessee in this Lease or in writing ever delivered by Lessee pursuant hereto or in connection herewith is false, misleading or erroneous in any material respect; (iv) proceedings under any bankruptcy, insolvency, reorganization or similar legislation shall be instituted against or by Lessee, or a receiver or similar officer shall be appointed for Lessee or any of its property, and such proceedings or appointments shall not be vacated, or fully stayed, within twenty (20) days after the institution or occurrence thereof; or (v) an attachment, levy or execution is threatened or levied upon or against the Equipment. 17. REMEDIES. Upon the occurrence of an Event of Default, and as long as such Event of Default is continuing, Lessor may, at its option, exercise any one or more of the following remedies: (1) by written notice to Lessee, declare all amounts then due under the Lease, and all remaining Lease Payments due during the Fiscal ELPAshorr fl i .0 t. L 3 55A -25 55A -26 Year in effect when the default occurs to be immediately due and payable, whereupon the same shall become immediately due and payable; (it) by written notice to Lessee, request Lessee to (and Lessee agrees that it will), at Lessee's expense, promptly discontinue use of the Equipment, remove the Equipment from all of Lessee's computers and electronic devices, return the Equipment to Lessor in the manner set forth in Section 5 hereof, or Lessor, at its option, may enter upon the premises where the Equipment is located and take immediate possession of and remove the same; (iii) sell or lease the Equipment or sublease it for the account of Lessee, holding Lessee liable for all Lease Payments and other amounts due prior to the effective date of such selling, leasing or subleasing and for the difference between the purchase price, rental and other amounts paid by the purchaser, Lessee or sublessee pursuant to such sale, lease or sublease and the amounts payable by Lessee hereunder; and (iv) exercise any other right, remedy or privilege which may be available to it under applicable laws of the state of the Equipment Location or any other applicable law or proceed by appropriate court action to enforce the terms of the Lease or to recover damages for the breach of this Lease or to rescind this Lease as to any or all of the Equipment. In addition, Lessee will remain liable for all covenants and indemnities under this Lease and for all legal fees and other costs and expenses, including court costs, incurred by Lessor with respect to the enforcement of any of the remedies listed above or any other remedy available to Lessor, 18. PURCHASE OPTION. Upon thirty (30) days prior written notice from Lessee to Lessor, and provided that no Event of Default has occurred and Is continuing, or no event, which with notice or lapse of time, or both could become an Event of Default, then exists, Lessee will have the right to purchase the Equipment on the Lease Payment dates set forth in Schedule B by paying to Lessor, on such date, the Lease Payment then due together with the Balance Payment amount set forth opposite such date. Upon satisfaction by Lessee of such purchase conditions, Lessor will transfer any and all of Its right, title and interest in the Equipment to Lessee as is, without warranty, express or implied, except that the Equipment Is free and clear of any liens created by Lessor. 19. NOTICES. All notices to be given under this Lease shall be made in writing and mailed by certified mail, return receipt requested, to the other party at its address set forth herein or at such address as the party may provide in writing from time to time. Any such notice shall be deemed to have been received five days subsequent to such mailing. 20. SECTION HEADINGS. All section headings contained herein are for the convenience of reference only and are not intended to define or limit the scope of any provision of this Lease. 21, GOVERNING LAW. This Lease shall be construed in accordance with, and governed by the laws of, the state of the Equipment Location. 22. DELIVERY OF RELATED DOCUMENTS. Lessee will execute or provide, as requested by Lessor, such other documents and Information as are reasonably necessary with respect to the transaction contemplated by this Lease. 23, ENTIRE AGREEMENT; WAIVER. This Lease, together with Schedule A Equipment Lease - Purchase Agreement, Schedule B, Evidence of Insurance, Statement of Essential Use /Source of Funds Certificate of Incumbency, Lessee Resolution, Bank Qualified Statement, Information Return for Tax - Exempt Governmental Obligations and the Delivery and Acceptance Certificate and other attachments hereto, and other documents or instruments executed by Lessee and Lessor in connection herewith, constitutes the entire agreement between the parties with respect to the Lease of the Equipment, and this Lease shall not be modified, amended, altered, or changed except with the written consent of Lessee and Lessor. Any provision of the Lease found to be prohibited by law shall be ineffective to the extent of such prohibition without invalidating the remainder of the Lease. The waiver by Lessor of any breach by Lessee of any term, covenant or condition hereof shall not operate as a waiver of any subsequent breach thereof. 24, EXECUTION IN COUNTERPARTS.This Lease may be executed in several counterparts, each of which shall be deemed an original and all of which shall constitute but one and the same instrument. ELPAshorr_f11,0111 55A -27 55A -28 IN WITNESS WHEREOF, the parties have executed this Agreement as of the,_ day of April 2015. LESSEE: LESSOR: CITY OF SANTA ANA MOTOROLA SOLUTIONS, INC. By, Printed Name:_.____ ..... ._, .....: _......r..e._...... Title: CERTIFICATE OF INCUMBENCY I, do hereby certify that I am the duly elected or (Pilmed Name of Secrewry/Clerk ) _ appointed and acting Secretary or Clerk of City of Santa Ana , an entity duly organized and existing under the laws of the State of California that I have custody of the records of such entity, and that, as of the date hereof, the individual(s) executing this agreement is /are the duly elected or appointed officer(s) of such entity holding the office(s) below bis /her /their respective name(s). Ifurther certify that (i) the signature(s) set forth above his /her /their respective name(s) and title(s) is /are his /her /their true and authentic signature(s) and (ii) such officer(s) have the authority on behalf of such entity to enter into that certain Equipment Lease Purchase Agreement number 23717, between City of Santa Ana and Motorola Solutions, Inc.. IN WITNESS WHEREOF, I have executed this certificate and affixed the seat of City of Santa Ana, hereto this ,,,,,,_____ day of April 2015. By: (Signawre of Secmtary /Clerk) OPINION OF COUNSEL SEAL With respect to that certain Equipment Lease- Purchase Agreement # 23717 by and between Motorola Solutions, Inc. (Lessor) and the Lessee, I am of the opinion that (i) the Lessee is, within the meaning of Section 103 of the Internal Revenue Code of 1986, a state or a fully constituted political subdivision or agency of the State of the Equipment Location described in Schedule A hereto; (ii) the execution, delivery and performance by the Lessee of the Lease have been duly authorized by all necessary action on the part of the Lessee, (111) the Lease constitutes a legal, valid and binding obligation of the Lessee enforceable in accordance with its terms; and (iv) Lessee has sufficient monies available to make all payments required to be paid under the Lease during the current fiscal year of the Lease, and such monies have been properly budgeted and appropriated for this purpose in accordance with State law. This opinion may be relied upon by the Lessor and any assignee of the Lessor's rights under the Lease, Attorney for City of Santa Ana LLPAshort_f 11.01_13 55A -29 55A -30 SCHEDULE A EQUIPMENT LEASE - PURCHASE AGREEMENT Schedule A 23717 Lease Number: This Equipment Schedule is hereby attached to and made a part of that certain Equipment Lease - Purchase Agreement Number 23717 ( "Lease "), between Motorola Solutions, Inc. ( "Lessor ") and City of Santa Ana ( "Lessee"). Lessor hereby leases to Lessee under and pursuant to the Lease, and Lessee hereby accepts and leases from Lessor under and pursuant to the Lease, subject to and upon the terms and conditions set forth in the Lease and upon the terms set forth below, the following items of Equipment to Initial Term. 120 Months Commencement Lute: 511512015 First Payment Due Date: 7/15/2016 10 Annual Payments of $486,765.81 as outlined in the attached Schedule B, plus Sales /Use Tax of $0.00, payable on the Lease Payment Dates set forth in Schedule B. 55A -31 55A -32 mm 2.1.2 E Orange County Licenses for Santa Ana Santa Ana Dispatch Positions 1 81905 MCC 7500 ASTRO 25 SOFTWARE 7 B1933 MOTOROLA VOICE PROCESSOR MODULE 7 CA01642AA ADD: MCC 7500 BASK CONSOLE FUNCTIO 7 CA01644AA ADD: MCC 7500 /MCC 7100 ADV CONVL 0 7 CA01643AA ADD: MCC 75001 MCC 7100 TRUNKING 7 CA00147AF ADD: MCC 7500 SECURE OPERATION 7 7 7 CA00182AB CA00144AC CA00140AA ADD: AES ALGORITHM ADD: DES -XL ALGORITHM ADD: AC LINE CORD, NORTH AMERICAN 7 DS22WBLK 22 INCH WIDE NON -TOUCH MONITOR, BLA 7 TT2538 Z420 LOW TIER WORKSTATION WINDOWS 7 7 T7449 WINDOWS SUPPLEMENTAL TRANS CONFIG 7 6SRMP615A SPD, TYPE 3,120V RACK MOUNT, 15A P 21 B1912 MCC SERIES DESKTOP SPEAKER 14 B1913 MCC SERIES HEADSET JACK 14 RLN6098 HDST MODULE BASE W /PTT, 15' CBL 14 RMN5078B SUPRAPLUS NC SINGLE MUFF HEADSET 7 7 DQACM3151 T7885 TRANSMIT FOOT SWITCH MCAFEE WINDOWS AV CLIENT 7 DDN1245 DUAL IRR SW USS HASP WITH LICENSE 7 DDN1895 SOUND BLASTER AUDIGY RX SOUND CARD 7 CDN8673 CREATIVE LABS INSPIRE A60 City of Santa Ana MCC7500 P25 Dispatch Migration and Subscribers Motorola Solutions Confidential Restricted 55A -33 02 April 2015 Use or disclosure of this proposal is subject to the restrictions on the cover page, Equipment List 2 -1 55A -34 MR 2 CLN1856 2620.24 ETHERNET SWITCH 7 2 SOM01 SUM0205 GGM 8000 GATEWAY 2 CA01616AA ADD: AC POWER 1 F4543 SITE MANAGER BASIC 1 VA00874 ADD: AUX 1 -0 SERV FW CURR ASTRID REL 1 V266 ADD: 90VAC TO 260VAC PS TO SM 3 V592 ADD TERM BLCK & CONN WI 1 F4547 SM 10 EXPANSION BASIC 1 V266 ADD: 90VAG TO 260VAC PS TO SM 3 V592 ADD TERM BLCK & CONN WI ^� 1 T7038 GCP 6000 SITE CONTROLLER 1 CA00303AA ADD: QTY (1) SITE CONTROLLER 1 X153AW ADD: RACK MOUNT HARDWARE 1 CA01136AA ADD: MCC 7500 CONVEN SITE OPER 4 SQMOISUM0206 GGM 8000 GATEWAY 4 CA01616AA ADD: AC POWER 4 CA02141AA ADD: LOW DENSITY ENH CONV GATEWAY 1 BVN1013 MKM 7000 Console Alias Manager Soft 1 TT2538 Z420 LOW TIER WORKSTATION WINDOWS 7 1 DS019B1 -K 19 INCH NON -TOUCH MONITOR, BLACK 1 T7685 MCAFEE WINDOWS AV CLIENT 1 TRN7343 SEVEN AND A HALF FOOT RACK 2 DSRMP615A SPD, TYPE 3,120V RACK MOUNT, 15A P 6 DSTSJ48CLT SPD RJ -45 OR HARDWIRE CONNECTED FO 1 DSTSJADP RACK MOUNT GROUND BAR, 19 IN FOR TS 3 DSEVNSL0615A1000 1000FT (304.8 -M), CATS / 400 MHZ, S 1 CLN1856 2620 -24 ETHERNET SWITCH ? 1 SQM01SUM0205 GGM 8000 GATEWAY 1 CA01616AA ADD: AC POWER 1 81912 MCC SERIES DESKTOP SPEAKER 1 B1913 MCC SERIES HEADSET JACK 1 TT2638 Z420 LOW TIER WORKSTATION WINDOWS 7 1 81934 MCC 7500 VOICE PROCESSOR MODULE FRU M1 CA00147AF ADD, MCC 7500 SECURE OPERATION 1 CA00182AB ~' ADD: AES ALGORITHM City of Santa Ana MC07500 P25 eispatdh Migration and Subscribers Motorola Solutions Confidential Restricted 55A -35 02 April 2015 Use or disclosure of this proposal is subject to the restrictions on the cover page: Equipment List 2 -2 55A -36 2.1.3 2.1.4 I CA00144AC ADD: DES -XL ALGORITHM 1 SQM01SUM0205 GGM 8000 GATEWAY 1 CA01616AA ADD: AC POWER 1 CA02141AA ADD: LOW DENSITY ENH CONV GATEWAY 1 DLN6569 FRU: GCP 80001GCM 8000 1 DLN6898 FRU: FAN MODULE 1 OLN6761 FRU POWER SUPPLY Santa Ana Police Department APX 6000 Subscribers Subscribers 166 1 M25URS9PW1 N APX6500 71800 MHZ MID POWER MOBILE 166 G51 ENH: SMARTZONE OPERATION APX6500 166 G806 ADD: ASTROO DIGITAL CAI OPERATION 166 166 GA00805 G444 ADD: APX 07 CONTROL HEAD. ADD: APX CONTROL HEAD SOFTWARE 166 G651 ADD: AESlDES- XLIDES -OFB ENCRYPTION 166 W969 ADD: MULTIPLE KEY ENCRYPTION OPERAT 166 G361 ADD: P25 TRUNKING SOFTWARE City of Santa Ana MCG7500 P25 Dispatch Migration and Subscribers Motorola Solutions Confidential Restricted 55A -37 02 April 2016 Use or disclosure of this proposal Is subject to the restriWons on the cover page_ Equipment List 2.3 55A -38 2.1.5 RM 166 1 G67 ADD: REMOTE MOUNT MID POWER 166 G335 ADD: ANT 114 WAVE 762 -870 MHZ w 166 W22 ADD: PALM MICROPHONE 166 B18 ADD: AUXILARY SPKR 7.5 WATT 166 W599 ADD: 8 MODE DIRECT ENTRY 166 GA01115 ADD: DUAL RADIO STACKABLE MP TRUNNI 166 GA01113 ENH: DUAL RADIO OPERATION (PRIMARY 166 GA05100 DEL:NO SFS -STD WARRANTYAP PLIES Santa Ana Police Department APX 6500 Mobile Hot Red Receiver Red Subscribers Ii ^ City of Santa Ana NlCC7500 P25 Dispatan Migration and Subscribers Motorola solutions Confidential Restricted 55A -39 02 April 2015 Use or disclosure of this proposal Is subject to the restrictions on the cover page. Equipment List 2.9 55A -40 34 G444 ADD: APX CONTROL HEAD SOFTWARE 34 G67 ADD: REMOTE MOUNT MID POWER 34 G89 ADD: NO RF ANTENNA NEEDED 34 B18 ADD: AUXILARY SPKR 7.5 WATT 34 G138 ADD: APX MOTORCYCLE CH SFWR 34 W620 ADD: NO MTRCYCLE ENCL NEEDED APEX 34 GA01116 ADD: DUAL RADIO AUDIO COMBINER L34 G90 ADD: NO MICROPHONE NEEDED 34 GA01115 ADD: DUAL RADIO STACKABLE MP TRUNNI 34 GA01113 ENH: DUAL RADIO OPERATION (PRIMARY 34 1 GA05100 DEL:NO SFS -STD WARRANTYAPPLIES 34 HMN1090 PALM MICROPHONE 2.1.7 Santa Ana Police Department APX 6500 Motorcycle Hot Red Receiver Red Subscribers 34 M301JRS9PW1 N 77800 SINGLE BAND APX7500 34 G51 ENH: SMARTZONE OPERATION APX 34 G806 ADD: ASTRO® DIGITAL CAI OPERATION 34 G361 ADD. P25 TRUNKING SOFTWARE 34 G88 ADD: APX NO 02/07 CH NEEDED MTCL G444 ADD: APX CONTROL HEAD SOFTWARE 34 G67 ADD; REMOTE MOUNT MID POWER H34 34 G89 ADD: NO RF ANTENNA NEEDED 34 G90 ADD: NO MICROPHONE NEEDED 34 G136 ADD: APX MOTORCYCLE CH SFWR 34 W620 ADD: NO MTRCYCLE ENCL NEEDED APEX 34 B18 ADD: AUXILARY SPKR 7.5 WATT 34 GA01117 ENH: DUAL RADIO OPERATION (SECONDAR 34 34 GA05100 H1835 DEL:NO SFS -STD WARRANTYAPPLIES 8 MODE DIRECT ENTRY DEK 34 HKN61696 CABLE, REMOTE MOUNT, 5M 34 HMN1090 PALM MICROPHONE_ City of Santa Ana MC07500 P25 Dispatch Mgretion and Subscribers Motorola Solutions Confidential Restricted 55A -41 02 April 2015 Use or disclosure of this proposal is subject to the restrictions on the cover page. Equipment List 2 -5 55A -42 .• 1•�, ,. t! ♦ e 2.1,9 2.1.10 Santa Ana Police Department XTS 5000 Flash Upgrade Santa Ana Police Department XTL 5000 Flash Upgrade City of Santa Ana MC07500 P25 Dispatch Migration and Subsoribers Motorola Solutions Confidential Restricted 55A -43 02 April 2015 Use or disclosure or this proposal Is subject to the restdollons on the cover page. Equipment List 2 -6 8 L30URS9PW1 N APX7500 SINGLE BAND 7 /800 8 G806 ADD: ASTROO DIGITAL CAI OPERATION 8 G51 ENH: SMARTZONE OPERATION APX 8 G361 ADD: P25 TRUNKING SOFTWARE 88 GA00469 ENH: EXTENDED DISPATCH APX CONSOLET 8 W382 ADD: CONTROL STATION DESK GCAI MIC 8 CA01598 ADD: AC LINE CORD US 8 L999 ADD; FULL FPmW /05 /KEYPAD /CLOCK/VU 8 W969 ADD: MULTIPLE KEY ENCRYPTION OPERAT 8 G851 ADD: AES /DES- XL /DES•OFB ENCRYPTION 8 HKN6233C APX CONSOLETTE RACK MOUNT KIT 1 DSEVNSL0615A1000 1000FT (304.8 -M), CAT6 / 400 MHZ, S 2.1,9 2.1.10 Santa Ana Police Department XTS 5000 Flash Upgrade Santa Ana Police Department XTL 5000 Flash Upgrade City of Santa Ana MC07500 P25 Dispatch Migration and Subsoribers Motorola Solutions Confidential Restricted 55A -43 02 April 2015 Use or disclosure or this proposal Is subject to the restdollons on the cover page. Equipment List 2 -6 55A -44 2.1.11 Santa Ana Public Works APX 4000 Subscribers 2.1.12 Santa Ana Public Works APX 8500 Subscribers Clly of Santa Ana MCC7600 P25 Dispatch Migration and Subscribers Motorola Solutions Confidential Restricted 55A -45 02 April 2015 Use or disclosure of this proposal Is subject to the restrictions on the cover page. Equipment List 2 -7 55A -46 • i . � it • •- 3 L30URS9PW1 N APX7500 SINGLE BAND 7/800 3 G806 ADD: ASTRO? DIGITAL CAI OPERATION 3 G51 ENH: SMARTZONE OPERATION APX 3 G361 ADD: P25 TRUNKING SOFTWARE 3 GA00469 ENH: EXTENDED DISPATCH APX CONSOLET 3 W382 ADD: CONTROL STATION DESK GCAI MIC 3 CA01598 ADD: AC LINE CORD US 3 L999 ADD: FULL FP W /05 /KEYPAD /CLOCKA/U 3 HKN6233 ASSEMBLY,ACCESSORY,APX CONSOLETTE R 3 DSEVNSL0615A1000 1000FT (31 CAT6 / 400 MHZ, S 2.1.14 Santa Ana Public Works XTS 5000 Flash Upgrade 2.1.15 Santa Ana Public Works XTS 2500 Flash Upgrade City of Santa Ana M007500 P25 Dispatch Migration and Subscribers Motorola Solutions Confidential Restricted 55A -47 02 April 2015 Use or disclosure of this proposal is subject to the restrictions on the cover page. Equipment Ust 2 -6 Me tr EMI y. v�, ..u19U�1111: «.�. . -OIL r�rAR AS -.DIGITAL I CAI OPE ENH; TRUNKING 9600 BAUD FLASHPORT City of Santa Ana M007500 P25 Dispatch Migration and Subscribers Motorola Solutions Confidential Restricted 55A -47 02 April 2015 Use or disclosure of this proposal is subject to the restrictions on the cover page. Equipment Ust 2 -6 55A -48 City of Santa Ana (Schedule B) ;Compound Period: Annual Nominal Annual Rate: 01000% ,Nominal Annual Rate: 3.120% CASH FLOW DATA Event ? Date Amount Number Period End Date 1 Loan 5/15/2019 $4,257,403.00 1' $ 2 Payment 7/15/2016 $ 486,765.81: 9 Annual 7 /15/2024 3 Payment 5/15/2025 $ 486,765.81 1 AMORTIZATION SCHEDULE- Normal Amortization, 360 Day Year _ Purchase Option Date Payment Interest' Principal Balance Loan 5/15/2015 $ 4,257,403.00 1 7/15/2016 $ 486,765.81 $ $ 486,765.81 $ 3,770,637.19 2 7/95/2017 , $ 486,765.81 $ 117,643.88 $ 369,121.93 $ 3,401,515.26 3 7/15/2018 $ 486,765.81 $ 106,127.28 z $ 380,638.53 $3,020,876.73 4 7/15/2019: $ 486,765.81 $ 94,251.35 $ 392,514.46 $ 2,628,362.27 5 7/15/2020 $ 486,765.81 $ 82,004.90 $ 404,760.91 $ 2,223,601.36 6 7/15/2021 $ 486,765.81 $ 69,376.36 $ 417,389,45 $1806,211.91 7 7/15/2022 $ 486,765.81 $ 56,353 81 ° $ 430,412.00 , $1,375,799.91 8 7/15/2023 $ 486,765.81 , $ 42,924.96 $ 443,840.85 $ 931,959.06 9 7/15/2024 $ 486,765.81 $ 29,077.12 $ 457,688.69 $ 474,270.37 10 511512025 $ 486,765.81 $ 12,495.44 $ 474,270.37 $ - Grand Totals $ 4,867,658.10 $ 610,255,10 $ 4,257,403,00 INITIAL INSURANCE REQUIREMENT: $4,257,403.00 Except as spocifically provided in Section five of the Lease hereof, Lessee agrees to pay to Lessor or its assignee the Lease payments, including the interest portion, in [he amounts and dates specified in the above payment schedule. 55A -49 55A -50 EVIDENCE OF INSURANCE Fire, extended coverage, public liability and property damage insurance for all of the Equipment listed on Schedule A number 23717 to that Equipment Lease Purchase Agreement number 23717 will be maintained by the City of Santa Ana as stated in the Equipment Lease Purchase Agreement. This insurance shall name MOTOROLA SOLUTIONS, INC. or its assignee as additional insured and loss payee for the term of the Schedule A number 23717.Tbis insurance is provided by: Alliant Insurance,_.,,S_ervices Name otinsuranc� grovldar- Broker 1301 Dove _Street,_, Suite 200 Address- —of insurance provider Newport Eeach,CA 92660 city, State and 71p Code 949 -756 -0271. _.., Phone number of insurance provider In accordance with the Equipment Lease Purchase Agreement Number 23717 ,City of Santa Ana, hereby certifies that following coverage are or will be in full force and effect: Type Amount Effective Expiration Policy Plate Date Number Fire and Extended Coverage peril of fare included in. „property, „coverage $1 Billion 7/1/14 7/1/15 01747J.589/01(Dec 03) Property Damage for__All , Ris_k.. _ Public Liability $_0= „$_1._million '7./, „1./14 7/1./_1 self_inuredT. $1 -$27 million - Big Independent Cities Excess Pool with reinsurance and excess insurance as follows: $1 million excess of SIR - Policy 3128216 $10 million excess of $2 million - Policy WPP102872403 $15 million excess of $12 million - Policy 8090027 55A -51 55A -52 STATEMENT OF ESSENTIAL USE /SOURCE OF FUNDS To further understand the essential governmental use intended for the equipment together with an understanding of sources from which payments will be made, please address the following questions by completing this form or by sending a separate letter: As it relates to City of Santa Ana LEASE No. 23717 What is the specific use of the equipment? Equipment is used for radio communications by the Police Department for emergency and non- emergency daily operations, special events, and inter - agency communications during mutual aid situations and potentially catastrophic events. Public Works, Planning do Development, Parks and Recreations and Finance Agencies within the City utilize the equipment for communications during their respective daily operations; including interoperable communications with public safety when requesting police response. 2. Why is the equipment essential to the operation of City of Santa Ana? Due to the nature of the work performed by Santa Ana Agencies, radio equipment provides the essential communications needs to perform daily operational needs. Does the equipment replace existing equipment? Yes If so, why is the replacement being made? Existing equipment has reached its end -of -life and requires replacement and /or upgrade. Replacement parts are no longer available and the systems are no longer be sustainable through the vendor. Replacement and /or upgrade of equipment also meets the P25 compliancy standard required by 2015, 4. Is there a cost justification for the new equipment? Yes If so, please attach outline of justification. See pate 2 5. What is the expected source of funds for the payments due under the Lease for the cuffent fiscal year and future fiscal years? City General Fund Budget;. appropriated on an annual basis. 55A -53 55A -54 Page 2 - cont'd Cost justification for Next Generation equipment for City of Santa Ana Current city -owned equipment has reached its end -of- life and requires replacement and /or software upgrade. The existing radio equipment includes; police dispatch consoles, all mobile and portable radios and base radio control stations. Console and Radio EmJinment Currently, Police Communications operates seven radio dispatch consoles within the Emergency 911 Operations Center. These dispatch consoles have been discontinued and will not support the technical and operational requirements of the `Next Generation' 800 MHz system. The existing Gold Elite Console equipment will be replaced with an IP based Motorola MCC7500 model that will provide console priority and support the "Next Generation' radio system; maintaining all features and functions. Motorola Solutions provides the only equipment that is compatible with the 800 MHz system. Santa Ana Police dispatch consoles are scheduled for replacement in January 2016. The replacement cost for seven dispatch consoles will be $600,482 (P &I) Approximately 78% of current City owned subscriber radio equipment are obsolete and require replacement. These legacy radios cannot be upgraded and will not be compatible with the new Project 25 (P25) radio system, however a small portion of equipment may only require a software upgrade. Equipment replacement includes portable and mobile radios, along with base radio control stations. Portable radios, both the Motorola APX6000 utilized by public safety and the Motorola APX4000 utilized by other City agencies, allow users the flexibility of a portable radio that can be carried while performing their assigned duties. The Astro Spectra mobile radios are affixed within various City vehicles for use by public safety and participating City agencies. The current Astro Spectra Base Radio is obsolete and can no longer be repaired. Thus, when the system backbone is upgraded to Project 25 (P25) standard during FY 2018 -19, all subscriber radios must be P25 capable. Administered by the Telecommunications Industry Association, P25 is the standard for the manufacturing of interoperable digital two -way wireless communications products. Specifically, equipment today must demonstrate compliance with the P25 standard to meet the current best practice needs and ensure compatibility with other P25 equipment. Orange County Law Enforcement agencies have long benefited from a unique capability to monitor the Orange County Law Enforcement Channel known as "Red Channel ". The Hot Red radio receiver installed in all front -line law vehicles allows for officers to monitor Red channel at all times, regardless of what channel they have selected as their primary channel . This allows an officer to listen to emergency traffic from other agencies such as crime broadcasts or pursuits while stilt communicating with Santa Ana Police dispatch. This capability requires a unique configuration of radio equipment that is not available in any other off -the -shelf arrangement, and is a proprietary system designed by Motorola, Inc. Motorola has extended a 50% discount off the list price to agencies, if purchased prior to December 31, 2015. The total replacement cost of City owned portable and mobile radios along with the base control stations equipment is $4,267,176 (P &I). 55A -55 55A -56 Bank Qualified Statement LESSEE, City of Santa Ana, CERTIFIES THAT IT HAS NOT DESIGNATED THIS LEASE No. 23717 AS A QUALIFIED TAX- EXEMPT OBLIGATION IN ACCORDANCE WITH SECTION 265(b)(3) OF THE CODE AND IF THE LESSEE HAS DESIGNATED THIS LEASE AS A QUALIFIED TAX- EXEMPT OBLIGATION, IT HAS NOT DESIGNATED MORE THAN $10,000,000 OF ITS OBLIGATIONS AS QUALIFIED TAX - EXEMPT OBLIGATIONS IN ACCORDANCE WITH SUCH SECTION FOR THE CURRENT CALENDAR YEAR AND THAT IT REASONABLY ANTICIPATES THAT THE TOTAL AMOUNT OF TAX - EXEMPT OBLIGATIONS TO BE ISSUED BY LESSEE DURING THE CURRENT CALENDAR YEAR WILL NOT EXCEED $10,000,000, 55A -57 55A -58 LESSEE FACT SHEET Please help Motorola Solutions, Inc. provide excellent billing service by providing the following information: 1. Complete Billing Address Attention: Phone: CITY OF SANTA ANA P.O. Box 1988 . M32 Santa Ana CA 92702 Finance, Accounts Payable 714 —647— 5464 2. Lessee County Location: Orange County, 1 Federal Tax I.D. Number 95- 6000785 4. Purchase Order Number to be referenced on invoice (if necessary or other "descriptions" that may assist in determining the applicable cost center or department: 5. Equipment description that you would like to appear on your invoicing: 800 MHz - NG Equipment Replacement Appropriate Contact for Documentation / System Acceptance Follow— up: 6. Appropriate Contact & Tina Horner Communications Mauaaer Mailing Address 60 Civic Center Plaza Santa Ana CA 92701 Phone: 714 — 245 — 8650 Fax: 714 — 245 - 8185 7. Payment remit to address: Thank you ELPAshort_P11.01.13 Motorola Credit Corp. P.O. Box 71132 Chicago, IL 6694 -1132 55A -59 55A -60 Form 8038 -6; Information Return for Tax - Exempt Governmental Obligations (Rev. September 2011 Under Internal Revenue Code section 149(e) ( I OMB No 15450720 Department of the Treasury 0, See separate instructions. Internal Revenue Service Caution; If the issue price is under$100,000, use Form 8038 -GC, - -. D.,..nefr. A,.+k—.4 , IFn.,,_...a,.a c+..a...,.. ,.I.....i. k..... I M i isxuer's name 2 Issuer's employer identification number (EIN) Cft,Lof Santa Ana 23 _ as Name of person (other than issuer) with whom the IRS may communicate about this return (rise Instructional __ Telephone number of other person shown on 34 4 Number and street for P.O- box If mail Is not delivered to street address) Roomisulte 5 Report number (for IRS Use Only) 20 Civic Center Plate_ 25 e City, town, or post office, state, and ZIP code 7 Data of Issue Santa Ana CA 92701 5115115 8 Name of Issue 9 CUSIP number Equipment tease- Purchase Agreement 23717 ;fi x g r t �: v „a., 10a Name and title of officer or other employee of the Issuer whom the IRS may call for more information (sco _ 106 Telophone numberof officer or other Instructions) amp shown on 102 Type OT [SSUe eritel'ttle IS5u0 t'I C2). See Iheinstruetions and attach schedule. 11 Education . . .. . . . . .. . .. .. .. . .. .. . ... . . . . . . .. 12 Health and hospital . . . . . . . .. .. .. .. . .. . . . . . . 13 Transportation . . . . . . . .. . . . . . .. .. .. .. .. . . . . 14 Public safety . . . . . . . . . . . . . . . .. . . . . . . .. .. . .. .. . . 15 Environment (Including sewage bonds) . . . . .. . .. . .. . . .. .. .. 16 Housing . , . . . . . . . . . . ,. . . .. .. 17 Utilities . . . . . .. . . . .. .. 18 Other. Describe ► 23 _11 12 . 13 Proceeds used for bond Issuance casts (including underwriters' discount) . ,. 14 4,106,879.25 25 15 25 16 17 Proceeds allocated to reasonably required reserve or replacement fund ,. 18 27 19 If obligations are TANS or RANs, check only box l9a . . - , III Q If obligations are BANS, check only box 19b . . . . . . . . . . ► ❑ 20 If obligations are in the form of a lease or installment sale, check box . . . ► 9 ;fi x g r t �: v „a., (a) Final maturity date I (b) Issue price 5115/25 (o) Staled redemption (d) Weighted (e) Yield price at maturity average maturity 4.100.879.25 10 aearc 22 Proceeds used for accrued interest . . . . . 23 Issue price of entire issue (enter amount from line 21, column (b)) . 24 Proceeds used for bond Issuance casts (including underwriters' discount) . ,. 24 25 Proceeds used for credit enhancement . . . . . . 25 26 Proceeds allocated to reasonably required reserve or replacement fund ,. 26 27 Proceeds used to currently refund prior issues . . . . , . , . .. 27 28 Proceeds used to advance refund prior issues , , . , . 28 LL. 29 Total (add lines 24 through 28) , . . . . . . . . .. .. . ,. 30 Nonrefundin i proceeds of the issue (subtract line 29 from line 23 and enter amount here) ,. .. . 3.12 31 Enter the remaining weighted average maturity of the bonds to be currently refunded .. ► _._® ,years 32 Enter the remaining weighted average maturity of the bonds to be advance refunded , , Iii years 33 Enter the Iasi date on which the refunded bonds will be called (MM /DD/YYYY) 34 Enter the dates the refunded bonds were issued 0- (NiMiDO/YYYY) For Paperwork Reduction An Notice, see separate instructions. - Cat. No. 637738 Form 8038 -G (rev 9 -2oii) 55A -61 55A -62 Form 8038 -0 (Rev. 9.201 35 Enter the amount of the state volume cap allocated to the Issue under section 141(b)(5) . 35 36a Enter the amount of gross proceeds invested or to be invested in a guaranteed Investment contract (GIG) (see instructions) . , . . . , . . , . . . . . . . . . . . 36a Is Enter the final maturity date of the GIC 0, c Enter the name of the GIC provider ►' 37 Pooled financings: Enter the amount of the proceeds of this issue that are to be used to make loans <?'. to other governmental units . . . . . . . . . . , . 37 38a If this Issue is a loan made from the proceeds of another tax - exempt issue, check box)- ❑ and enter the following information: IS Enter the data of the master pool obligation 0- _ c Enter the EIN of the issuer of the master pool obligation )- d Enter the name of the issuer of the master pool obligation.)- 39 If the Issuer has designated the issue under section 265(b)(3)(B)(i)(III) (small Issuer exception), checla box. . ► ❑ 40 If the issuer has elected to pay a penalty in lieu of arbitrage rebate, check box . . . . , ,. )- ❑ 41a If the issuer has identified a hedge, check here)- ❑ and enter the following information: I Name of hedge provider)-- c Type of hedge 0- d Term of hedge 0, 42 If the issuer has superintegrated the hedge, check box . . . . . . . . . . . . . . . ► ❑ 43 If the issuer has established written procedures to ensure that all nonqualified bonds of this issue are remedlated according to the requirements under the Code and Regulations (see instructions), check box . , , . . , . . > ❑ 44 If the Issuer has established written procedures to monitor the requirements of section 148, check box . . . . . )- ❑ 45a If some portion of the proceeds was used to reimburse expenditures, check here ► ❑ and enter the amount of reimbursement . . . . . . . , . ► b Enter the date the official intent was adopted it Under penalties of perjury, I declare that I have examined this return and accompanying schedules and statements, and to the best of my knowledge Signature and belief, they are true, correct, and complete. I further declare that I Consent t0 the IRS's disclosure of file issuer's return Information, as necessary to and process this return, to the person that I have authorized above. Consent 1 lk Signature of issuers authorized representative Date IF Type or prait name and title _ Pali [p_rMTypo eparers name Preparer's si gnature Date Prepare! Use Only > Firm's EIN tree. 55A -63 55A -64 EQUIPMENT LEASE PURCHASE k R 4 DELIVERY AND ACCEPTANCE The undersigned Lessee hereby acknowledges receipt of the Equipment described below ( "Equipment ") and Lessee hereby accepts the Equipment after full inspection thereof as satisfactory for all purposes of lease Schedule A to the Equipment Lease Purchase Agreement executed by Lessee and Lessor. Equipment Lease Purchase Agreement Date: October.,_,_„_, 2015 Equipment Lease Purchase Agreement No.: 23717 Lease Schedule A No, : 23717 R , 0 r � i Equipment referenced in lease Sched 23717. See Schedule A for a detailed Equipment List. LESSEE: CITY :OF_SANTA ANA By: Date: 55A -65 55A -66 Exhibit B MOTOROLA The design, technical, pricing, and other Information ('Information ") furnished with this submission Is proprietary information of Motorola Solutions, Inc. ( "Molorole ") and is submitted with the restriction that It is to be used for evaluation purposes only To the fullest extent allowed by applicable law, the Information Is not to be disclosed publicly or In any manner to anyone other than those required to evaluate the Information without the express written permission of Motorola. MOTOROLA, MOTO, MOTOROLA SOLUTIONS, and the Stylized M Logo are trademarks or registered trademarks of Motorola Trademark Holdings, LLC and are used under license. All other trademarks are the property of their respective owners. © 2015 Motorola Solutions, Inc. Al rights reserved. 55A -67 Section 1 SystemDescription ................................................... ............................... 1.1 Project Overview ........................................ ............................... 1.2 MCC 7500 Solution Overview.. ..................... ... ....... .......... 1.3 The MCC 7500 dispatch Experience .......... ............:..I............... 1.3.1 Interoperability Features ......................... ............................... 1.3.1.1 Integration with the ASTRO 25 Network .. ............................... 1.3.1.2 Connection to ASTRO 25 System ........... ............................... 1.3.1.3 Voice Encryption ..................................... ............................... 1.3.2 Console Operations ................................... ............................... 1.3.2.1 Dispatch Interface .............................. ............................... 1.3.2.2 Standard Radio Transmission and Reception ................... 1.3.2.3 Dispatch Audio Experience- ............................................. 1.3.2.4 Radio Patch Control ........................... ............................... 1,325 Call Management and Control ........... ............................... 1.4 MCC 7500 Dispatch Console Component Description .................. 1.4.1 Operator Position Components- ... ............................... ........... 1.4.2 Auxiliary Inputs and Outputs ...................... ............................... 1.4.3 Conventional Channel Gateway Equipment .............................. 1.5 Additional Equipment ..................................... ............................... 1.5.1 APX 7500 Consolettes ............................... ............................... .......... 1 1 ........................ 1 1 1 -1 ............. I........ 1 -3 .............. 1 -3 1 -4 .......... I .... ....... 1 -5 ................. 1 -6 1 -6 ................. 1-7 ...... 1 -8 .......... 1 -8 1 -10 .............. 1 -10 ............................... 1-11 ... ...........................1 -12 .............. .......... 1 -13 ..........................1 -14 .......... ... ...... ...... ......1 -15 . .......... . .... ...... 1 -15 Section 2 EquipmentList ................................................................................................ ............................... 2-1 2.1.1 Orange County Licenses for Santa Ana... ..................................... ............................... 2 -1 2.1.2 Santa Ana Dispatch Positions ....................................................... ............................... 2 -1 21.3 Santa Ana Police Department APX 6000 Subscribers .................. ............................... 2 -3 2.1.4 Santa Ana Police Department APX 6500 Mobile Hot Red Receiver Green Subscribers2 -3 2.1.5 Santa Ana Police Department APX 6500 Mobile Hot Red Receiver Red Subscribers ..2-4 21.6 Santa Ana Police Department APX 6500 Motorcycle Hot Red Receiver Green Subscribers.............................................................................................. ............................... 2-4 2.1.7 Santa Ana Police Department APX 6500 Motorcycle Hot Red Receiver Red Subscribers2 -5 2.1.8 Santa Ana Police Department APX 7500 Consolettes .................. ............................... 2 -6 2.1.9 Santa Ana Police Department XTS 5000 Plash Upgrade .............. ............................... 2-6 2.1.10 Santa Ana Police Department XTL 5000 Flash Upgrade .......... ............................... 2 -6 2.1.11 Santa Ana Public Works APX 4000 Subscribers... .............................................. __ 2 -7 2.1.12 Santa Ana Public Works APX 6500 Subscribers ....................... ............................... 2-7 2.1 A3 Santa Ana Public Works APX 7500 Consolettes ....................... ............................... 2 -8 2.1.14 Santa Ana Public Works XTS 5000 Flash Upgrade .................. ............................... 2 -8 2.1.15 Santa Ana Public Works XTS 2500 Flash Upgrade .................. ............................... 2 -8 City of Santa Ana MCC7500 P25 Dispatch Migration and Subscribers 02 April 2015 Use or disclosure of this proposal is subject to the restrictlons on the cover page. 4) Motorola solutions Confidential Restricted Table of Contents I 55A -68 Section 3 AcceptanceTest Plan .. ............. ............................................. -....................................................... 3 -1 3.1 MCC 7100/7500 Trunked Resources ............................................... ............................... 3-1 3.1.1 Instant Transmit .................. ... ............... ............................................................... ......... 3 -1 3.1.2 Talkgroup Selection and Call ........................................................ ............................... 3-2 3.1.3 Emergency Alarm and Call Display Description.. ........ ........................................... 3 -3 VAMultigroup Call ................................... ........................................................... ....... .......3-4 3.1.5 Multi - Select Operation ..................................................... ............................................ 3 -5 3.1.6 Talkgroup Patch ........................................... ...................................... .............. ......... ...3 -6 31.7 Console Priority ........................................................................... ............................... 3 -7 3.1.8 Channel Marker ............................................... .......................... ................................... 3 -8 3.1.9 Instant Recall Recorder (IRR) Operation (MCC 7500 only)........ .............................__ 3 -9 3.1.10 Alarm Input / Outputs - Aux 1/0 Option .................................... ............................... 3 -10 3.2 MKM 7000 Console Alias Manager ( CAM) ..................... ................ .............. ............. ..... 3 -11 3.2.1 Alias Display When Using the MKM 7000- .................. ................. ............................ 3-11 3.2.2 Create a new Subscriber Unit ID to Subscriber Unit Alias Mapping - Trunking........... 3 -12 3.2.3 Fault Management of MKM 7000 and MCC 7100/7500 Link ....... ............................... 3 -13 3.2.4 Create Subscriber Unit ID to Subscriber Unit Alias Mapping ....... ............................... 3 -14 3.3 MCC 7100/7500 Conventional Resources ...................................... ............................... 3 -15 3.31 Enhanced CCGW Analog Audio Logging ......................................... .......................... 3 -15 3.4 Signoff Certificate ........................................................................... ............................... 3 -16 Section 4 Statementof Work ........................................................................................... ............................... 4 -1 4.1 Overview .......................................................................................... ............................... 4 -1 4.2 Assumptions ........................................................................................ ............................4 -1 4.3 Contract, ............ ........................... .............................. ......... .................................. 4-3 4.3.1 Contract Award ( Milestone) ......................................................... ............................... 4-3 4.3.2 Contract Administration ................................................................ ............................... 4 -3 4.3.3 Project Kickoff .............................................................................. ............................... 4 -3 4.4 Contract Design Review ..................... .......... ...................................................... .............. 4 -4 4.4.1 Review Contract Design . ......... ........................ ................................. ............................ 4 -4 4.4.2 Design Approval ( Milestone) ......................................................... ............................... 4.5 4.5 Order Processing ............................................................................. ............................... 4 -5 4.5.1 Process Equipment List ................................................................ ............................... 4-5 4.6 Manufacturing and Staging ............................................................... ............................... 4 -6 4.6.1 Manufacture Motorola Fixed Network Equipment.. . ...................................................... 4 -6 4.6.2 Manufacture Non - Motorola Equipment ......................................... ............................... 4 -6 4.6.3 Ship to Staging ( Milestone) ........................................................... ............................... 4 -6 4.6.4 Stage System ............................................................................... ............................... 4 -6 4.6.5 Perform Staging Acceptance Test Procedures ............................. ............................... 4 -7 4.6.6 Ship Equipment to Field.. ..................................................................................... ....... 4 -7 4.6.7 CCSi Ship Acceptance ( Milestone) ............................................... ............................... 47 City of Santa Ana MCC7500 P25 Dispatch Migration and Subscribers 0 Motorola Solutions Confidential Restricted 55A -69 02 April 2015 Use or disclosure of this proposal Is subject to the restrictions on the cover page. Table of Contents li 4.7 Develop Templates .......................................................................... ............................... 4 -7 4.7.1 Develop Templates ........ ........ ............................................... ... .................................... 4 -7 4.8 Civil Work for the Customer - Provided Facilities ............................... ............................... 4 -8 4.9 System Installation ........................................................................... ............................... 4 -9 4.9.1 Install Fixed Network Equipment .................................................. ............................... 4 -9 4.9.2 Fixed Network Equipment Installation Complete .............................. ... ............... ..... ... 4 -10 4.9.3 Console Installation .................................................... ............................ ............... ..... 4 -10 4.9.4 Console Installation Complete ... ............................ ... .................. .......... ...................... 4 -10 4.9.5 Control Station Installation .................................................. ............. ...... .................... 4 -10 4.9.6 System Installation Acceptance Milestone ( )......,........................ .4 -11 4.10 System Optimization ..................... ............... ............................... ..4 -11 4.10.1 Optimize System FNE ........................................................... ................ . .... .. ... ....... 4 -11 4.10.2 Link Verification ......... ............................................................................................. 4 -11 4.10.3 Completion Criteria:.................................................................... ...........................4 -11 4.10.4 Optimization Complete .................................... ................................ .......................4 -11 4.11 Training .... ................................................................................. ........ ............. .............. 4 -12 4.12 Audit and Acceptance Testing ............................................... 4-12 4.12.1 Perform R56 Installation Audit .................. ................. ... .................... I........ .... I....... 4 -12 4.12.2 Perform Equipment Testing ......................................................... ...........................4 -12 4.12.3 Perform Functional Testing ........... .................... ................. ................................. ...4 -12 4.12.4 System Acceptance Test Procedures (Milestone) .... ...................... ........................ 4 -13 4.13 Finalize ............................ ................... ............................... 4 -13 4.131 Cutover ......................................................... ....................................... ............... ... 4 -13 4.13.2 Resolve Punchlist ......... .......... ... ....................... ..................................... ....... .........4 -13 4.13.3 Transition to Service /Project Transition Certificate .................. ............................... 4 -14 4.13.4 Finalize Documentation ..... ............ .................................................. ....................... 4 -14 4.13.5 Final Acceptance Milestone ................................................. 4-14 4.14 Project Administration ..... ................ ............................................................................... 4 -15 4.14.1 Project Status Meetings .............................................................. ...........................4 -15 4.14.2 Progress Milestone Submittal ...... ........................................................................... 4 -15 4.14.3 Change Order Process ........ .......... ............................................................ ......... ...4 -15 Section S Warranty and Maintenance Services ............................................................... ............................... 5-1 5.1 Warranty and Maintenance ...................... ...................... ..................................... ............. 5 -1 5.2 The Motorola Service Delivery Team ............................................... ............................... 5 -1 5.2.1 Account Services Manager ......................................................... ............................... 5 -1 5.2.2 Motorola System Technologists ................................................... ............................... 5 -1 5.2.3 Motorola System Support Center ................... ................ .......... ........ ............................5 -2 5,2.4 Motorola Local Service Provider ................................................... ............................... 5 -2 5.2.5 Warranty Services .................................. .................................................................... 5 -2 5.2.6 Dispatch Service ............. ............... .. .............................. .............................................. 5 -2 5.2.7 Technical Support Service ............................................................... ............................5 -2 City of Santa Ana MCC7500 P25 Dispatch Migration and Subscribers Motorola Solutions Confldsntlaf Restricted 55A -70 02 April 2015 Use or disclosure of this proposal is subject to the restrictions on the cover page. Table of Contents iii 528 Infrastructure Repair ............................................ ........................................................ 5 -3 5.2.9 Infrastructure Repair with Advanced Replacement ....................... 5 -3 5.2.10 On-Site Infrastructure Response .............................................. ............................... 5 -3 5.2.11 Network Preventative Maintenance .......................................... ............................... 5 -3 5.2,12 Optional Post Warranty Services .............................................. ............................... 5 -4 5.3 Summary of Warranty and Optional Post - Warranty Service ............. 5 -4 Section 6 ProjectSchedule ............................................................................................. ............................... 6 -1 Section 7 PricingSummary .............................................................. ............................... 7-1 7.1 POLICE MCC7500 Consoles, Mobiles, Portables and Flash Upgrades pricing summary. 7-1 7.2 Public works Mobiles, Portables, Consolettes and Flash Upgrades pricing summary ...... 7 -3 Section 8 Termsand Conditions ..................................................................................... ............................... 8 -1 City of Santa Ana MCC7500 P25 Dispatch Migration and Subscribers Motorola Solutions Confidential Restricted 55A -71 02 April 2015 Use or disclosure of this proposal Is subject to the restrictions on the cover page. Table of contents Iv SECTION 1 S*Yj'STEM DESCRIPTION 2 Motorola is pleased to provide the City of Santa Ana (Santa. Ana) with a proposal to replace their existing legacy dispatch operator positions with our ASTRO® 25 series MCC 7500 IP Dispatch Console. The new MCC 7500 Dispatch Consoles sub - system will Connect to the Orange County ASTROC 25 Master Site. The MCC 7500 Dispatch Console will provide the City of Santa Ana with scalable, flexible system architecture, sophisticated network management and security, and an easy migration to future capabilities. This proposal also includes the following subscriber radio equipment (no services) for the City of Santa Ana Police Department and Public Works: City of Santa Ana Police Department subscribers: (333) APX 6000 with encryption • (166) Hot Red Receiver Mobile Red. APX 6500 without encryption a (166) Hot Red Receiver Mobile Green APX 6500 with encryption (34) Hot Red Receiver Motorcycle Red APX 7500 without encryption i (34) Hot Red Receiver Motorcycle Green APX 7500 with encryption (8) APX 7500 consolettes with encryption (194) XTS 5000 flash upgrade with encryption (8) XTL 5000 flash upgrade with encryption City of Santa Ana Public Works subscribers: (108) APX 4000 without encryption (38) APX 6500 without encryption (3) APX 7500 consolettes without encryption (8) XTL 5000 flash upgrade to P25 without encryption (6) XTL 2500 flash upgrade to P25 without encryption The system description section of the proposal expands on the operation, specifications, and equipment of each component of the proposed solution. @ � Motorola's proposed dispatch solution for the City of Santa Ana features our MCC 7500 Dispatch Console, offering IP -based seamless connectivity between the Santa Ana's dispatch operators and field personnel. The proposed solution will provide City of Santa Ana with a scalable design, flexible system architecture, sophisticated network management, and an easy migration path to fitture capabilities. City of Santa Ana MC07500 P25 olspatch Migration and Subscrlbers 02 April 2015 Use or disclosure orthis proposal is subject to the restrlctlons on the cover page. Motorola Solutions Confidential Restricted 55A -72 System Description 1 -1 MCC 7500 Console Configuration For City of Santa Ana The proposed sohition includes seven (7) MCC 7500 Dispatch Console's designed to interface with the existing Orange County ASTROV 25 system. All of the dispatch positions will be located at Santa Ana's dispatch. The proposal details the functionality of the following included components, Licenses (7) MCC 7500 advanced conventional licenses 0 (7) MCC 7500 tranking licenses (7) MCC 7500 secure operation with AES and DES -XL algorithms (2) MCC 7500 master site add -on console licenses (3) UNC device licenses City of Santa Ana MCC 7500 -based dispatch site: • (7) MCC 7500 Operator PC (7) 22" Non -Touch Monitor • (7) MCC 7500 Voice Processor Module (VPM) Y (14) Headset Jacks (14) Single Muff Noise Cancelling Headsets (21) Desktop Speakers (7) Single Pedal 24" Wide Footswitch 4 (7) Dual Instant Recall Recorder (IRR) a (2) Motorola GGM 8000 Gateways • (2) Site Ethernet LAN Switches (1) GCP 8000 Conventional Site Controller (4) Enhanced Conventional Channel Gateways (1) MI{M 7000 Console Alias Manager (1) SDM 3000 AUX I/O Terminal Units • (1) SDM 3000 AUX FO Expansion Spares An MCC 7500 system diagram is shown in Figure 1 -1. City of Santa Ana MCC7500 P25 Dispatch Migration and Subscribers 02 April 2015 Use or disclosure of this proposal Is subject to the restrlctlons on the cover page. Motorola solutions Confidonttal Restricted 55A -73 System Description 1.2 1.3 r-- -- ------------- - - - - -I ORANGE COUNTY ASTRC 25 7,12 MASTER SITE I (LOMA RIDGE; I - - - - - - - - - - - -r - - -- - - - - - - - - - 1- - --1 r- I MKN 400Ert6 ROUT0C;L I$ITE:at OUTER SITE sWITCH'Y MCC root f SLTE TWITCH1 :. (CITY _: ^;__ L_ (Gn me<vrYi'eofe.'.''' I 3 ISDN 9000 ^" AU]CIIC CONvLNTIONAI. POOOaA. W' I tlm 5CCG41 I $ITE . (O'[Y 2: �,,OGGEa tOTY 24 SON 900( CONTROLLEP�.,sl� AUXNC E %PAN SID N — J I Olty ! — — — — — � — — — L _ na n�i— — _ - - — — Figure 1 -1: Santa Ana Consote Logical Block Diagram t N,� The MCC 7500 dispatch consoles offers City of Santa Ana the state -of -the -art communications, console management and configuration functionality, dispatch operation, and communications security. 1.3.1 Interoperability Features Motorola's ASTROV 25 product line is specifically designed around APCO P25 standards, All voice messages are digitized and all Land Mobile Radio (LMR) system features are compliant with P25 standards. As part of ongoing enhancements to this solution, Motorola has joined and actively participated in the P25 intomperab'ility committee to ensure continuously improving interoperabllity with the radios of other P25 vendors. ASTRO 25 is also fully Common Air Interface (CAI) compliant. City of Santa Ana MOC7500 P25 Dispatch Migration and Subscribers Motorola can use multiple Santa Ana- furnished interoperability radios to install, configure, and make operational the necessary hardware and software to provide two -way communications between the MCC 7500 dispatch consoles and Mutual Aid channels. As shown in Figure 1 -2, interoperable communications can be provided through a dispatcher - initiated interface (patch) to the Mutual Aid radios. The Motorola Conventional Channel Gateway (CCGW) forms the bridge between the MCC 7500 dispatch console on the ASTRO 25 radio network and the 02 April 2015 Use or disclosure of this proposal Is subjeo[ to the restrictions on the cover page. Motorola Solutions Confidential Restricted 55A -74 System Description 1 -3 Mutual Aid radios. This allows the dispatcher to patch together Mutual Aid radios and required subscribers on the ASTRO 25 system as situations dictate. As an incident occurs, local Mutual Aid agencies can initiate a radio conversation to an MCC 7500 dispatch location via a programmed channel. By selecting an icon on the console monitor, the dispatcher can initiate a patch to an RP channel for first responders as necessary. Incident conversations will be seamless from the moment of the patch initiation, and can be recorded like any talk group conversation within the LMR network. The dispatcher will also be able to take part in and monitor conversations for the duration of the incident, as necessary. Figure 1 -2: Mutual Aid Components 1.3.1.1 Integration with the ASTRO 25 Network The MCC 7500 IP Dispatch Console is designed to integrate seamlessly with the Orange County ASTROO 25 7.13 system. This tight union between radio infrastructure and dispatch console equipment has several operational benefits to the City of Santa Ana. City of Santa Ana MCC7600 P25 Dispatch Migration and Subscribers 02 April 2016 Use or disclosure of this proposal Is subject to the restrictions on the cover page. 0 Motorola Solutions Confidential Restricted 55A -75 System Description 1.4 This modular IP approach substantially reduces the amount of space needed for bacicroom electronics. All dispatch activity is performed over IP. The physical space needed to accommodate the MCC 7500 console position is comparable to that required for a personal computer. Both trunked talkgroups and conventional radii channels can be accessed and controlled from one MCC 7500 IP Dispatch Console over the same network. This reduces overall transport costs and the need for duplicate fixed network equipment. Table 1 -1 outlines the benefits of the MCC 7500's seamless integration to the ASTRO 25 network. Table 1 -1: Benefits of Seamless Integration of the MCC 7500 IP Console with Orange County's ASTRO 25 Network Benefit to City of Sa nta Ana Tight coordination between the IP Subscribers and console operators will be able to network and IP console eliminates the communicate without loss of Information. potential for audio degradation. Emergency calls are prioritized for be able to hear Console operators wilqrn successful delivery regardless of emergency calls from the field. network traffic. Inherent access to all system resources Console operators wil be able to reach out to within the network provides dispatch users in the field, priority to reach any user when needed. Rapid call set up times and quality of The ability to scale th to handle future service, regardless of the size of the capacity, while maintaicient dispatch system. operations, True end -to -end encryption capable Assurance that sensitate communications will from the subscriber to the console r emain secure, from t in the field to the console operator position, enhancing dispatch operator operational security Improved bandwidth efficiencies reduce Ongoing cost savings ta Ana. transport costs. 1.3.1.2 Connection to ASTRO 25 System Details on the connectivity between the MCC 7500 dispatch console and the ASTRO 25 system are described below. Dual Site Link The MCC 7500 dispatch console site for City of Santa Ana is remote from the core site and is provided with redundant site links to provide path diversity. The console site has two logical connections to the Orange County Master Site, with each connection using a different core router. Each console site gateway provides an interface that handles all of the IP Network Management traffic between the MCC 7500 dispatch console center and Orange County ASTRO 25 system's core site. Orange County is responsible to provide two (2) T1 links to connect to the Santa Ana's dispatch center based on the requirements below: City of Santa Ana MCC7500 P25 Dispatch Migration and Subscribers 02 April 2015 Use or disclosure of this proposal Is subject to the restrictions on the cover page. 0 Motorola Soludons Confldentlai Rastricted 55A -76 System Description 1 -5 1,3,1.3 1.3.2 o!' r_.— O-t- - RCp 1x10 Stratum Level 2 or Better Max. Delay 5 milliseconds (ms) Availability 99.999% Line Coding B8ZS (bit 8 zero substitution) Signaling Clear Channel Compression None Framing ESF (extended super frame) Pulse Amplitude 0 dBdsx (3,10V +/- 0.3V or 6V P -P) Dry or Wet Dry, No voltage ( -48 VDC or other) Present ''Public Safety Grade Circuits — Red Tag Status LAN Switch The site LAN switch provides LAN interfaces for dispatch site equipment and a LAN port for the link to the core site, Through the switch, service technicians can access the system's configuration manager and service the equipment, Dual LAN switches have been provided to ensure dispatch functionality is not completely lost in the event of a LAN switch failure. Voice Encryption The MCC7500 provides true end -to -end encryption from the subscriber to the console operator position, enhancing operational security. This assures that sensitive, private oemrurmications will remain secure, from the user in the field to the console dispatch operator. AES and DES -XL encryption algorithms have been included in the proposal. Console Operations The MCC 7500 dispatch console is designed to provide mission - critical audio between the dispatch console and users in the field. It is optimized for real - time audio, prioritizing emergency calls over other traffic, minimizing voice queuing, and transmitting calls in 450 milliseconds or less. Using robust e1Tor mitigation to maintain call quality even when the systern'is heavily loaded, the MCC 7500 dispatch console reduces communication errors that may force dispatch console operators to repeat their transmissions. City of Santa Ana MCC7500 P25 Dispatch Migration and Subscribers 02 April 2015 Use or disclosure of this proposal is subject to the restrictions on the cover page. Motorola solutions Confidential Restricted 55A -77 Systern Description 1 -6 13.2.1 Dispatch Interface The MCC 7500 dispatch console's graphical user interface (GUI) optimizes user efficiency. It is designed to display the maximum number of resources a dispatch operator is able to easily view and control. The City of Santa Ana can customize the MCC 7500 dispatch GUI by agency or by individual user to meet their dynamic needs and requirements. Elite Dispatch Graphical User Interface The MCC 7500 dispatch GUI is an enhanced version of Motorola's Gold Elite Dispatch GUI. For existing Gold L`+lite users, the GUI allows a smooth transition and minimal training for radio dispatch operators, For new users, the graphical icons and customization options make the MCC 7500 dispatch console GUI easy to learn and operate. An example of the MCC 7500 dispatch GUT is shown in Figure 1 -3. Figure 1 -3: The MCC 7500 dispatch GUI delivers critical real-time Information Is delivered to the console operator when and where they need it Based on operator preferenee, the MCC 7500 dispatch GUT can be customized to show details of trun ked and conventional RF charnels on a per - channel basis. Various controls can be highlighted, such as patch status, frequency select, coded /clear select, and individual volume control. Per - channel controls can be fully or partially shown, or hidden to save space on the screen. Busy dispatch operators can respond to a missed call by simply clicking on an entry in the Activity Log. The number of calls and call information displayed in the Activity Log is customizable to suit the needs of the user. The status of auxiliary inputs and outputs can be conveniently interpreted from the GUI with the use of familiar graphical icons, such as a door shown open or closed. City of Santa Ana M007500 P25 Dispatch Migration and Subscribers 02 April 2015 Use or disclosure of this proposal Is subject to the restrictions on the cover page, System Description 14 Motorola Solutions Confidential Restricted 55A -78 1.3.2.2 Standard Radio Transmission and Reception A typical MCC 7500 dispatch console has two speakers, one for selected audio and the second for all remaining unselected audio. Additional speakers can be added to the console, allowing dispatch operators to configure a specific speaker for a set of designated audio sources. This simplifies multitasking between multiple audio sources, allowing flexibility in the way the audio is presented to the dispatch operator, Receiving Calls from the Field and Other Dispatch Operators Dispatch operators have great flexibility as to how to hear calls from field radio users and other dispatch operators. Each console dispatch operator can define his or her own audio reception profile. They can select a single audio source, whether conventional or talkgroup, to be heard on a selected speaker ( "Single Select "). The dispatcher can also define groups of radio resources that can all be heard on a selected speaker ( "Multi - Select "). Initiating Calls to the Field and Other Dispatch Operators The dispatch operator has several different ways of initiating a call. In most circumstances, a "General Transmit" is appropriate. With the general transmit, the dispatch operator selects a resource on the console and activates the transmission through a footswitch, headset transmit button, or a microphone transmit button. If the dispatch operator needs to quickly transmit on a resource, they use the "Instant Transmit" function, which activates the resource regardless of whether it is selected. To prevent accidental activation of "Instant Transmit," it can be limited through an "Instant Transmit Safety Switch," which must be pressed prior to activation of "Instant Transmit." Making Calls to the Field and Other Dispatch Operators The dispatch operator can transmit audio in different ways, depending on who they need to speak with and how important that communication is. Most basically, they can make calls to all users listening to a specific conventional radio resource or a specific trunking talkgroup. When multiple resources are required, the operator can select additional talkgroups and/or conventional channels as needed for the call using the multi- select feature. 1.323 Dispatch Audio Experience Emergency Alarms The MCC 7500 dispatch console is capable of monitoring radio subscribers for user initiated emergency activations. On subscriber radios that are equipped and programmed to transmit an emergency alarm, the MCC 7500 dispatch console detects that this emergency has occurred and displays the emergency on operator positions that are preprogrammed to receive the emergency notification. Operator positions can be programmed to either receive the emergency or to completely ignore it. In the event of an emergency condition from a radio user, all programmed consoles will give both an audible and visual indication of the event. The dispatch operator can then silence the emergency leaving the visual indication on the screen indicating information on the initiating radio allowing the call to be handled and dispatched appropriately. Once an emergency is received all programmed operator positions will give the audible and visual indication of the event. Any one of these operator positions has the ability to silence the emergcney at only their position or for all operator positions on the system. City of Santa Ana MCC7500 P25 Dispatch Migration and Subscribers 02 April 2015 Use or disclosure of this proposal Is subject to the restrictions on the cover page. Motorola Solutions Confidential Restricted 55A -79 System Description 1 -8 Tn the event of a system that all channels are busy at the RF site that receives the emergency, that event is automatically given a Priority Level 1. This is the highest priority possible, putting the emergency call at the top of any busy queue. The emergency call will be given the next available voice channel at that site bumping all non- emergency calls in the queue. Desktop Speakers Each dispatch console is capable of supporting up to four audio speakers. In this design, three speakers are included per position. These speakers supply audio for select /tmselect, as well as pre- determined audio sources to specific monitor speakers, each of which transti is unique audio —that is, an audio source cannot appear in multiple speakers at a single dispatch console. Monitor speakers — can tie specific talkgroups to a certain speaker, such as all fire resources to speaker 3. Each speaker has individual volume controls, and contains an amplifier that provides a maximum of 2 Watts of power output. Speakers are self- contained units, and can be placed on a desktop, mounted in a rack/furniture, mounted on a wall, or mounted on a computer monitor. Headset Jack Each dispatch console is capable of supporting up to two headsetjacks. A headset jack allows a dispatch console user to use a headset while operating the dispatch console. Each headset can either be connected to the console for supervisory applications, or to a desk telephone. The equipment design proposed includes two headsetjacks per operator. The headset jack contains two volume controls: one for adjusting the level of received radio audio and one for adjusting the level of received telephone audio. The headset jack supports headsets which use either PJ7 (6 -wire) or PT327 (4 -wire) longframe connectors (6 -wire headsets have a PTT button while 4 -wire headsets do not have a PTT button), Headset Base The PIeadset Base consists of an audio amplifier, a push -to -talk switch and a long cord with a PJ7 long frame connector at the end. Footswitch Each dispatch console is capable of a single pedal footswitch. The footswitch can be configured to control general transmit function. Instant Recall Recorder Port (for Radio) Short -term, console - specific audio recording is a mechanism used to record a portion of the inbound audio present on a specific dispatch console and make it readily available to the dispatch console user. This recorded audio is retained by the recording system for a short period (typically about 60 minutes) and is easily played back by the dispatch console user. This allows the dispatch console user to replay received audio that the user may have missed. The instant recall recorder port (for radio) allows an instant recall recorder to be connected to a dispatch console. The post provides an output containing the receive radio audio on the selected channels, Transmit audio of any type (from either this dispatch console or a parallel dispatch console) as well as tones generated by the dispatch console (emergency tones, callback tones, busy tomes) are not included in the audio output. City of Santa Ana MCC7500 P25 Dispatch Migration and Subscribers 02 April 2015 Use or disclosure or this proposal is subject to the restrictions on the cover page, aMotorola Solutions Confidential Restricted 55A -80 System Descrlptlon 1 -9 Dispatch console generated tones (e.g., emergency alarm tones, trunking busy tones, error tones, etc,) are not included in the audio appearing at the analog audio output. This is done so that they do not interfere with the dispatch console user's ability to understand the voice audio that was recorded. 1,324 Radio Patch Control MCC 7500 console users can patch commrmication between trunked and/or conventional radios that are normally unable to communicate with each other due to different features, programming, or even different frequency bands. A patch group is a group of linked resources that can both receive messages from a console and transmit to all other members of the patch group. The MCC 7500 supports a maximum of 16 active patch groups. Setting up a Standard Patch A dispatch operator can set up a standard patch between tnmked resources and/or conventional resources. After the patch is created, the dispatch console transmits all audio on one resource to all other resources in the patch group. Patched radio users see the ID or alias of the other patched radio($), as opposed to that of the console, provided that the radio subscriber is capable of displaying IDs. This m nimizes confusion and the need for the dispatch operator to intervene in the call. Patches are automatically re- established if interrupted so the MCC 7500 user can concentrate on continuing operations. Pro - Defined Patches Patches can also be pre - defined, and be automatically re- initiated each time a dispatch console computer is restarted ( "Patch Auto - Start "). Using Multi - Select The Multi - Select feature allows a dispatch console to define groups of selected radio resources. When a Multi - Select group is opened, all of the resources in the group are simultaneously selected. Resources can be added or removed from a Multi- Select group while it is open or while it is closed. The Multi- Select feature; • Selects multiple resources simultaneously. • Defines and stores groups of resources so that multiple resources can be conveniently selected and deselected. 1.3.2.5 Call Management and Control Automatic Prioritization of Calls Calls on the MCC 7500 dispatch console are prioritized through a transmission hierarchy. Calls from primary supervisors take priority over those from secondary supervisors, which in turn take priority over non - supervisors, Instant Transmit or All- Points Bulletin (APB) transmissions, regardless of whether they are from a supervisor, will tale priority over general or patch transmissions. Multiple dispatch console operators can be designated as primary supervisors on the same system, which is useful when multiple agencies share one system, each with their own primary supervisor. Console supervisors have the capability to disable and enable operator console functionality as necessary. City of Santa Ana MCC7500 P25 Dispatch Migration and Subscribers Motorola Solutions Confldentlal Restricted 55A -81 02 April 2015 Use or disclosure of this proposal Is subject to the restrictions on 1ho cover page. System Description 1,10 Manual Prioritization of Calls "System Access Priority Select" allows a dispatch operator to prioritize trunked resources on the system as either "normal" or "tactical." A dispatch operator can change the priority of a tranked resource to tactical in order to give the resource a better chance of gaining comnn nication access on a busy system. Only emergency calls have a higher priority than tactical. When the System Access Priority status of a resource is changed, it is updated at all dispatch consoles in the systems that are monitoring that trunked resource. MKM 7000 Console Alias Manager Motorola has included in the proposal a MKM 7000 Console Alias Manager (CAM). The MKM 7000 manages the radio unit ID aliases that are displayed on MCC 7500 dispatch consoles. It enables agencies that are sharing a radio system to make changes to the aliases that are displayed on their dispatch positions and logging recorders, without affecting the aliases displayed on the dispatch positions and logging recorders of other agencies on the system. A typical dispatch console uses many types of aliases to nuke it easier for dispatchers to do their jobs by providing meaningful, descriptive names instead, of numeric ID numbers for different resources on the console. For example, aliases are used for: • Trunldng talkgroups and conventional channels • Aux FOS • Secure keys used for voice encryption • Frequencies on multi- frequency conventional channels • PL codes on conventional channels using PL Preconfigured pages s Radio unit IDs (also called radio PTT IDs) Most of these aliases are defined when the console is first installed and rarely or never change. But, radio unit IDs can change more often and thus need a way to easily make changes. The MKM 7000 Console Alias Manager satisfies this need. 1A MCC 7500 DISPATCH CONSOLE COMPONENT DESCRIPTION An MCC 7500 Dispatch IP Console consists of the following elements: • Operator position computer • Voice Processing Module (VPM) • Auxiliarylnput /Outputs • histant Recall Recording (IRR) • Networkequipment • Conventional Channel Interface equipment This section discusses the various components that make up the proposed MCC 7500 D ispatch Console system, Figure 1 -4. These components are connected together and to the rest of the ASTRID 25 system on an IP network via console site routers and switches. The MCC 7500 Dispatch Console functions as an integrated component of the total radio system, fully participating in system level features such as end -to -end encryption and agency partitioning. Since the network is IP- based, the system's interfaces and components can be distributed physically throughout the network. Logging components can be centrally located at the zone core or distributed at console sites. CCGWs can be located at conventional -only RF sites, at trunking RF sites, the City of Santa Ana MCC7500 P25 Dispatch Migration and Subscribers 02 April 2015 Use or disclosure of this proposal Is subject to the restrictions on the cover page. Q Motorola Solutions Confidential Restricted 55A -82 System Description 1 -11 master site, or at console sites with conventional stations. Aux UO Servers can be placed anywhere in the zone, closest to where they are needed. Figure 1.4: Typical Motorola MCC 7500 Dispatch Console Hardware Architecture 1,4,1 Operator Position Components MCC 7500 operator positions connect directly to the radio system's IP transport network without gateways or interface boxes. Audio processing, encryption, and switching intelligence for dispatch are performed within each software -based operator position, without additional centralized electronics. An MCC 7500 operator position consists of a computer, a Voice Processing Module (VPM), one select spealcer, up to three unselect speakers, a desktop gooseneck microphone and/or headset j ack box with in -line PTT amplifier and headset, and optional footswitch. Voice Processing Module (VPM) 'r ;F x Typical MCC 7500 Operator Position Components The VPM provides vocoding and audio processing services for the dispatch console. It connects to the console site LAN switch and communicates with the dispatch console PC via Ethernet. Each operator position includes a PC and a dedicated VPM. The VPM also provides connections for analog devices to be connected to the digital console. The VPM has connectors for the following devices: 02 April 2015 City of Santa Ana use or disclosure of this proposal is subject MICC750o P25 Dispatch Migration and Subscribers to the restrictions on the cover page. Motorola Solutions Confidential Restricted 55A -83 System Description 1 -12 Desktop Desktop speakers Dispatch Microphone Monitor console PC Analog VPM y--� FRcl H-I locd la99gnp Rewltler II Raul r E%lemel Pacing Enma, Esy'd Ec able '71 Etlerne17elepinna ayelem cable ed,ernaf Analog Cable HeadseW acks � " ... gq LAN Consola Slte Jim swrrw.w. Switch Router MCC 7500 � Canaala Dispatch Site Link Consoles ^^��Ethernet Cables per (WAN) Dispatch Console Figure 1.4: Typical Motorola MCC 7500 Dispatch Console Hardware Architecture 1,4,1 Operator Position Components MCC 7500 operator positions connect directly to the radio system's IP transport network without gateways or interface boxes. Audio processing, encryption, and switching intelligence for dispatch are performed within each software -based operator position, without additional centralized electronics. An MCC 7500 operator position consists of a computer, a Voice Processing Module (VPM), one select spealcer, up to three unselect speakers, a desktop gooseneck microphone and/or headset j ack box with in -line PTT amplifier and headset, and optional footswitch. Voice Processing Module (VPM) 'r ;F x Typical MCC 7500 Operator Position Components The VPM provides vocoding and audio processing services for the dispatch console. It connects to the console site LAN switch and communicates with the dispatch console PC via Ethernet. Each operator position includes a PC and a dedicated VPM. The VPM also provides connections for analog devices to be connected to the digital console. The VPM has connectors for the following devices: 02 April 2015 City of Santa Ana use or disclosure of this proposal is subject MICC750o P25 Dispatch Migration and Subscribers to the restrictions on the cover page. Motorola Solutions Confidential Restricted 55A -83 System Description 1 -12 • One desktop microphone • Two heads ctjacks • Four desktop speakers • Logging recorder • Radio instant recall recorder • External telephone set • External paging encoder • Footswitch • Generic transnut audio input Some of the connectors listed above can be used to provide audio inputs and outputs for connecting other types of dispatch consoles to the Motorola radio system in conj unction with the Motorola MCC 7500 Dispatch APIs. The secure card provides encryption and decryption set-vices for the dispatch console. It is capable of supporting multiple, simultaneous encryption/decryption sessions using multiple algorithms and multiple secure keys. Personal Computer (PC) The dispatch console uses a customized Motorola - certified HP Z420 PC running the Microsoft Windows operating system, containing a Motorola - designed voice card and a Motorola- designed secure card. The PCs used in ASTRO 25 systems have a mini -tower fonn factor. The PCs are processed through Motorola factories in Schaumburg so that the application software, voice cards, and secure cards can be installed and tested to ensure they are operating properly. 1,4,2 Auxiliary Inputs and Outputs Included in the proposed dispatch solution is an Auxiliary Input /Output server. AUX 1/0 enables console operators to control and monitor externaL devices, such as doors and lights, from the console user interface. Multiple dispatch consoles anywhere in the network may monitor and control the same relay output and/or external inputs. Changes are indicated across all dispatch consoles simultaneously. Custom zable graphic icons are also used to provide a visual indication of both the function and state of external inputs. The contact closures and input buffers required to interface to these devices are housed in Remote Terminal Units (RTUs). These RTUs can be physically located close to where they are needed, at any console site or RF site. The dispatch consotes and RTUs communicate with each other across the radio system's IP transport network. Individual relay outputs can be configured so that they require a safety switch to be, pressed before they respond to any commands from the dispatch console user. Supported Aux 1/0 Configurations The following Aux 1/0 configurations are supported. Momentary Input This is an input where the user interface always shows the true state of the input. 02 April 2015 City of Santa Ana Use or disclosure of this proposal Is subJect MCC7500 P25 Dispatch Migration and Subscribers to the restrictions on the cover page. w System Description T -13 Motorola solutions Confidential Restricted 55A -84 1.4.3 Aux o Configuration Description This Is an input where the user interface does not necessarily show Latched Input the true state of the Input. When the input goes active, the user interface shows the state as active. The display will continue to show the state as active even if the input changes to the inactive state. A dispatch console user must manually reset the display to return it to the inactive state, Momentary Output This output relay is activated when the dispatch console user presses the button on the user interface and deactivated when the dispatch console user releases the button. Latched Output This output relay changes state only when the dispatch console user presses the button. Interlocked Latched This latched output relay is part of a group of latched output relays. Output Only one of the relays in the group may be active at a time. Interlocked relays work in a "break before make" fashion; that is, the previously active relay is deactivated before the new relay is activated. Conventional Channel Gateway Equipment Conventional Charnel Gateways (CCGWs) are used to interface analog and ASTRO 25 conventional channels to the ASTRO 25 radio system infrastructure. CCGWs provide 4 -wiry analog interfaces for analog charnels and V.24 and IP digital interfaces for ASTRO 25 conventional channels. The platform that is hosting a CCGW may be solely dedicated to that task or it may also be used as a console site router or an RF site router, provided the WAN link is not redundant. The enhanced GGM 8000 -based CCGW is available for interfacing to conventional channels. The enhanced CCGW can support combinations of analog, MDC 1200, ACIM Link, digital and mixed mode channels simultaneously. Conventional Site Controllers The conventional site controller allows dispatch console users to continue to access and control local conventional channels if connectivity to the radio system's controller is lost. This mode of operation is often called "fallback operation" or "site conventional operation". The conventional site controller is comprised of the GCP 8000 site controller hardware with different software to provide the conventional capabilities. When used as a conventional site controller, the GCP 8000 site controller is outfitted with a single site controller module rather than two site controller modules. Only one conventional site controller is required per console site or conventional subsystem. This single conventional site controller is capable of supporting the full set of dispatch consoles, archiving interface servers and CCGWs that can be placed in a console site or conventional subsystem. Motorola is providing one (1) Conventional Site Controller at Santa Ana. Features Supported in Fallback Operation While in fallback operation, the dispatch consoles continue to support the vast majority of their capabilities and features, The following general feature groups are supported: • Station Control Features on Conventional Channels • Main /Alternate Conventional Channel Interfaces • Integrated Paging Encoder (analog channels only) • Channel Marker City of Santa Ana MCC7500 P25 Dispatch Migration and Subscribers 10 Motorola solutions confidential Restricted 55A -85 02 April tot e Use or disclosure of this proposal is subject to the restrictions on the cover page. System Description 1 -14 • Alert Tones • RE Cross Mute • RF Cross Busy • Acoustic Cross Mute • Patch • Select and Multi- Select • Aux 1/Os (that are located at the console site) • Call Alert (ASTRO 25 Conventional channels only) • Emergency Call (ASTRO 25 Conventional channels only) 1.5.1 APX 7500 Consolettes Eight (8) APX 7500 consolettes have been included in this proposal for the Police Department and three (3) APX 7500 consolettes for Public Works have been to provide backup communications for the City of Santa Ana dispatchers. Each consolette comes with a front panel equipped with a LCD display, numeric APX 7500 consolette keypad, programmable buttons, VII meter, internal local speaker, auxiliary display, keyload port, W &D port, and a myriad of ports for additional control and programming. Every APX 7500 consolette has a dedicated logging port for use with logging recorders. Each consolette can be connected to the proposed GGM 8000 Conventional Channel Gateways (CCGWs), allowing dispatchers to communicate with field users in the unlikely event that the dispatch center loses connectivity to the system core. The proposed APX 7500 consolettes will be re -using the Santa Ana's antenna system. City of Santa Ana MCC7500 P25 Dispatch Migration and Subscribers 02 April 2015 use or disclosure of this proposal is subject to the restrictions on the cover page. Motorola Solutions Confidential Restricted 55A -86 System Description 1 -15 SECTION 2 EQUIPMENT LIST 2,1.1 2.1.2 orange County Licenses for Santa Ana 1 SQM01SUM0239 MASTER SITE CONFIG UPGRADE 1 CA0099OAK NM /ZC LICENSE KEY 7.13 1 CA00997AK UCS LICENSE KEY 7.13 2 CA02105AA MCC7500 /MCC7100 CONSOLE LIC 3 CA01316AA ADD: UNC ADDTL DEVICE LIC (QTY 10) Santa Ana Dispatch Positions q i 1 B1905 8 ilia, # MCC 7500 ASTRO 25 SOFTWARE 7 81933 MOTOROLA VOICE PROCESSOR MODULE 7 CA01542AA ADD: MCC 7500 BASIC CONSOLE FUNCTIO 7 CA01644AA ADD: MCC 7500 /MCC 7100 ADV CONVL O 7 CA01643AA ADD: MCC 75001 MCC 7100 TRUNKING 7 CA00147AF ADD: MCC 7500 SECURE OPERATION 7 CA00182AB ADD: AES ALGORITHM 7 CA00144AC ADD: DES -XL ALGORITHM 7 CA00140AA ADD: AC LINE CORD, NORTH AMERICAN 7 DS22WBLK 22 INCH WIDE NON -TOUCH MONITOR, BLA 7 TT2538 Z420 LOW TIER WORKSTATION WINDOWS 7 7 T7449 WINDOWS SUPPLEMENTAL TRANS CONRG 7 DSRMP615A SPD, TYPE 3,120V RACK MOUNT, 15A P 21 81912 MCC SERIES DESKTOP SPEAKER 14 81913 MCC SERIES HEADSET JACK 14 RLN6098 HOST MODULE BASE WIPTT, 15' CBL 14 RMN5078B SUPRAPLUS NC SINGLE MUFF HEADSET 7 DQACM3151 TRANSMIT FOOT SWITCH 7 T7885 MCAFEE WINDOWS AV CLIENT 7 DDN1245 DUAL IRR SW USB HASP WITH LICENSE 7 DDN1895 SOUND BLASTER AUDIGY RX SOUND CARD 7 CDN6673 CREATIVE LABS INSPIRE A60 City of Santa Ana MC07500 P25 Dispatch Migration and Subscribers 4) Motorola solutions Confidential Restricted 55A-87 02 April 2015 Use or disclosure of this proposal Is subject to the restrictions on the cover page. Equipment List 2 -1 2 CLN1856 2620 -24 ETHERNET SWITCH ? 2 SQM01SUM0205 GGM 8000 GATEWAY 2 CA01616AA ADD: AC POWER 1 F4543 SITE MANAGER BASIC 1 VA00874 ADD: AUX 1 -0 SERV FW CURR ASTRID REL 1 V266 ADD: 90VAC TO 260VAC PS TO SM 3 V592 ADD TERM BLCK & CONN W1 1 F4547 SM 10 EXPANSION BASIC 1 V266 ADD: 90VAC TO 260VAC PS TO SM 3 V592 ADD TERM BLCK & CONN WI 1 T7038 GCP 8000 SITE CONTROLLER 1 CA00303AA ADD: QTY (1) SITE CONTROLLER 1 X153AW ADD: RACK MOUNT HARDWARE 1 CA01136AA ADD: MCC 7500 CONVEN SITE OPER 4 SQM01SUM0205 GGM 8000 GATEWAY ^ 4 CA01616AA ADD: AC POWER 4 CA02141AA ADD: LOW DENSITY ENH CONV GATEWAY 1 BVN1013 MKM 7000 Console Alias Manager Soft 1 TT2538 2420 LOW TIER WORKSTATION WINDOWS 7 1 DS019BLK 19 INCH NON -TOUCH MONITOR, BLACK 1 T7885 MCAFEE WINDOWS AV CLIENT 1 TRN7343 SEVEN AND A HALF FOOT RACK 2 DSRMP615A SPD, TYPE 3,120V RACK MOUNT, 15A P 6 DSTSJ48CLT SPD, RJ -45 OR HARDWIRE CONNECTED FO 1 DSTSJADP RACK MOUNT GROUND BAR, 19 IN FOR TS 3 DSEVNSL0615A1000 'I OOOFT (304.8 -M), CAT6 / 400 MHZ, S 1 CLN1856 2620 -24 ETHERNET SWITCH ? 1 SQM01SUM0205 GGM 8000 GATEWAY 1 CA01616AA ADD: AC POWER 1 81912 MCC SERIES DESKTOP SPEAKER 1 B1913 MCC SERIES HEADSET JACK 1 TT2538 Z420 LOW TIER WORKSTATION WINDOWS 7 1 B1934 MCC 7500 VOICE PROCESSOR MODULE FRU 1 CA00147AF ADD: MCC 7500 SECURE OPERATION 1 CA00182AB ADD: AES ALGORITHM City of Santa Ana MC07500 P25 Dispatch Migration and Subscribers 02 April 2015 Uss or disclosure of this proposal Is subject to the restrictions on the cover page 40 Motorola Solutions Confldenfial Restricted 55A -88 Equipment List 2 -2 2.1.3 2.1.4 w 1 r CA00144AC Mimi as ADD, DES -XL ALGORITHM 1 SQM01 SUM0205 GGM 8000 GATEWAY 1 CA01616AA ADD: AC POWER 1 CA02141AA ADD: LOW DENSITY ENH CONV GATEWAY 1 DLN6569 FRU: GCP 8000 /GCM 8000 1 DLN6898 FRU: FAN MODULE 1 DLN6781 FRU POWER SUPPLY Santa Ana Police Department APX 6000 Subscribers Santa Ana Police Department APX 6500 Mobile Hot Red Receiver Green Subscribers 166 H981JCH9PW7 N APX6000 700 /800 MODEL 3.5 PORTABLE 333 333 0806 ADD: ASTRO® DIGITAL CAI OPERATION 333 H38 ADD: SMARTZONE OPERATION 333 Q361 ADD' P25 9600 BAUD TRUNKING 333 Q15 ADD: AES /DES -XL /DES -OFB ENCRYPTION 333 H869 ENH: MULTIKEY 333 OA01833 ADD: EXTREME 1 -SIDED NOISE REDUCTIO 333 QA00582 ALT: LIION IMPRES 4100 MAH FM /CSA f 333 QA05100 ENH:STD WARRANTY APPLIES -NO SFS 200 WPLN7080 APX 7000 IMPRES CG SU APX7000 US /NA 25 NNTN7073B IMPRES MULTI UNIT CHARGER with DISP 333 PMMN4069A IMPRES RSM, 3.5MM AUDIO JACK 333 NNTN7033A BATT IMP FM RUGGEDIZED LIION 4100M Santa Ana Police Department APX 6500 Mobile Hot Red Receiver Green Subscribers 166 M25URS9PW 1 N M"El i APX6500 71800 MHZ MID POWER MOBILE 166 G51 ENH: SMARTZONE OPERATION APX6500 166 G806 ADD: ASTRO® DIGITAL CAI OPERATION 166 GA00805 ADD: APX 07 CONTROL HEAD. 166 G444 ADD: APX CONTROL HEAD SOFTWARE 166 G851 ADD: AES /DES -XL /DES -OFB ENCRYPTION 166 W969 ADD: MULTIPLE KEY ENCRYPTION OPERAT 166 G361 J ADD: P25 TRUNKING SOFTWARE City of Santa Ana MCC7500 P25 Dlspatoh Migration and Subscribers Motorola Solutions confidential Restricted 55A -89 02 April 2015 Use or disciosi.ire of this proposal Is subject to the restrictions on the cover page. Equipment List 2 -3 2.1.5 2.1.6 166 G67 ADD: REMOTE MOUNT MID POWER 166 G335 ADD: ANT 1/4 WAVE 762 -870 MHZ 166 W22 ADD: PALM MICROPHONE 34 B18 ADD: AUXILARY SPKR 7.5 WATT 166 166 W599 ADD: 8 MODE DIRECT ENTRY 166 GA01115 ADD: DUAL RADIO STACKABLE MP TRUNNI 166 GA01113 ENH: DUAL RADIO OPERATION (PRIMARY 166 GA05100 DEl SFS-STD WARRANTYAPPLIES Santa Ana Police Department APX 6500 Mobile Mot Red Receiver Red Suhscribers Santa Ana Police Department APX 6500 Motorcycle Hot Red Receiver Green Subscribers City of Santa Ana MCC7600 P25 Dispatch Mlgratlon and Subscrlbars 7/800 SINGLE BAND APX7500 ENH: SMARTZONE OPERATION APX ADD: ASTRO® DIGITAL CAI OPERATION ADD: APX 07 CONTROL HEAD, ADD: P25 TRUNKING SOFTWARE Al AES /DES- XL /DES-OFB ENCRYPTION Al MULTIPLE KEY ENCRYPTION OPERAT 0 Motorola SolutlomConfldentialRestricted 55A -90 02 April 2015 Use or disclosure of this proposal is subject to the restrictions on the cover page. Equipment List 2 -4 VM30URS9PWI W969 34 City of Santa Ana MCC7600 P25 Dispatch Mlgratlon and Subscrlbars 7/800 SINGLE BAND APX7500 ENH: SMARTZONE OPERATION APX ADD: ASTRO® DIGITAL CAI OPERATION ADD: APX 07 CONTROL HEAD, ADD: P25 TRUNKING SOFTWARE Al AES /DES- XL /DES-OFB ENCRYPTION Al MULTIPLE KEY ENCRYPTION OPERAT 0 Motorola SolutlomConfldentialRestricted 55A -90 02 April 2015 Use or disclosure of this proposal is subject to the restrictions on the cover page. Equipment List 2 -4 2.1.7 Santa Ana Police Department APX 6500 Motorcycle Hot Red Receiver Red Subscribers M41 1111 "TIM. 34 M30URS9PW1 N G444 ADD: APX CONTROL HEAD SOFTWARE 34 34 G67 ADD: REMOTE MOUNT MID POWER 34 G69 ADD: NO RF ANTENNA NEEDED 34 B18 ADD: AUXILARY SPKR 7.5 WATT 34 G138 ADD: APX MOTORCYCLE CH SFWR 34 W620 ADD: NO MTRCYCLE ENCL NEEDED APEX 34 GA01116 ADD: DUAL RADIO AUDIO COMBINER 34 G90 ADD: NO MICROPHONE NEEDED 34 GA01115 ADD: DUAL RADIO STACKABLE MP TRUNNI 34 GA01113 ENH: DUAL RADIO OPERATION (PRIMARY 34 GA05100 DEL:NO SFS -STD WARRANTYAPPLIES 34 HMN1090 PALM MICROPHONE Santa Ana Police Department APX 6500 Motorcycle Hot Red Receiver Red Subscribers M41 1111 "TIM. 34 M30URS9PW1 N A 7/800 SINGLE BAND APX7500 34 G51 ENH: SMARTZONE OPERATION APX 34 G806 ADD: ASTROan DIGITAL CAI OPERATION 34 G361 ADD: P25 TRUNKING SOFTWARE 34 G88 ADD: APX NO 02/07 CH NEEDED MTCL 34 G444 ADD: APX CONTROL HEAD SOFTWARE 34 G67 ADD: REMOTE MOUNT MID POWER 34 G89 ADD: NO RF ANTENNA NEEDED 34 G90 ADD: NO MICROPHONE NEEDED 34 G138 ADD: APX MOTORCYCLE CH SFWR 34— W620 ADD: NO MTRCYCLE ENCL NEEDED APEX 34 B18 ADD: AUXILARY SPKR 7.5 WATT 34 GA01117 ENH: DUAL RADIO OPERATION (SECONDAR 34 GA05100 DEL:NO SFS -STD WARRANTYAPPLIES 34 H1835 8 MODE DIRECT ENTRY DEK 34 HKN6169B CABLE, REMOTE MOUNT, 5M 34 HMN1090 PALM MICROPHONE City of Santa Ana MC0750D P25 Dispatch Migration and Subscribers 02 April 2015 Use or disclosure of this proposal is subject to the restrictions on the cover page. Motorola Solutions Confidential Restricted 55A -91 Equipment List 2.5 2.1.8 2.1.9 2.1.10 can+ Ann Police Department APX 7500 Consolettes Santa Ana Police Department XTS 5000 Flash Upgrade 1 T6751 Q806 Q361 Q327BG H869BN T7769 CA00182AG T7769 CA00182AG DIGITAL SMARTZONE ADD: SOFTWARE ASTRO DIGITAL CAI OPE ENH: PROJECT 25 9600 BAUD TRUNKING ENH: UPGRADE EXISTING SMARTZONE ADD:MULTIKEY PCMCIA NEW UCM UPGRADE CARD (XTS /XT ADD: AES ENCRYPTION SOFTWARE PCMCIA NEW UCM UPGRADE CARD (XTS /XT ADD: AES ENCRYPTION SOFTWARE 194 194 194 194 1 99 1 95 Santa Ana Police Department XTL 5000 Flash Upgrade City of Santa Ana MCC7500 P25 Dispatch Migration and Subscribers 0 Motorola Solutions Confidential Restricted DIGITAL SMARTZONE ENH:SMARTZONE UPGRADE ENH: ASTRO PROJECT 25 TRUNKING SOFT ENHANCES MULTI KEY OPERATION UPGRAD PCMCIA NEW UCM UPGRADE CARD (XTS /XT ADD: AES ENCRYPTION SOFTWARE 55A -92 02 April 2015 Use or disclosure of this proposal Is subiect to the restrlctlons on the cover page. Equipment List 2 -6 VW969 CA00182AG 8 City of Santa Ana MCC7500 P25 Dispatch Migration and Subscribers 0 Motorola Solutions Confidential Restricted DIGITAL SMARTZONE ENH:SMARTZONE UPGRADE ENH: ASTRO PROJECT 25 TRUNKING SOFT ENHANCES MULTI KEY OPERATION UPGRAD PCMCIA NEW UCM UPGRADE CARD (XTS /XT ADD: AES ENCRYPTION SOFTWARE 55A -92 02 April 2015 Use or disclosure of this proposal Is subiect to the restrlctlons on the cover page. Equipment List 2 -6 2.1.11 2.1.12 Santa Ana Public Works APX 4000 Subscribers P 108 • H51UCF97ENH:STD M M 000 7/800 MHZ MODEL 2 PORTABLE 108 QA02756 600 OR 9600 TRUNKING BAUD SIN 108 QA04865 WO KNOB CONFIGURATION 108 QAOD582 MPRES LI -ION 2300MAH FM (NNTN 108 QA05100 TD WARRANTY APPLIES -NO SFS 108 WPLN42AC 50/60 HZ U S IMPRES SUC 108 PMMN40ES SPEAKER MIC W /VOL, IP57 108 NNTN85IMPRES LIION TIA4950 IP67 2500 Santa Ana Public Works APX 6500 Subscribers 38 M26URS9PW1 IN DESCRIPTIOM APX6500 7/800 MHZ MID POWER MOBILE 38 G51 ENH: SMARTZONE OPERATION APX6500 38 G806 ADD: ASTRO7 DIGITAL CAI OPERATION 38 G361 ADD: P26 TRUNKING SOFTWARE 38 GA00805 ADD: APX 07 CONTROL HEAD. 38 G444 ADD: APX CONTROL HEAD SOFTWARE 38 G67 ADD: REMOTE MOUNT MID POWER 38 G335 ADD: ANT 1/4 WAVE 762 -870 MHZ 38 W22 ADD: PALM MICROPHONE 38 B18 ADD: AUXILARY SPKR 7.5 WATT 38 GA05100 DEL:NO SFS -STD WARRANTYAPPLIES City of Santa Ana MCC7500 P25 Dispatch Migration and Subscribers 02 April 2015 Use or disclosure of this proposal Is subject to the restrictlons on the cover page, e Q Equ(pment LW 2 -7 Motorola Solutions Conildentlal Restricted 55A -93 2.1.13 2.1.14 2,1.15 Santa Ana Public Works APX 7500 Consolettes 3 L30URS9PW1 N =ASTRO? 00 3 G806 OPERATION 7� 3 G51 ENH: SMARTZO NE OPERATION APX 3 G361 ADD: P25 TRUNKING SOFTWARE 3 GA00469 ENH: EXTENDED DISPATCH APX CONSOLET 3 W382 ADD: CONTROL STATION DESK GCAI MIC 3 ADD: AC LINE CORD US 3 ADD: FULL FP W /05 /KEYPAD /CLOCKIVU 3 ffKN6233 ASS EfvIBLY,ACCESSCRY,APX CONSOLETTE R 3 1000 1000FT (304.8 -M), CAT6 / 400 MHZ, S Santa Ana Public Works XTS 5000 Flash Upgrade 1 T6751 DIGITAL SMARTZONE 8 Q806 ADD: SOFTWARE ASE AL CAI OPE 8 Q361 ENH: PROJECT 25 9RUNKING 8 0327BG ENH: UPGRADE EXIRTZONE Santa Ana Public Works XTS 2500 Flash Upgrade 1 T6811 DIGITAL AND ANALOG LIMITED 3600 BAU 6 Q806 ADD: SOFTWARE ASTRO DIGITAL CAI OPE 6 Q574AC ENH: TRUNKING 9600 BAUD FLASHPORT City of Santa Ana MCC7500 P25 Dispatch Migration and Subscribers 12 Motorola SOILigon $CoofidantlalRestricted 55A -94 02 April 20'15 Use or disclosure of this proposal Is subject to the restrictlons on the cover page. Equipment List 2 -8 SECTION 3 111 T EI PLAN VERSION #1.010 City of Santa Ana MCC7500 P25 Dispatch vibration and Subscribers Pass--Fail 02 April 2015 Use or disclosure of this proposal is subject to the restrlctloris on the cover page. e Acceptance Tost Plan 3 -1 Motorola Solutions Con£idontlal Resblcted 55A -95 2. TEST ,�,1 Instant Transmit Step 1. Using CONSOLE -1, press the Instant Transmit button on TALKGROUP 1. "ll in Stop 2. Verify that the Transmit indicator is lit. 1, DESCRIPTION Step 3, Verify RADIO -1 can monitor and respond to the call on TALKGROUP 1. The instant transmit switch provides immediate operator access to a channel, independent of its Step 4, On RADIO -1 change to TALKGROUP 2 select status (selected or unselected). It provides over other dispatcher transmit bars or Step 5. Using CONSOLE -1, press the Instant priority optional footswitches. Transmit button on the TALKGROUP 2 radio resource. SETUP Step 6. Verify RADIO -1 can monitor and respond to the call on TALKGROUP 2. RADIO -1 - TALKGROUP 1 CONSOLE -1 — TALKGROUP 1 (Selected), TALKGROUP 2 (Unselect mode) VERSION #1.010 City of Santa Ana MCC7500 P25 Dispatch vibration and Subscribers Pass--Fail 02 April 2015 Use or disclosure of this proposal is subject to the restrlctloris on the cover page. e Acceptance Tost Plan 3 -1 Motorola Solutions Con£idontlal Resblcted 55A -95 MCC 7100/7500 Trunked Resources 2. TEST Step 1. Initiate a wide area call from CONSOLE -1 on TALKGROUP 1. 3.1.2 Talkgroup Selection and Step 2. Observe that RADIO -1 and RADIO-3 Call will be able to monitor the call. Dekey the console and have either radio respond to the call. 1. DESCRIPTION The Talkgroup Call is the primary level of organization for communications on a trunked radio system. Dispatchers with Talkgroup Call capability will be able to communicate with other members of the same talkgroup. This provides the effect of an assigned channel down to the talkgroup level. When a Talkgroup Call is initiated from a subscriber unit, the call is indicated on each dispatch operator position that has a channel control resource associated with the unit's channel /talkgroup. SETUP RADIO -1 - TALKGROUP 1 RADIO -2 - TALKGROUP 2 RADIO -3 - TALKGROUP 1 RADIO -4 - TALKGROUP 2 CONSOLE- 1- TALKGROUP 1 CONSOLE -2 - TALKGROUP 2 VERSION 91.010 City of Santa Ana MCC7500 P25 Dispatch Migration and Subscribers Motorola Solutions Confidential Restricted 55A -96 Step 3. Observe that all consoles with TALKGROUP 1 can monitor both sides of the conversation. Step 4. Initiate a wide area call from CONSOLE -2 on TALKGROUP 2. Step 5. Observe that RADIO -2 and RADIO -4 will be able to monitor the call. Dekey the console and have either radio respond to the call. Step 6. Observe that all consoles with TALKGROUP 2 can monitor both sides of the conversation. Pass_ Fail 02 April 2015 Use or disclosure of this proposal is subject to the restrictions on the cover page. Acceptance Test Plan 3 -2 MCC 710017500 Trunked Resources 2. TEST 3,13 Emergency Alarm and Call Display Description 1. DESCRIPTION Users in life threatening situations can use the emergency button on the radio to send an audible alarm and a visual alarm signal to a console operator in order to request Immediate system access to a voice channel for an emergency call. An emergency alarm begins after the radio user presses the radio's emergency button. Pressing the emergency button places the radio in "emergency mode ". To begin an emergency call, the radio user must press the radio's PTT button while in "emergency mode" The assigned voice channel will be dedicated to the emergency caller's talkgroup for an extended period of time, equal to the Message Hang Time plus the Emergency Hang Time. As with other call types, emergency calls can operate across sites as well as within the same site. SETUP RADIO -1 - TALKGROUP 1 CONSOLE- I- TALKGROUP 1 CONSOLE- 2- TALKGROUP I VERSION #1.010 City of Santa Ana MCC7500 P25 Dispatch Migration and Subscribers Step 1. Initiate an Emergency Alarm from RADIO -1. Step 2, Observe the Emergency from RADIO -1 Is received at CONSOLE -1 for TALKGROUP I. Step 3. Acknowledge the Emergency at the operator position. Verify CONSOLE -2 receives notification that the call has been acknowledged. Step 4. Initiate a call with RADIO -1 to Initiate an Emergency call. Step 5. Observe CONSOLE -1 and CONSOLE - 2 can monitor RADIO.1 Step 6, Clear the Emergency from CONSOLE -1 on TALKGROUP 1. Step 7. End the Emergency Alarm from RADIO 1. 0 Motorola Snlutlons Confidential Restricted 55A-97 Pass_ Fail 02 April 2015 Use or disclosure of this proposal is subject to the restrictions on the cover page. Acceptance Test Plan 3 -3 MCC 7100/7500 Trunked Resources 2. TEST 3.1.4 Multigroup Cali 1. DESCRIPTION This trunking feature allows an equipped console operator position to transmit an announcement to several different talkgroups simultaneously. As with Talkgroup Calls, multigroup calls operate across sites as well as within the same site. SETUP RADI0-1 - TALKGROUP 1 RADIO-2 - TALKGROUP 2 RADIO -3 - RANDOM CONSOLE -1 -ATG 1 Note: TALKGROUP 1 and TALKGROUP 2 are members of ATG 1. RANDOM is any talkgroup not a member of ATG 1. VERSION #1.010 City of Santa Ana MCC7500 P25 Dispatch lviigratlon and Subscribers Motorola solutions Coorldential Restricted 55A -98 Step 1. Using CONSOLE -1, select the ATG 1 resource. Step 2, Initiate the Multigroup Call from CONSOLE -1. Step 3. Observe that RADIC-1 and RADIO -2 receive the Multigroup Call. Step 4. Verify that RADIO -3 does not receive the Multigroup Call because it Is not a member of ATG 1, Step 5. Answer the Multigroup Call using RADIO -1 and observe CONSOLE -1 receives the response. Step 6. Verify that if the call is answered within the repeater hang time, the console will receive the call on the ATG 1 resource tile, otherwise the console will receive the call on the TALKGROUP 1 tile. Step 7. Verify that if the call is answered within the repeater hang time, RADIO -2 will monitor the call. Pass,_ Fail— 02 April 2015 Use or disclosure of this proposal is subject to the restrictions on the cover page. Acceptance Test Plan 3 -4 MCC 7100/7500 Trunked Resources 2, TEST SETUP RADIO-1 - TALKGROUP 1 Pass —Fail RADIO -2 - TALKGROUP 2 CONSOLE -1 - TALKGROUP 1, TALKGROUP 2 VERSION #1.010 02 April 2015 City of Santa Ana Use or disclosure of this proposal is subject MCC7500 P25 Dispatch Migration and Subscribers to the restrictions on the cover page. Motorola Solutions Confidential Restricted 55A -99 Acceptance Test Plan 3.5 Step 1, From CONSOLE -1, create an Msel group with TALKGROUP 1 and 3.1.5 Multi - Select Operation TALKGROUP 2. Step 2. Transmit on the Msel using the Msel instant transmit button. 1. DESCRIPTION Step 3. Verify that RADIO -1 and RADIO -2 hear the call. Multi - Select (Msel) allows the console operator to Ste 4. p Initiate a call with RADIO -1. group a number of channels /talkgroups together such that when the general transmit bar is Step 6. Verify the call is heard on CONSOLE -1 depressed, all of the multi- selected but not on RADIO -2. channels /talkgroups will transmit at the same time with the same information. Multi - Select is one way Ste 6. p Initiate a call with RADIO -2. communication call. If a radio user responds to a Multi- Select call the talkgroup the user is affiliated Step 7. Verify the call is heard on CONSOLE -1 to will be the only one to hear the call. There is no but not on RADIO -1. super -group formed, so radio communication is still at the single talkgroup level. Multi- Select is Step 8, On CONSOLE -1 dissolve the Msel. utilized to send an APB to several channels /talkgroups. A Multi - Select has a limit of twenty (20) trunking /conventional resources SETUP RADIO-1 - TALKGROUP 1 Pass —Fail RADIO -2 - TALKGROUP 2 CONSOLE -1 - TALKGROUP 1, TALKGROUP 2 VERSION #1.010 02 April 2015 City of Santa Ana Use or disclosure of this proposal is subject MCC7500 P25 Dispatch Migration and Subscribers to the restrictions on the cover page. Motorola Solutions Confidential Restricted 55A -99 Acceptance Test Plan 3.5 MCC 710017500 Trunked Resources 2. TEST Step 1. Using CONSOLE -1 create a patch between TALKGROUP 1 and 3.1.6 Talkgroup Patch TALKGROUP2 Step 2. Initiate a patch call from CONSOLE -1 1. DESCRIPTION Step 3. Verify RADIO-1, RADIO -2, RADIO -3, and RADIO -4 can monitor the call. Talkgroup Patch allows a dispatcher to merge several talkgroups together on one voice channel to participate in a single conversation. This can be used for situations involving two or more talkgroups that need to communicate with each other. Using the Patch feature, the console operator can talk and listen to all of the selected talkgroups grouped; in addition, the members of the individual talkgroups can also talk or listen to members of other talkgroups. Patched talkgroups can communicate with the console dispatcher and other members of different talkgroups because of the "supergroup" nature of the Patch feature, NOTE : If "secure" and blear" resources are patched together, one repeater for each mode may be assigned per site. SETUP RADIO -1 - TALKGROUP 1 RADIO -2 - TALKGROUP 2 RADIO -3 - TALKGROUP 1 RADIO -4 - TALKGROUP 2 CONSOLE -1 - TALKGROUP 1 and TALKGROUP 2 Note: All 4 Radios most have the same home zone. VERSION #1.010 City of Santa Ana MCC7500 P25 Dispatch Migration and subscribers Step 4. Initiate several calls between the radios and verify successful communication. Step 5. Dissolve the patch created in step 1 0 Motorola Solutions Confidential Restricted 55A-1 00 pass_ Fail— 02 April 2016 Use or disclosure of this proposal is sublect to the restrictions on the cover page, Acceptance Test Plan 3.6 MCC 710017500 Trunked Resources 2. TEST Step 1. Initiate a Talkgroup call from RADIO -1 on TALKGROUP 1. Keep this call in Console Priority 3.1.7 progress until the test has completed. Step 2. Observe that RADIO -2 receives the call 1, DESCRIPTION Step 3, While the call is in progress, key up CONSOLE -1 on TALKGROUP 1. Console Operator Positions have ultimate control of transmitted audio on an assigned voice channel resource. The Console Position has the capability to take control of an assigned voice channel for a 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 - TALKGROUP 1 RADIO -2 - TALKGROUP 1 CONSOLE- I- TALKGROUP1 VERSION #1,020 City of Santa Ana MCC7500 P25 capatch Migration and Subscribers Step 4. Observe that RADIO-2 is now receiving audio from OONSOLE-1 on TALKGROUP 1. Step 5, De -key CONSOLE -1. Step 6. Verify RADIO-2 now receives RADIO -1 audio. Step 7. End the TALKGROUP 1 call from RADIO -1, 0 Motorola Solutions Confldentlal Restricted 55A -101 Pass____Fall� 02 April 2015 Use or disclosure of this proposal is subject to the restrictlons on the cover page. Acooptance Test Plan 3.7 MCC 710017500 Trunked Resources 2. TEST Step 1. Initiate a Channel Marker tone on TALKGROUP 1 from CONSOLE -1. 3.1,8 Channel Marker Step 2. Verify RADI0-1 and RADI0-2 can monitor the Channel Marker tone on TALKGROUP 1. 1. DESCRIPTION A Channel Marker is a distinct, short duration, audible tone over radio and Console speakers. The tone is initiated and cancelled by a console operator. The tone can be initiated only for the talkgroups or conventional channels. On initiation, it is generated periodically when there is no voice activity. The tone can be used for various purposes. The primary purpose of the tone is to inform radio users that the conventional channel or the trunked talkgroup is currently involved in a high priority situation and they should stay off the channel unless they are involved in the high priority situation. The lone also informs the users that a console operator is actively monitoring the talkgroup. Note that the Channel Marker tone will only start when there is no voice activity for the selected Talkgroup or conventional channel. The channel Marker tone is sent in a current transmission mode of the Console user. SETUP RADICA - TALKGROUP 1 RADI0-2 - TALKGROUP 1 CONSOLE- 1- TALKGROUP 1 CONSOLE- 2- TALKGROUP 1 VERSION #1.010 City or Santa Ana MCC7500 P25 Dispatch Migration and Subscribers Step 3, Verify CONSOLE -1 and CONSOLE -2 also monitor the Channel Marker tone on TALKGROUP 1. 0 Motorola Solutions ConfidentialReslricted 55A-1 02 Step 4. Initiate a call from RADIO -1 and continue to key longer than the preset Channel Marker tone period for TALKGROUP 1. Step 5, Verifywhile RADI0-1 is keyed, the Channel Marker tone is suppressed. Step 6. Verify after RADI0-1 de -keys, the periodic Chanrel Marker tone continues to be transmitted on TALKGROUP 1. Step 7. Cancel the Channel Marker on TALKGROUP 1 from CONSOLE -1. Step 8. Verify the Channel Marker is no longer monitored on TALKGROUP 1, Pass_ll 02 April 2015 Use or disclosure or this proposal is subject to the restrictions on the cover page. Acceptance Test Plan 3�8 MCC 7100/7500 Trunked Resources 2. TEST 3.1.9 Instant Recall Recorder (IRR) Operation (MCC 7500 only) 1. DESCRIPTION The Instant Recall Recorder (IRR) allows for audio from a phone call or a radio call to be played back at the MCC 7500 Console position. Thirty minutes of audio is saved for radio and an additional thirty minutes for telephone. The audio is saved on the positions hard disk In the form of a wav file. Note: The MCC 7100 console does not support IRR. SETUP RADI0-1 - TALKGROUP 1 RADIO -2 - TALKGROUP 1 CONSOLE -1 - TALKGROUP 1 running IRR application. VERSION #1.030 City of Santa Ana MCC7500 P25 Dispatch Migration and Subscribers Step 1. Select a radio channel on the CONSOLE -1 application window. Step 2. Select IRR from the CONSOLE -1 Motorola Solutions Confidential Restricted 55A -103 Pass____,Fall_ 02 April 2015 Use or disclosure of this proposal Is subject to the restrictions on the cover page. Acceptance Test Plan 3 -9 toolbar, Stop 3. Initiate radio communication between RADI0-1 and RADIO -2. Step 4. Verify a new entry appears In the IRR log window. Step 5, Select the new entry from the list. Step 6. Press play and verify conversation replay. Motorola Solutions Confidential Restricted 55A -103 Pass____,Fall_ 02 April 2015 Use or disclosure of this proposal Is subject to the restrictions on the cover page. Acceptance Test Plan 3 -9 MCC 7100/7500 Trunked Resources 2. TEST Step 1 3.1.10 Alarm Input t Outputs - AuX VO Option Step 2 W11111 11 111 1. DESCRIPTION A dispatch console user can simultaneously view the status of all Aux 110 instances pertaining to the AUX 1/0 object, Change to one AUX 1/0 Instance is simultaneously viewable by all other instances. SETUP CONSOLE- I- TALKGROUP1 CONSOLE -1 -SITE - CONSITE -1 CONSOLE- 2- TALKGRCUP1 CONSOLE -2 - SITE - CONSITE -1 For this test - An instance of AUXI0_1 has been created and is assigned as a standalone tile on CONSOLE -1 and CONSOLE -2. VERSION 91.020 City of Santa Ana MCC7500 P25 Dispatch Migration and Subscribers Assign an instance of AUXI0_1 to CONSOLE -1 to a talk resource tile on TALKGROUP1 Assign instance of AUXI0_1 to CONSOLE -2 to a talk resource tile on TALKGROUP 1. Step 3, Change the status of AUXI0_1 on CONSOLE -1. Step 4. Verify the standalone tile as well as the talk resource instance on CONSOLE -1 and CONSOLE -2 change and display the same state for AUXI O_1, Step 5, Change the status of AUXI0_1 on CONSOLE -2. Step 6. Verify the standalone tile as well as the talk resource instance on CONSOLE -1 and CONSOLE -2 change and display the some state for AUXI0_1. Motorola Solutlons Confldsnlial Restricted 55A -104 Pass_Fail_ 02 April 2015 Use or disclosure of this proposal is sublect to the reshiotions on the cover page. Acceptance Test Plar 3 -10 12 MKM 7000 CONSOLE ALIAS ,. t w 2, TEST 321 Alias Display When Using Step 1. Log into MKM 7000 GUI and configure an alias for RADIO -1. the MKM 7000 Step 2, Verify that RADI0-2 does not have any alias defined In MKM 7000. 1, DESCRIPTION This test will demonstrate that a Provisioning Manager (PM) defined alias still works on incoming calls when MKM 7000 solution is installed, although the locally defined ones take precedence, i.e. centrally defined ones will only be used if there is no locally defined alias for the radio that is making an incoming call. SETUP RADI0-1 - TALKGROUP 1 RADIO -2 - TALKGROUP 1 CONSOLE- 1- TALKGROUPI A standalone or cohab'ed MKM 7000 server is connected and communicating normally with an MCC 7100/7500 Console. CONSOLE -1 user is configured to use local alias service. VERSION #1.030 City of Santa Ana MC07500 P25 Dispatch Migration and subscribers Step 3. Verify both RADIO -1 and RADI0-2 have their own PM defined aliases. Also verify the PM defined alias for RADI0-1 is different from the one defined by MKM 7000. Step 4. Key up RADIO-1 and verify that its locally defined alias shows up on CONSOLE -1, not the PM defined alias. Step 5. Key up RAD10.2 and verify that its PM defined alias shows up. Motorola 5olutions Confidential Restricted 55A -105 Pass`Fail_T 02 April 2015 Use or disclosure of thls proposal Is subject to the restrictions on the cover page. Acceptance Test Plan 3 -11 MKM 7000 Console Alias Manager (CAM) 3.2.2 Create a new Subscriber Unit ID to Subscriber Unit Alias Mapping - Trunking 1. DESCRIPTION This test will demonstrate the capability to create a Subscriber Unit (SU) alias for an SU ID via the MKM 7000 GUI and have it show up on MCC 710017500 Console automatically. The test will work on either a trunked or conventional system. This test will also demonstrate the capability to monitor connection status between MKM 7000 and MCC 710017500 Console. SETUP A standalone (not cohab) MKM 7000 server is connected and communicating normally with CONSOLE -1. RADIO -1 - TALKGROUP 1 CONSOLE- I- TALKGROUP1 CONSOLE -1 user is configured to use the local alias service. VERSION #1.040 City of Santa Ana M007500 P25 Dispatch Migration and Subscribers 2. TEST Step 1. CONSOLE -1 user logs into the MCC 7100/7500 console and verifies that the consoles synchronization status with Localized Aliasing is OK, as indicated by a green check mark on the "status screen ". Step 2. Local Alias Admin logs into MKM 7000 GUI, verify under Connected Consoles tab that the MCC 7100/7500 console is connected to MKM7000. Step 3. Create a new SU ID that matches RADIO -1 to be used for this test. Step 4. Create a new SU Alias for the SU ID (new mapping between SU ID and SU Alias), Step 5. Submit the change. Step 6. Wait (up to) 30 seconds, initiate a call using RADIO -1 ON TALKGROUP 1, verify the defined SU Alias shows up on CONSOLE -1's TALKGROUP 1 resource, Pass_ Fail 02 April 2015 Use or disclosure of this proposal Is sublect to the restrictions on the cover page. Motorola Solutions Confidential Restricted Acceptance Test Plan 3 -12 55A -106 MKM 7000 Console Alias Manager (CAM) 323 Fault Management of MKM 7000 and MCC 710017500 Link 1. DESCRIPTION This test will demonstrate that the link status between MKM 7000 and MCC 7100/7500 Is monitored and fault managed by the Unified Event Manager (UEM). This test will also demonstrate that the MKM 7000 and MCC 7100/7500 both monitor the link status between them. SETUP A standalone (not cohabed) MKM 7000 server is connected and communicating normally with an MCC 710017500 Console. The console user is configured to use local alias service. VERSION #1.050 City of Santa Ana MCC7500 P25 Dispatch Migration and Subscribers 2. TEST Step 1. The console user logs into CONSOLE -1 and verifies that MCC 7100/7500's synchronization status with MKM 7000 server is OK, as indicated by a green check mark on the "system status" screen. Step 2. Log into the MKM 7000 GUI and verify the connection to MCC 7100/7500 is up and running under Connected Consoles tab. Step 3. Unplug the connection cable between MKM 7000 and MCC 7100/7500 and verify that the UEM shows link failure between MKM 7000 and MCC 7100/7500. Also verify the change of link status shows up on MKM 7000 GUI's Connected Consoles tab and MCC 7100 /7500's "system status" screen. Step 4. Restore the connection cable between MKM 7000 and MCC 7100/7500 and verify that the UEM shows link failure between MKM 7000 and MCC 7100/7500 has recovered. Also verify the change of link status shows up on MKM 7000 GUI's Connected Consoles tab and MCC 7100 /7500's "system status" screen. Step 5. Log the console user out of CONSOLE - and verify that UEM shows link status is now "unconfigured user logout ". Motorola solutions Confidential Restricted 55A -10/ Pass —Fail 02 April 2015 Use or disclosure of this proposal Is subject 10 the restrictions on the cover page. Acceptance Test Plan 3 -13 MKM 7000 Console Alias Manager (GAM) 3,2,4 Create Subscriber Unit ID to Subscriber Unit Alias Mapping 1. DESCRIPTION This test will demonstrate the capability to create a Subscriber Unit (SU) alias for an SU ID via MKM 7000 GUI and have it show up on MCC 7100/7500 Console automatically. The test will work on either a trunked or conventional system. For this test, we'll assume this will be done on a trunked system. This test will also demonstrate the capability to monitor connection status between MKM 7000 and MCC 7100/7500 Console. SETUP RADI0-1 - TALKGROUP 1 CONSOLE- 1- TALKGROUP1 A standalone (not cohab) MKM 7000 server is connected and communicating normally with an MCC 71 00/7500 Console. Console user is configured to use local alias service. VERSION #1.020 City of Santa Ana MCC1500 p25 Dispatch Migration and Subscribers 2. TEST Step 1. The console user logs into CONSOLE -1 and verifies that the synchronization status with Localized Aliasing is OK, as indicated by a green check mark on the "status screen ". Step 2, The Local Alias Admin logs into the MKM 7000 GUI, verify under Connected Consoles tab that CONSCLE -1 is connected to the MKM7000. Step 3. Create a new SU ID that matches RAD O-1, Step 4. Create a new SU Alias for the SU ID (new mapping between SU ID and SU Alias) Step 5. Submit the change. 0 Motorola Solutlons Confidential Restricted 55A-1 08 Step 6, Wait (up to) 30 seconds, then key up RADIO-1. Verify the defined SU Alias shows up on the TALKGRCUP 1 resource of CONSOLE -1. Pass_Fail- 02 ApYll 2015 Use or disclosure of this proposal is subject to the restrictions on the cover page. Acceptance Test Plan 3 -14 3,3 MCC 7100/7500 CONVENTIONAL RESOURCES 311 Enhanced CCGW Analog Step 1, Key RADI0-1 on CONVCH -1. Communicate with CONSOLE -1. Audio Logging Step 2. Key CONSOLE -1 on CONVCH-1 Communicate with RADIO -1. 1. DESCRIPTION This test will demonstrate recording of the audio from the analog channel interface on the conventional channel gateway (CCGW). The enhanced CCGW will sum receive and transmit audio received on an analog conventional channel and deliver the summed audio to the audio logging output pins 3 and 6 of the second analog connector (9A to 9D or 13A to 13D) of the same analog conventional channel. SETUP The CCGW is either a Low Density Enhanced Conventional Gateway or a High Density Enhanced Conventional Gateway. A conventional channel, CONVCH -1, with an analog interface has been configured (analog, MDC 1200, mixed mode, or ACIM). The customer's audio recording device has been connected to the audio recording output pins 3 and 6 of the second analog connector for CONVCH-1 on the enhanced CCGW. Conventional RADIO -1 - CONVCH-1 CONSOLE -1 - CONVCI-I-1 VERSION #1.030 City of Santa Ana MCC7500 P25 Dispatch Migration and Subscribers Step 3. Verify the audio from the previous two steps at the audio recording device. Motorola SolutionsContldentlalRestricted 55A -109 Pass_____ Fail_ 02 April 2015 Use or disclosure of this proposal Is subiect to the restrictions on the cover page. Acceptance Test Plan 3.15 3.4 SIGNOFF CERTIFICATE By their signahtres below, the following witnesses certify they have observed the system Acceptance Test. Procedures. WITNESS: Please Print Name: Please Print Title: WITNESS: Please Print Name: Please Print Title: City of Santa Ana MCC7500 P25 Dispatch Migration and Subscribers Signatures I TJate; d i Initials: 02 April 2015 Use or disclosure of this proposal Is subject to the restrictions on the cover page. Motorola solutions Confidential Restricted 55A -110 Acceptance Test Plan 3 -10 SECTION 4 This Statement of Work (SOW) describes the deliverables to be furnished to the City of Santa Ana for the proposed MCC 7500 consoles. No services have been included for the proposed subscribers described in the Project Overview of the System Description. The tasks described herein will be performed, by Motorola, its subcontractors, and City of Santa Ana to implement the solution described in the System Description, It describes the actual work involved in installation, identifies the installation standards to be followed, and clarifies the responsibilities for both Motorola and Santa Ana during the project implementation, Specifically, this SOW provides: • A summary of the phases and tasks to be completed within the prof ect lifecycle. • A list of the deliverables associated with the project. • A description of the responsibilities for both Motorola and Santa Ana. • The qualifications and assumptions taken into consideration during the development of this project. This SOW provides the most current understanding of the work required by both parties to ensure a successftu project implementation. In particular, Motorola has made assumptions of the sites to be used for the new system. Should any of the sites change, a revision to the SOW and associated pricing will be required. It is understood that this SOW is a working document, and that it will be revised as needed to incorporate any changes associated with contract negotiations, Contract Design Review (CDR), and any other change orders that may occur during the execution of the project. The proposed solution offers City of Santa Ana seven MCC 7500 Dispatch Consoles to interface with the 7.14 ASTRO 25 CCCS. This radio console system will be a standalone voice system in which special interface, non - integrated features, and CAD 9 -1 -1 are not included. Santa Ana's new console subsystem will connect to the ASTROV 25 CCCS master site at Lonia Ridge. The proposed solution has been tailored to the needs of Santa Ana, providing a demarcation point to the existing analog audio logger, auxiliary input/output (A'UX I /O) console capabilities, dual instant recall recorder (1RR), and multiple encryption options. Motorola has based the system design on information provided by the City of Santa Ana and an analysis of their system requirements. All assumptions have been listed below for review. Should Motorola's assumptions be deemed incorrect or not agreeable to Santa Ana, a revised proposal with the necessary changes and adjusted costs may be required. Changes to the equipment or scope of the project after contract may require a change order • All work is to be performed during normal work hours, Monday through Friday 8:00 a.m. to 5 :00 p.m. + All existing sites or equipment locations will have sufficient space available for the system described. City of Santa Ana MCC7500 P25 Dispatch Migration and Subscribers 02 April 2015 Use or disclosure of this proposal is subject to the restrictions an the cover page. QMotorola solutions confidential Restricted 55A -111 Statement of Work 4 -1 This includes available spaces for proposed racks, cabinets, MCC7500 dispatch positions, cables, and cable entry ports. • All existing sites or equipment locations will have adequate electrical power and site grounding suitable to support the requirements of the system described. It is assumed that Santa Ana will provide AC and /or DC power distribution units. It is assumed that Santa Ana will provide AC power backup for the MCC 7500 rack/equipment. Santa Ana is responsible for providing open conduit space for Motorola to route and install CAT6, RP and ground cables. • Any site /location upgrades or modifications are the responsibility of Santa Ana. • Where applicable, approved FCC licensing will be provided by Santa Ana. • Where applicable, approved local, State, or Federal permits as may be required for the installation and operation of the proposed equipment, are the responsibility of Santa Ana. • Motorola does not recommend the use of unlicensed PTP microwave for Public Safety use for the MCC7500 subsystem. Motorola's MCC 7500 subsystem design requires Santa Ana and /or Orange County to provide two (2) T links which meet and exceed the provided. T specification (built and Red Tagged as Public Safety grade circuits) to each dispatch center. Santa Ana and/or Orange County will be responsible to provide, configure, test, maintain and demark these circuits within 20' of the proposed MCC7500 rack and/or equipment. • No new togging solution has been included in this proposal. Motorola has included analog recording outputs but actual recording is the responsibility of Santa Ana. s No CAD 9 -1 -1 has been included in this proposal. • No new antenna system has been included in this proposal. All new proposed mobile subscribers will be re -using the existing antenna interconnect system, Santa Ana is responsible for providing the connections for the APX 6500, APX 7500 and APX 7500 consolettes. No new base radios or base radio upgrades have been included in this proposal. • Motorola will create, support and provide a custom headset interface device that allows the user to switch to a backup consolette (Green 1 TG only) in the event of a temporary T link loss. This solution will mitigate the temporary downtime by providing the dispatcher the ability to immediately switch to a back up consolette and maintain communication with the users in the event when both primary and secondary TI links are loss. It will only be a temporary solution until the Orange County upgrades the Master Site to ASTRO 25 7.16 release. This device will only be provided for systems that are purchased and implemented prior to ASTRO 25 7.16 release, • Any required system interconnections not specifically outlined here will be provided by Santa Ana, including but not limited to dedicated phone circuits or Ethernet. • Where necessary, Santa Ana will provide a dedicated delivery point, such as a warehouse, for receipt, inventory, and storage of equipment prior to delivery to the sites. • Motorola's MCC 7500 design is built with dedicated workstations for each MCC 7500 operator positions. The Motorola provided computers will not be configured to share /support CAD, E91.1 network or any other third party applications. City of Santa Ana MCC7500 P25 Dispatch Migration and Subscribers e2 April 2015 Use or disclosure of this proposal is subject to the restrictions on the cover page. Q Motorola solutions Confidential Restricted Slatomont of Work 4.2 55A -112 • Santa Ana is responsible for transporting and disposal of existing third party console racks and equipment. 4.3.1 Contract Award (Milestone) i Santa Ana and Motorola execute the contract and both parties receive all the necessary documentation. 43.2 Contract Administration Motorola Responsibilities: • Assign a Project Manager, as the single point of contact with authority to make project decisions. • Assign resources necessary for proj ect implementation. • Set up the project in the Motorola information system. • Schedule the project kickoff meeting with Santa Ana. Customer Responsibilities: • Assign a Proj ect Manager, as the single point of contact responsible for Santa Ana-signed approvals. • Assign other resources necessary to ensure completion of proj ect tasks for which Santa Ana is responsible. Completion Criteria: Motorola internal processes are set up for project management. Both Motorola and Santa Ana assign all required resources. Proj ect kickoff meeting is scheduled. 4.3.3 Project Kickoff Motorola Responsibilities: • Conduct a project kickoff meeting during the CDR phase of the project. • Ensure key project team participants attend the meeting. • Introduce all project participants attending the meeting. • Review the roles of the project participants to identify communication flows and decision-making authority between proj ect participants. • Review the overall project scope and objectives with Santa Ana. • Review the resource and scheduling requirements with Santa Ana. • Review the Project Schedule with Santa. Ana to address upcoming milestones and /or events. • Review the teams' interactions (Motorola and Santa Ana), meetings, reports, milestone acceptance, and Santa Ana's participation in particular phases. City of Santa Aria MCC7500 P25 Dispatch MiOratlon and Subscribers 02 April 2015 Use or disclosure of this proposal is subject to the restrictions on the cover page. 0 Motorola Solutions Confidential Restricted 55A -113 Statement of Work 4 -3 Customer Responsibilities: Santa Ana's key project team participants attend the meeting. Review Motorola and Santa Ana responsibilities. Completion Criteria: • Project kickoff meeting completed. • Meeting notes identify the next action items, 4,4.1 Review Contract Design Motorola Responsibilities: • Meet with Santa Ana project team. • Review the operational requirements and the impact of those requirements on various equipment configurations. • Establish a defined baseline for the system design and identify any special product requirements and their impact on system implementation. • Review the System Design, Statement of Work, Project Schedule, and Acceptance Test Plans, and update the contract documents accordingly. • Discuss the proposed Cutover Plan and methods to document a detailed procedure. • Submit design documents to Santa Ana for approval. These docuunents form the basis of the system, which Motorola wilt manufacture, assemble, stage, and install. • Prepare equipment layout plans for staging. • Provide minimum acceptable performance speodiications for microwave, fiber, or copper links. • Establish demarcation point (supplied by the Motorola system engineer) to define the connection point between the Motorola - supplied equipment and Santa Ana - supplied link(s) and external interfaces. • Finalize site acquisition and development plan. Conduct site evaluations to capture site details of the system design and to determine site readiness. Determine each site's ability to accommodate proposed equipment based upon physical capacity. If applicable, test existing equipment with which Motorola equipment will interface. • Prepare Site Evaluation Report that summarizes findings of above - described site evaluations. Customer Responsibilities: Santa Ana's key project team participants attend the meeting. Make timely decisions, according to the Project Schedule. Frequency Licensing and Interference: As mandated by FCC, Santa Ana, as the licensee, has the ultimate responsibility for providing all required radio licensing or licensing modifications for the system prior to system staging. This responsibility includes paying for FCC licensing and frequency coordination fees. Provide the FCC "call sign" station identifier for each site prior to system staging, City of Santa Ana M007500 P25 Dispatch Migration and Subscrlbers 02 April 2015 Use or disclosure of tills proposal is subject to the restrictions on the cover page, Statement of Work 4.4 Motorola Solutions Confidential Restricted 55A -114 Completion Criteria: • Complete Design Documentation, which may include updated System Description, Equipment List, system drawings, or other documents applicable to the proj ect. • Incorporate any deviations from the proposed system into the contract documents accordingly. • The system design is "frozen" in preparation for subsequent proj ect phases such as Order Processing and Manufacturing. • A Change Order is executed in accordance with all material changes resulting from the Design Review to the contract, 4.41 Design Approval (Milestone) • Santa Ana executes a Design Approval milestone document. t 4.5.1 Process Equipment List Motorola Responsibilities: • Validate Equipment List by checking for valid model numbers, versions, compatible options to main equipment, and delivery data. • Enter order into Motorola's Customer Order Fulfillment (COI') system. • Create Ship Views, to confirm with Santa Ana the secure storage location(s) to which the equipment will ship. Ship Views are the mailing labels that carry complete equipment shipping information, which direct the timing, method of shipment, and ship path for ultimate destination receipt. • Create equipment orders. • Reconcile the equipment list(s) to the Contract. • Procure thud -party equipment if applicable. Customer Responsibilities: • Approve shipping location(s). • Complete and provide Tax Certificate information verifying tax status of shipping location. Completion Criteria: • Verify that the Equipment List contains the correct model numbers, version, options, and delivery data. Trial validation completed. Bridge the equipment order to the manufacturing facility. City of Santa Ana MCC7500 P25 Dispatch Migration and Subscribers 02 April 2015 Use or disclosure of this proposal Is subJect to the restrictions on the cover page Statement of Work 4 -5 Motorola Solutions Confidential Restricted 55A -115 4,61 Manufacture Motorola Fixed Network Equipment Motorola Responsibilities: • Manufacture the Fixed Network Equipment (FNE) necessary for the system based on equipment order. Customer Responsibilities: • None. Completion Criteria: • FNE shipped to the staging facility. 4.6.2 Manufacture Non-Motorola Equipment Motorola Responsibilities: • Procure non - Motorola equipment necessary for the system based on equipment order. Customer Responsibilities: • None. Completion Criteria: • Ship non - Motorola manufactured equipment to the field, and /or the staging facility. 4,6.3 Ship to Staging (Milestone) Ship all equipment needed for staging to Motorola's factory staging facility in Schaumburg, Illinois [Customer Center for Solutions Integration (CCSi)]. 4,6 .4 Stage System Motorola Responsibilities: • Set up and rack the system equipment on a site -by -site basis, as it will be configured in the field. • Cut and label cables according to the approved CDR docLunentation. • Label the cables with to /from information to specify interconnection for field installation and future servicing needs. • Complete the cabling/counecting of the subsystems to each other ( "connectorization" of the subsystems). • Assemble required subsystems to assure system functionality. • Power up, program, and teat all staged equipment. • Confirm system configuration and software compatibility to the existing system. • Load application parameters on all equipment according to input from Systems Engineering. • Complete programming of the Fixed Network Equipment. • Program the approved templates into a radio - programming template tool. • Complete programming of sample Subscriber units. • inventory the equipment with serial numbers and installation references. • Complete system documentation. City of Santa Ana MCC7500 P25 Dispatch Migration and Subscribers 02 April 2015 Use or disclosure of this proposal Is subject to the restrictions on the cover page. Motorola Solutions Confidential Restricted Statement of Work 4 -6 55A -116 • Thud party subsystems may be staged at the manufacturer's facilities and integrated in the field, Customer Responsibilities: • Provide information on existing system interfaces as may be required. • Provide information on room layouts or other information necessary for the assembly to meet field conditions. Completion Criteria: • System staging completed and ready for testing. 4.6.5 Perform Staging Acceptance Test Procedures Motorola Responsibilities: • Test and validate system software and features. • Functional testing of standard system features. • Conduct site level testing. • Power -up site equipment and perform standardized functionality tests. • Perform system burn -in 24 hours a day during staging to isolate and capture any defects, Customer Responsibilities: • None. 4,6.6 Ship Equipment to Field Motorola Responsibilities: • Pack system for shipment to final destination, • Arrange for shipment to the field. Customer Responsibilities: • None. Completion Criteria: • Equipment ready for shipment to the field. 4.6.7 CCSi Ship Acceptance (Milestone) • All equipment shipped to the field.. i r 43.1 Develop Templates Motorola Responsibilities: • Motorola assists Santa Ana in defining each console template. Up to four templates will be provided. • Motorola participates in a meeting to finalize any changes among user groups. • Program the approved templates into the consoles. • Program sample radios with approved templates and deliver for Santa Ana evaluation. City of Santa Ana 02 April 2D15 bIC0750D P25 Dispatch Migration and Subscribers Use or disclosure of this proposal is subject to the restrictions on the cover page, Motorola Solutlons Confidential Restrlcted - 55A -117 Statement of Work 4 -7 Customer Responsibilities: • User groups create templates. • Forward electronic copies of the spreadsheets to the committee members for their review and comment. • Approve templates. Completion Criteria: Templates completed and approved by Santa Ana. 4.8 CIVIL WORK FOR THE CUSTOMER-PROVIDED FACILITIES Motorola Responsibilities: • None. Customer Responsibilities: • Provide electrical requirements for each equipment rack to be installed in Santa Ana- provided facilities. • Provide heat load for each equipment rack to be installed in Santa Ana- provided facilities. • Extend customer provided electrical to Motorola equipment and terminate at the OP or Cabinet electric panel. • If applicable and based on local jurisdictional authority, Santa Ana will be responsible for any installation or up- grades of the Critical Operation Power Systems in order to comply with NPPA 70, Article 708. • Secure site lease /ownership, zoning, permits, regulatory approvals, easements, power, and Telco connections. • Provide clear and stable access to the sites for transporting electronics and other materials. Sufficient site access must be available for trucks to deliver materials Linder their own power and for persontiel to move materials to the facility without assistance from special equipment. + Design and constrict facilities for housing communications equipment such as shelters, towers, generators, fuel tanks, fenced compounds, etc. • Supply adequately sized electrical service, backup power (UPS, generator, batter es, etc.) including the installation of conduit, circuit breakers, outlets, etc., at each equipment location. • Provide AC power to the demarcation point(s) indicated in the docurnentation including the associated electrical service and wiring (conduit, circuit breakers, etc.). • Provide adequate FIVAC, grounding, lighting, cable routing, and surge protection (also, among existing and Motorola - provided equipment) based upon Motorola's Standards and Guidelines for Communk ation Sites (R56). Ceiling (minimum 9 feet) and cable tray heights (minimum 8 feet) in the equipment rooms in order to accommodate 7 -foot, 6 -inch equipment racks. • Provide floor space and desk space for the System equipment at Santa Ana - provided facilities. Each rack shall be provided a minimum of 24 -inch x 24 -inch footprint with 36 -inch clearance in the front and back. • Relocate existing equipment, if needed, to provide required space for the installation of Motorola- Relocate equipment. • Bring grounding system up to Motorola's R56 standards and supply a single point system ground, of 5 ohms or less, to be used on all ENE supplied under the Contract. Supply grounding tie point within 10 feet from the Motorola - supplied equipment. • Provide all necessary wall or roof penetrations on existing buildings for antenna coax and microwave waveguide (if applicable) for main transmitter antennas, microwave radios, and control stationYagi antennas. City of Sent@ Ana MCC7500 P25 Dispatch Migration and Subscribers 02 April 2015 Use or disclosure of this proposal Is subject to the restrictions on the cover page. Motorola Solutions Confidential Restricted Statement oP Worh 4 -8 55A -118 • Provide obstruction -free area for the cable run between the demarcation point and the communications equipment, • Resolve any environmental issues including, but not limited to, asbestos, structural integrity (rooftop, water tank, tower, etc.) of the site, and any other building risks. (Resolve environmental or hazardous material issues). • Arrange for space on the tower for installation of new antennas at the proposed heights. • Perform structural analysis of existing tower and rooftops as required to confirm that the structure is capable of supporting proposed and future antenna loads. • Supply all pennits as contractually required. • Supply interior building cable trays, raceways, conduits, and wire supports. • Supply engineering and drafting as required for modifications to existing building drawings for site constriction. • Pay for usage costs of power and generator fueling, both dun ring the construction and installation effort, and on all ongoing basis. e Complete all customer deliverables in accordance within the approved proj ect schedule. Completion Criteria: • All sites are ready for equipment installations in compliance with Motorola's R56 standards. x 4.9.1 Install Fixed Network Equipment Motorola Responsibilities: • Motorola will be responsible for the installation of all fixed equipment contained in the equipment list and outlined in the System Description based upon the agreed to floor plans, at the sites where the physical facility improvement. is complete and the site is ready for installation. All equipment will be properly secured to the floor and installed in a neat and professional manner, employing a standard of workmanship consistent with its own R -56 installation standards and in compliance with applicable National Electrical Code (NEC), ETA, Federal Aviation Administration (FAA), and FCC standards and regulations. • For installation of the fixed equipment at the various sites, Motorola will fan ish all cables for power, audio, control, and radio transmission to connect the Motorola supplied equipment to the power panels or receptacles and the audio /control line connection point. • During field installation of the equipment, any required changes to the installation will be noted and assembled with the final `as -built' doctUmcmation of the system. • Will not provide storage location for the Motorola - provided equipment. • Receive and inventory all equipment. • Bond the supplied equipment to the site ground system, in accordance with Motorola "s R.56 standards, • Will provide demarcation points to the following network connections: Tl Interfaces Existing Audio ,Logger • Will provide Auxiliary Inputs and Outputs. • Will remove existing Motorola console equipment. • Will dispose of existing console equipment as part of the trade in. Oily of Santa Ana MC07500 P25 Dispatch Migratlon and Subscribers 02 April 2015 Use or disclosure of this proposal is subject to the restrictions on the cover page. Motorola Solutions Confidential Restricted 55A -119 Statement of Wor& 4-9 Customer Responsibilities: Provide secure storage for the Motorola- provided equipment, at. a location central to the sites. Motorola coordinates the receipt of the equipment with Santa Ana's designated contact, and inventory all equipment. Provide access to the sites, as necessary. Will be responsible for audio recording of the Motorola provided analog audio outputs. Completion Criteria: • Fixed Network Equipment installation completed and ready for optimization. 4.9,2 Fixed Network Equipment Installation Complete • All fixed network equipment installed and accepted by Santa Ana. 4.9.3 Console Installation Motorola Responsibilities: • Install the consoles in the space provided by Santa Ana. • Connect Santa Ana - supplied, previously- identified circuits into the console, to a demarcation point located within 25 feet of the console interface. • Terminate the audio outputs for the logged talkgroups onto a punchblock, and then terminate these outputs into the logging recorder. • Install a dedicated Local Area Network (LAN) at each dispatch center to connect the proposed console positions. • Connect the appropriate equipment to Santa Ana - supplied ground system in accordance with Motorola's R56 Site Installation standards. • Perform the console programming, based on the console templates designed during the template creation process. • Configure current method of operation for the telephone and radio headset on the proposed console positions. Customer Responsibilities: Provide demarcation point located within 25 feet of the console interface. Completion Criteria: • Console installation is complete. 4.9.4 Console Installation Complete f Console installation completed and accepted by Santa Ana. 4.9.5 Control Station Installation Motorola has not included any back -up control stations or consolettes in this proposal. Modifications to existing control stations or consolettes are outside of the scope of this proposal. Motorola has provided Conventional Channel Gateways (CCGWs) to interface to existing control stations. City of Santa Ana MCC7500 P25 Dispatch Migration and Subscribers 02 April 2015 Use or disclosure of this proposal is subject to the restrictions on the cover page. Motorola Solutions Confidential Restricted Statement of Work 4 -10 55A -120 4.9.6 System Installation Acceptance (Milestone) • All equipment installations are completed and accepted by Santa Ana. 4.10.1 Optimize System FNE Motorola Responsibilities: • Motorola and its subcontractors optimize each subsystem. • Verify that all equipment is operating properly and that all electrical and signal levels are set accurately. • Verify that all audio and data levels are at factory settings. • Check audio and data levels to verify factory settings. Verify communication interfaces between devices for proper operation. • Test features and functionality are in accordance with manufacturers' specifications and that they comply with the final configuration established during the CDR/system staging. • Set up the consoles on the radio system to perform the dispatching operation. Customer Responsibilities: • Provide access /escort to the sites. • Provide required radio ID and alias information to enable alias database setup for interface to console. • Configure existing logging recorder to accept analog audio inputs. • Dispatchers to use the existing conventional system icons for dispatching until cutover. Completion Criteria: • System FNE optimization is complete. 4.10.2 Link Verification Motorola Responsibilities: Perform test to verify site link performance, prior to the interconnection of the Motorola - supplied equipment to the link equipment. Customer Responsibilities: • Make available the required links which meet the specifications supplied by Motorola at the CDR.. 4.10.3 Completion Criteria: • Link verification successfully completed. 4,10.4 Optimization Complete • System optimization is completed. Motorola and Santa Ana agree that the equipment is ready for acceptance testing. City of Santa Ana MC07500 P25 Dispatch Migration and Subscribers 02 April 2015 Use or disclosure of this proposal Is subject to the restrictions oil the cover page. 0 Motorola Sarunctis Confidential Restricted 55A -121 Stptemont or Work 441 Training is not included. 4.121 Perform R56 Installation Audit Motorola Responsibilities: • Perform R56 site-installation gtullity audits, verifying prop er physic alinstallationandoperntional configurations. • Create site evaluation report to verify site meets or exceeds requirements, as defined in Motorola's Standards and Guidelines for Communication Sites (R56). Customer Responsibilities: • Provide access /escort to the sites. • Witness tests. (if desired) Completion Criteria: All R56 audits completed successfully. 4. 12.2 Perform Equipment Testing Motorola Responsibilities: • Test individual components of the system to verify compliance to the equipment specifications. • Repeat any failed test(s) once Motorola (or Santa Ana) has completed the corrective action(s). • Prepare documentation of component tests to be delivered as part of the final documentation package, Customer Responsibilities: • Witness tests if desired. Completion Criteria: Successful completion of equipment testing. 4.12.3 Perform Functional Testing Motorola Responsibilities: • Verify the operational functionality and features of the individual subsystems and the system supplied by Motorola, is contracted. • If any roajor task as contractually described fails, repeat that particular task after Motorola determines that corrective action has been taken. • Document all issues that arise during the acceptance tests, • Document the results of the acceptance tests and present to Santa Ana for review. • Resolve any minor task failures before final System Acceptance. Customer Responsibilities: Witness the functional testing. City of Santa Ana MCC7500 P25 olspatch Migration and Subscribers 02 April 2015 Use or disclosure of this proposal Is subject to the restrictions on the cover page. Motorola Solutions CorOdential Restrlcted Statement of Werh 4.12 55A -122 Completion Criteria: • Successful completion of the functional testing. • Santa Ana approval of the fractional testing. 4.12.4 System Acceptance Test Procedures (Milestone) • Santa Ana approves the completion of all the required tests. 4.13 FINALIZE 4.13.1 Cutomer Motorola Responsibilities: Motorola and Santa Ana develop a mutually agreed upon cutover plan based upon discussions held during the CDR. During cutover, follow the written plan and implement the defined contingencies, as required. Conduct cutover meeting(s) with user group representatives to address both how to mitigate technical and communication problem impact to the users during cutover and during the general operation of the system. Customer Responsibilities: • Attend cutover meetings and approve the cutover plan. • Notify the user group(s) affected, by the cutover (date and time). • Conduct a roll call of all users working during the cutover, in an organized and methodical manner. • Ensure that all Subscriber users and console users are trained. • Provide Motorola with the subscriber information for input into the system database, for activation. Completion Criteria: • Successful migration from the old system to the new system. 4.13.2 Resolve Punchlrst Motorola Responsibilities: Work with Santa Ana to resolve punchhst items, documented during the Acceptance Testing phase, in order to meet, all the criteria for final system acceptance. Customer Responsibilities: Assist Motorola with resolution of identified prmohlist items by providing support, such as access to the sites, equipment and system, and approval of the resolved punchlist item(s). Completion Criteria: • All punchlist items resolved and approved by Santa Ana. City of Santa Ana MCC7500 P25 Dispatch Migration and Subscribers 02 April 2015 Use or disclosure of this proposal is subject to the restrictions on the cover page. Motorola Solutions Confidential Restricted 55A -123 StatementoflVork 4 -13 4.133 Transition to Service /Project Transition Certificate Motorola Responsibilities: • Review the items nccessary for transitioning the project to warranty support and service. • Provide a Customer Support Plan detailing the warranty and post- watranty support, if applicable, associated with the Contract equipment. Customer Responsibilities: Participate in the Transition Service/Project Transition Certificate (PTC) process. Completion Criteria: • All service information has been delivered and approved by Santa Ana, 4.13.4 Finalize Documentation Motorola Responsibilities: Provide an electronic as -built system manual on a Compact Disc (CD). The documentation will include the following: System -Level Diagram Site Floor Plans Site Equipment Rack Configurations ATP Test Checklists Functional Acceptance Test Plan Test Sheets and Results Equipment Inventory List Console Programming Template Maintenance Manuals (where applicable) Technical Service Manuals (where applicable) Drawings are created utilizing AUtDC.'AD design software and will be delivered in Adobe PDF format. All other system manual documents converted from native format to Adobe PDF format to be included on the System Manual CD, • Provide two console operator manuals at every dispatch center. Customer Responsibilities: Receive and approve all documentation provided by Motorola. Completion Criteria: • All required documentation is provided and approved by Santa Ana, 4.13.5 Final Acceptance (Milestone) • All deliverables completed, as contractually required. • Final System Acceptance received from Santa Ana. City of Santa Ana MCC7500 P25 Dispatch Migration and Subscribers 02 April 2015 Use or disclosure of this proposal Is subject to the restrictions on the cover page. Motorola Solutlons Confidential Restricted Statement of Work 4 -14 55A -124 f 4.14.1 Project Status Meetings Motorola Responsibilities; Once a month, Motorola Project Manager, or designee, will attend all project status meetings wim Santa Ana, as determined during the CDR. Record the meeting minutes and supply the report. The agenda will include the following: Overall proj cot status compared to the Proj ect Schedule. Product or service related issues that may affect the Project Schedule. Status of the action items and the responsibilities associated with them, in socordance with the Proj cot Schedule. Any miscellaneous concerns of either Santa Ana or Motorola. Customer Responsibilities; Attend meetings. Respond to issues in a timely manner. Completion Criteria: s Completion of the meetings and submission of meeting minutes. 4.14.2 Progress Milestone Submittal Motorola Responsibilities: • Submit progress (non - payment) milestone completion certificate /documentation. Customer Responsibilities: Approve milestone, which will signify confirmation of completion of the work associated with the scheduled task. Completion Criteria: Santa Ana approval of the Milestone Completion document(s). 4.14.3 Change Order Process Either Party may request changes within the general scope of this Agreement. If a requested change causes an increase or decrease in the cost, change in system configuration or adds time to the project's timeline required to perform this Agreement, the Parties will agree to an equitable adjustment of the Contract Price, Performance Schedule, or both, and will reflect the adjustment in a change order. Neither Patsy is obligated to perform requested changes unless both Parties execute a written change order. City of Santa Ana MCC7500 P25 Dispatch Migration and Subscribers 02 April 2015 Use or disclosure of this proposal Is subject to the restrictions on the cover page. Motorola Solutions Confidential Restricted 55A -125 Statement of Worl< 4 -15 SECTION 5 .1 5, 5.2.1 5.2.2 A101, k _ 11 1 f, ■max AMEMMOLTIM01114,01K Motorola has over 75 years of experience supporting mission critical connnunications for public safety and public service agencies. Motorola's technical and service professionals use a structured approach to life cycle service delivery and provide comprehensive maintenance and support throughout the life of the system. The value of support is measured by system availability, which is optimized through the use of proactive processes, such as preventive maintenance, fault monitoring and active response management. System availability is a function of having in place a support plan delivered by highly skilled support professionals, backed by proven processes, NEESM tools, and continuous training. W Account Services Manager Your Motorola Account Services Manager provides coordination of support resources to enhance the quality of service delivery and to ensure your satisfaction. The Account Services Manager (ASM) is responsible to oversee the execution of the Warranty and Service Agreement and ensure that Motorola meets its response and restoration cycle time commitments, The ASM will supervise and manage the Motorola Authorized Servicer's functions. Motorola System Technologists ' Extensive Experience — Motorola has over 75 years of experience supporting mission critical communications and the Public Safety community. Capacity to Respond — Motorola's network of local service centers, repair depots, system support center and parts support enable Motorola to provide quick and effective service delivery. ti Flexibility and Soalability- Motorola's Support Plans are customized to meet individual Customer needs Skills and Process — Motorola uses a well - established, structured, and disciplined approach to provide service delivery. Motorola's team of well - trained and committed people understands the communications technology business. The Motorola System Technologists (ST) are available to assist Motorola's Authorized Serviccrs when needed for network health and operations. City of Santa Ana MOC7500 P25 Dispatch Migration and Subscribers 02 April 2015 Use or disclosure of this proposal Is subject to the restrictions on the cover page. Motorola Solutions Confldentlat Restricted 55A -126 Warranty and Maintenance Services 5 -1 523 Motorola System Support Center Located in Schaumburg, Illinois, the System Support Center (SSC) is a key component to the overall management and system maintenance, As detailed in this Customer Support Plan, the following services are provided by the System Support Center; • Dispatch Service. • Infrastructure Repair. 5,14 Motorola Local Service Provider Motorola's authorized service centers are staffed with trained and qualified technicians, They provide rapid response, repair, restoration, installations, removals, programnung, and scheduled preventive maintenance tasks for site standards compliance and RF operability. Motorola's authorized service centers are assessed annually for technical and administrative competency. Motorola places great emphasis on ensuring that communications systems, such as the one proposed for the City of Santa Ana, meet high standards for design, manufacture, and performance. To enhance the value of the communications system being acquired, Motorola offers customized warranty and post - warranty services as outlined in this section. 5.2.5 Warranty Services Motorola will provide warranty services per our standard warranty terms and conditions as outlined within the Communication Systems Agreement within this proposal, hl addition to the Standard Commercial Warranty, the service products that comprise the Custom Warranty package mirror those delivered to Santa Ana and are listed below along with a brief description. • Dispatch Service. • Technical Support. • Infrastructure Repair with Advance Replacement Service. • OnSito Support Regular (4 hour response time). • Network Preventative Maintenance. 51.6 Dispatch Service Motorola's Dispatch Service ensures that trained and qualified technicians are dispatched to diagnose and restore your communications network Following proven response and restoration processes, the local authorized service center in your area is contacted and a qualified technician is sent to your site. An automated escalation and case management process is followed to ensure that technician site arrival and system restoration comply with contracted response and restore times. Once the issue has been resolved, the System Support Center verifies resolution and with your approval, closes the case. Activity records are also available to provide a comprehensive history of site performance, issues, and resolution, 5.2.7 Technical Support Service Motorola Technical Support service provides an additional layer of support through centralized, telephone consultation for issues that require a high level of communications network expertise and troubleshooting capabilities. City of Santa Ana MCC7500 P25 Dispatch Migration and Subscribers 02 April 2015 Use or disclosure of this proposal Is subject to the restrictions on the cover page. Motorola Solutions Confidential Restricted 55A -127 Warranty and Maintenance Services 5 -2 Technical Support is delivered by the System Support Center (SSC), The SSC is staffed with trained, skilled technologists specializing in the diagnosis and swift resolution of network perforulunce issues. These technologists have access to a solutions database as well as in house test labs and development engineers. Technical Support cases are continuously monitored against stringent inbound call management and case management standards to ensure rapid and consistent issue resolution. Technical Support service translates into measurable, customer - specific metrics for assured network performance and system availability. 5.2.8 Infrastructure Repair Infrastructure Repair service provides for the repair of all Motorola- manufactured equipment, as well as equipment from third -party infrastructure vendors. All repair management is handled through a central location eliminating your need to send equipment to multiple locations, Comprehensive test labs replicate your network in order to reproduce and analyze the issue. State -cf- the -art, industry- standard repair tools enable our technicians to troubleshoot, analyze, test, and repair your equipment. Our IS09001 and TL9000- certified processes and methodologies ensure that your equipment is quickly returned maintaining the highest quality standards. The ASTRO 25 Maintenance Proposal does not cover the Unified Push To Talk (UPTT) solution at this time, Motorola would be pleased to offer maintenance for this subsystem at a later date and at an additional cost. Service agreements allow you to budget your rnaintenance costs on an annual basis. Equipment covered under service agreements also receives higher service priority, which results in quicker repair times. 5.19 Infrastructure Repair with Advanced Replacement Infrastructure Repair with our Advanced Replacement upgrade supplements your spares inventory with Motorola's centralized inventory of critical equipment. In advance of Motorola repairing the malfunctioning unit, a replacement unit is sent to you within 24 hours to ensure a spare unit is available. Upon receipt of the malfunctioning unit, Motorola repairs the unit and replace it in our centralized inventory. 5110 On -Site Infrastructure Response Motorola On -Site Infrastructure Response provides local, trained and qualified technicians who arrive at your location to diagnose and restore your communications network. Following proven response and restore processes, Motorola Dispatch contacts the local authorized service center in your area and dispatches a qualified technician to your site. An automated escalation and case management process ensures that technician site arrival and system restoration comply with contracted response times. The field technician restores the system by performing first level troubleshooting on site. If the technician is unable to resolve the issue, the case is escalated to the System Support Center or product engineering teams as needed. 5211 Network Preventative Maintenance Network Preventative Maintenance provides will provide an operational test and alignment on ABPD's hnfrastructure Equipment (infrastructure or fixed network equipment only) to ensure the infrastructure meets the original manufacture's specifications. City of Santa Ana MC07500 P25 [Dispatch Migration and Subscribers 02 April 2015 Use or disclosure of this proposal is subject to the restrictions on the cover page. 0 Motorola Solutions Confidentlol Restricted Warranty and Malntenance Services 5 -3 55A -128 5.2.12 Optional Post Warranty Services As Motorola's continuing commitment to supporting your system, warranty services can be extended after the first year to provide maintenance and service support in future years. Any of the services that we identify can be customized in future years, and are available for purchase either in "System Support Services" packages or as individual service offerings. These system support services significantly benefit Santa Ana because the system can be effectively supported after the warranty period, thereby maximizing the operational capabilities and useful life of the system and protecting your investment in the system. C3 SUMMARY OF WARRANTY AND OPTIONAL ire O r RA R - ar SERVICE Whether it's a routine service call, or a disaster situation, Motorola understands its responsibility and takes pride in its commitment to deliver proven response service to the public safety community. Motorola has the capability to provide the technical, administrative, consultative, and maintenance repair services needed to support, enhance, and maintain the effectiveness of your communications network. Motorola's goal is to provide Santa Ana with the qualified resources, to maintain and improve system operation and availability, and to deliver world -class service support. Warranty and Post Warranty Service support services to be delivered for MCC7500 Console Project are outlined in Table 5 -1. Table 5.1: Warranty and Post Warranty Service Overview City of Santa Ana MC07500 P25 Dispatch Migration and Subscribers 02 April 2015 Use or disclosure of this proposal is subject to the restrictions on the cover page. Motorola Solutions Confidential Restricted 55A -129 Warranty and Maintenance Services 5 -4 SECTION 6 Motorola has provided a project schedule on the Following page. City of Santa Ana MCC7500 P25 Dispatch Migration and Subscribers Motorola Solutions Confidential Restricted 55A -130 02 April 2015 Use of disclosure of this proposal Is subject to the restrictions nn the cover page. Project Schedule 6.1 A Ip 1C V1 V1 N 0 Ifl g 0 Ij 1(1 b N,� Ul N w w w w v .� ` ` ti � .-i N ei M r1 N M N r-I e1!i� M MN � '1 e+' ,^ 0 e'I ei ei „1 fl ei rl N. N "O q F a 'O W 6 ,e C C W 7 C •� J - J � 'O ] c W W N •O aj N N •� ?� O 1^ 9 O O�� C LL � �' � �' LL' 3 "M`•Z,~%51 u: v1 p \�„�N u\i �e a ry nn wmaa m m io n .=1 m`r�.a'�.ai H° t`1• ry °.�m.N -: .�i�:ry -I in a F, .'a BN mmr° -i-i o0 o m.yo� v: mo N'�d'�ai vOi °o vai° rv�CS't�.i�o M.i In co .lo mw �I ti m n — a c m w a o m« v m h _p tlG O Q VI O E K ,6 m8" avw "E�: O U ¢ 6 13 12 E w o v« ¢ « Y.v: m n D E E N. 9 ':.4 �• y ry N `� '� Fq-' `a! w pp O u U Lm ❑ 3¢ Q a m` L o �n %° w o m a m `� « 9 Ey1 Y �E c E Y E a b > E vu°in mac "a vaU `n :5o�n�u��"31n 55A -131 `w J w v u � a O y, U p W � v v a � 6 4' r 'ICI m.m i °a Iv V a a C jd ul ayn p v F FnLL �� I I. L =EE C yE� m€ ao a SECTION 7 Aft The Contxact Price will be paid via the disbursement of the financing proceeds pursuant to an Equipment Lease - Purchase Agreement executed between the City and Motorola Credit Corporation. City of Santa Ana MOC7500 P25 Dispatch Migration and Subscribers 02 Aprll 2015 Use or disclosure of this proposal Is subject to the restrictions on the cover page, Q) Motorola Solubons Confidential Restricted 55A -132 Pricing Summary 7 -1 Police and Public Works Equipment and Services $6,614,678 Discount if ordered by May 20, 2015 and all radios and flash upgrades - $2,717,303 shipped by June 26th, 2015. Discount only valid if all products and services included in this proposal are contracted for at one time. Equipment and Services Subtotal $3,897,375 Tax $360,028 System Total: $4,257,404 Discounts include 2015 Not Red Receiver Radio 50% Promotional Price, Orange County Equipment Price Book MA-060-10012594 Discounts which expire on May 201h, 2015, Extension of 2014 APX pricing which expires May 20t °, 2015, Trade In Discount on legacy radios and consoles, and a System Discount for Purchasing all Equipment and Services included in this proposal together. The Contxact Price will be paid via the disbursement of the financing proceeds pursuant to an Equipment Lease - Purchase Agreement executed between the City and Motorola Credit Corporation. City of Santa Ana MOC7500 P25 Dispatch Migration and Subscribers 02 Aprll 2015 Use or disclosure of this proposal Is subject to the restrictions on the cover page, Q) Motorola Solubons Confidential Restricted 55A -132 Pricing Summary 7 -1 W The proposed pricing is shown below: m m i m m Police MCC7500 Consoles, Portables, Mobiles, Corsolettes, Flash $5,971,750 Upgrades and Services Discount if ordered by May 20, 2015 and all radios and flash upgrades - $2,463,249 shipped by June 26th, 2015. Discount only valid if all products and services included in this proposal are contracted for at one time, Equipment and Services Subtotal $3,808,501 Tax $324,810 System Total: $3,833,311 Discounts include 2015 Hot Red Receiver Radio 50% Promotional Price, Orange County Equipment Price Book MA -060- 10012594 Discount s which expire on May 20th, 2015, Extension of 2014 APX pricing until May 20t , 2015, Trade In Discount on legacy radios and consoles, and a System Discount for Purchasing all Equipment and Services included in this proposal together. The Contract Price will be paid via the disbursement of the financing proceeds pursuant to an Equipment Lease- Purchase Agreement executed between the City and Motorola Credit Corporation. City of Santo Ana MCC7500 P25 Dispatch Migration and Subscribers 02 April 2.015 Use or disclosure of this proposal Is subject to the restrictions on the cover page. Motorola Solutions Confidential Restricted Pricing Summary 7 -2 55A -133 73 PUBLIC WORKS MOBILES, PORTABLES, CONSOLETTES AND FLASH UPGRADES PRICING SUMMARY The proposed pricing is shown below: A ! j 9 0 Public Works Portables, Mobiles, Consolettes, and Flash Ugrades $642,928 Equipment Discount if ordorod by May 20, 2015 and all radios and flash upgrades $254,054 shipped by June 261h 2015. Discount only valid if all products and services included in this proposal are contracted for at one time. Equipment Subtotal $ $35,874 $35,218 Tax $424,092 Equipment Total: Discounts include 2015 Hot Red Receiver Radio 50% Promotional Price, Orange County Equipment Price Book MA- 060 - 10012594 Discount s which expire on May 20t ", 2015, Extension of 2014 APX pricing until May 201h 2015, Trade In Discount on legacy radios, and a System Discount for Purchasing all Equipment and Services included In this proposal. The Contract Price will be paid via the disbursement of the financing proceeds pursuant to an Equipment Lease - Purchase Agreement executed between the City and Motorola Credit Corporation. City of soma Ana MCC7500 P25 Dispatch Migration and Subscribers Motorola Solutions Confidential Restricted 55A -134 02 April 2015 Use or disclosure of this proposal is sub] act to the restrictions on the cover page. Pricing Summary 7 -3 SECTION 8 TERM% AND LC60NDITIONS AGREEMENT BETWEEN MOTOROLA SOLUTIONS, INC. AND THE CITY OF SANTA ANA (Console and Radio Project) Motorola Solutions, Inc., formerly Motorola, Inc. ( "Motorola" or "Contractor ") and the City of Santa Ana, State of California ( "City "), which are sometimes individually referred to as "Party" or collectively referred to as "Parties," hereby desire and intend to enter into this contract ( "Agreement ") made as of May 5, 2015,[must be before May 20th] ( "Effective Date "), whereby Motorola sells and the City purchases the products and services described more fully in that Motorola Proposal dated April 2, 2015 (the "Motorola Proposal "), which is incorporated herein by this reference. Notwithstanding anything to the contrary stated in the Proposal, Motorola agrees the pricing validity and the conditional discount for when the order is placed (i.e., execution of this Agreement) are both extended to May 20, 2015 provided that Motorola may ship the products by June 26, 2019 and the City will accept shipment of the products upon delivery. The Parties agree as follows: 1. Contract Price: The Contract Price (exclusive of applicable sales or use taxes which will be added and paid by the City but inclusive of freight charges) for the System is $4,257,404, but only if this Agreement is fully signed by May 20, 2015 and the City allows shipment of the products by June 26, 2015. The term "System" means the console Equipment, Software, and incidental hardware and materials that are combined together into an integrated system as described in the Motorola Proposal. 2. Price Book Terms and Conditions: The terms and conditions (including the definition in Section 2) of that certain contract known as the Orange County Price Book dated May 21, 2010, Contract #.MA- 060 - 10012594 ( "Price Book') are attached hereto for convenience as Exhibit B, are incorporated herein by this reference, and are applicable to this transaction except as otherwise specifically stated below. This Agreement does not generally modify the Price Book terms and conditions, and they remain in full force and effect to the extent they are unmodified by this Agreement. The above pricing for the Equipment is based upon Price Book pricing, although additional discounts may be offered. 3. Services: Section 3.3.3 of the Price Book suggests that the Parties may use that contract for purchase and sale transactions including services. However, Section 7 of the Price Book, Terms and Conditions, particularly the recitals and paragraphs 3.1 and 3.5, suggests that. the Parties may not use the Price Book for purchase and sale of services transactions. 'ro resolve that ambiguity for this transaction, the Parties agree that the terms and conditions of the Price Book apply to this transaction (including equipment, software, and related services) except as otherwise specifically stated below. In addition, this Agreement adds provisions not included in the Price Book to address service related and other issues. City of Santa Ana MCC7500 P25 Dispatch Migration and Subscribers 02 April 2015 Use or disclosure of this proposal is subject to the restrictions on the cover page. Motorola Solutions Confidential Restricted 55A -135 Terms and Conditions 8 -1 4. Scope of Work: The Parties will perform their respective work responsibilities in accordance with the Statement of Work and the Performance Schedule. (See Sections I and 6 of the Motorola Proposal.) By executing this Agreement, the City authorizes Motorola to proceed with contract performance. Unless terminated in accordance with other provisions of this Agreement or extended, by mutual agreement of the Parties, the term of this Agreement begins on the Effective Date and continues through the warranty period of the equipment. 5. Change Orders: Consistent with Section 3.3 of the Price Book, either Party may request changes within the general scope of this Agreement and neither Party is obligated to perform requested changes unless both Parties execute a. written change order. 6. Sites: The City 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 work sites or vehicles identified in the Statement of Work as reasonably requested by Motorola so that it may perform its duties in accordance with the Performance Schedule and Statement of Work. Further, the City 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 imless the Statement of Work states to the contrary, the City 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 may inspect the work site and advise the City 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. If a Party determ4les that the sites identified in the Statement of Work are no longer available or desired, or if subsurface, structural, adverse environmental or latent conditions at any site differ from those indicated in the Statement of Work, 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. 7. Acceptance: Because this transaction. is for a System and not just Equipment, the Acceptance Provisions of Section 6 of the Price Boole apply only to the subscriber radios but not to the consoles. Rather, System Acceptance for the consoles will occur when the Acceptance Tests have been successfully completed. "Acceptance Tests" means those tests described in the Acceptance Test Plan. (See Section 3 of the Motorola Proposal.) Motorola will provide to the City at least ten (10) days notice before the Acceptance Tests commence. System testing will occur only in accordance with the Acceptance Test Plan. Upon System Acceptance, the Parties will memorialize this event by promptly executing a System Acceptance Certificate. If the City believes the System has failed the completed Acceptance Tests, the City will provide to Motorola a written notice that includes the specific details of the failure. If the City does not provide to Motorola 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 will not postpone System Acceptance, but will be corrected according to a mutually agreed punch list schedule. City of Santa Ana MCC7500 P25 Dispatch Mlgration and subscribers 02 April 2015 Use or disclosure of this proposal is subject to the restrictions on the cover page. Motorola Solutions Confidentlal Restricted Terms and Conditlons 0 -2 55A -136 8. Beneficial Use: Motorola's ability to perform its implementation and testing responsibilities may be impeded if the City begins using the System before System Acceptance. Therefore, the City will not commence Beneficial Use before System Acceptance without Motorola's prior written authorization, which will not be unreasonably withheld. The term `Beneficial Use" means when the City first uses the System for operational purposes (excluding training or testing). Motorola is not responsible for System performance deficiencies that occur during unauthorized Beneficial Use. Upon commencement of Beneficial Use, the City assumes responsibility for the use and operation of the System. 9. 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 means of a Final Project Acceptance Certificate. 10. Maintenance; During the Warranty Period, in addition to warranty services, Motorola will provide maintenance services for the console Equipment and support for the Motorola Software pursuant to the maintenance and support statements of work. (See Section 5 of the Motorola Proposal.) Those services and support are included in the Contract Price. Unless otherwise agreed by the Parties in writing, the terms and conditions applicable to the maintenance, support or software services will be Motorola's standard Service Terms and Conditions, which are incorporated herein by this reference and a copy of which will be provided to the City upon request. if the City wishes to purchase additional maintenance and support services during the Warranty Period, or any maintenance and support services after the Warranty Period, the description of and pricing for the services will be set forth in a separate document. Notwithstanding Sections 7.1 and 7.2 of the Price Book, the term "Warranty Period" for this transaction means one (1) year from the date of System Acceptance or Beneficial Use, whichever occurs first, for the console Equipment and one (1) year from the date of shipment for the subscriber radio Equipment. 11, Invoicing: The Contract .Price will be paid via the disbursement of the financing proceeds pursuant to an Equipment Lease - Purchase Agreement executed between the City and Motorola Credit Corporation. For reference, the Federal Tax Identification Number for Motorola Solutions, Inc. is 36- 1115800. 12. Title and Risk of boss: Consistent with Section 4.2 of the Price Book, title to the Equipment will pass to the City upon delivery; title to Software will not pass to the City at any tune but is licensed in accordance with the applicable Software License Agreement (see Sections 3.6 and 3.7 of the Price Boole); risk of loss will pass to the City upon delivery of the Equipment to the City; and Motorola will pack and ship all Equipment in accordance with good commercial practices. 13. System Representation and Warranties: Motorola represents that the System will perform in accordance with the specifications as described in the Motorola Proposal and published product documentation in all material respects. Upon System Acceptance or Beneficial Use, whichever occurs first, this System fiinctionality representation is fulfilled. Motorola is not responsible for System performance deficiencies that are caused by ancillary equipment not furnished by Motorola which is attached to or used in connection with the System or for reasons or parties beyond Motorola's 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 the City changes the load usage or configuration outside the specifications. City of Santa Ana MCC7500 P2S Dispatch Migration and Subscribers 02 April 2015 Use or disclosure of this proposal Is subject to the restrictions on the cover page. Motorola Solutions Conflotential Restricted 55A -137 Terms and Canditions 0 -3 Notwithstanding Section 7.1 of the Price Book, during the Warranty Period, Motorola 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 within the City's control, this warranty expires eighteen (18) months after the shipment of the Equipment. Notwithstanding Section 7.1 of the Price Book, during the Warranty Period, Motorola warrants the Motorola Software in accordance with the terms of the Software License Agreement and the provisions of this Section 13 that are applicable to the Motorola Software, If System Acceptance is delayed beyond six (6) months after shipment of the Motorola Software by events or causes within the City's control, this warranty expires eighteen (18) months after the shipment of the Motorola Software. Motorola warrants that the services will be performed in a good and workmanlike manner for 90 days from the date of performance. Sections 7.3 (warranty exclusions), 7.4 (warranty claims), 7.7 (end user), and 7.9 (warranty disclaimers) of the Price Book apply to this transaction. 14. Force Majeure: Consistent with Section 9 of the Price Book, 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 (but 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 for a time period that is reasonable under the circumstances. The term "Force Majeure" means an event, circumstance, or act of a third party that is beyond a Party's reasonable control (e.g., an act of God, an act of the public enciny, an act of a government entity, strikes or other labor disturbances, hurricanes, earthquakes, fires, floods, epidemics, embargoes, war, and riots). If the City (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 may agree to additional compensation. 15. Protection of Confidential Information: During the term of this Agreement, the Parties may provide each other with Confidential Information. The term "Confidential Information" means any information that is disclosed in written, graphic, verbal, or machine - recognizable form, and is marked, designated, or identified at the time of disclosure as being confidential or its equivalent; or if the information is in verbal form, it is identified as confidential at the time of disclosure and is confirmed in writing within thirty (30) days of the disclosure. Confidential Information does not include any information that: is or becomes publicly known through no wrongful act of the receiving Party; is already known to the receiving Party without restriction when it is disclosed; is or becomes, rightfully and without breach of this Agreement, in the receiving Party's possession without any obligation restricting disclosure; is independently developed by the receiving Party without breach of this Agreement; subject to the requirements of any applicable public records law; or is explicitly approved for release by written authorization of the disclosing Party. Subject to the requirements of any applicable public records law, each Party will: maintain the confidentiality of the other Party's Confidential Information and not disclose it to any third party, except as authorized by the disclosing Party in writing or as required by a court of competent jurisdiction; restrict disclosure of the Confidential Inforanati,on to its employees who have a "need to know" mid not copy or reproduce the Confidential City of Santa Ana 02 April 2015 MC07500 P25 Dispatch Migration and Subscribers Use or disclosure of this proposal Is subject to the restrictions on the cover page. Motorola Solutions Confidential Restricted Terms and Conditions 8.4 55A -138 Information; take necessary and appropriate precautions to guard the confidentiality of the Confidential Information, including informing its employees who handle the Confidential Information that it is confidential and is not to be disclosed to others, but these precautions will be at least the same degree of care that the receiving Party applies to its own confidential information and will not be less than reasonable care; and use the Confidential Information only in furtherance of the performance of this Agreement. Confidential Information is and will at all times remain the property of the disclosing Party, and no grant of any proprietary rights in the Confidential Information is given or intended, including any express or implied license, other than the limited right of the recipient to use the Confidential Information in the manner and to the extent permitted by this Agreement. Motorola agrees to maintain the confidentiality of all City and City - related records and information pursuant to all statutory laws relating to privacy and confidentiality that currently exist or exist at any time during the term of this Contract, All such records and information shall be considered confidential and kept confidential by Motorola and its staff, agents and employees. 16. Software Licensing: The Software License Agreement attached to this Agreement as Exhibit A applies. 17. Purchase Order: If the City issues a purchase order ( "Purchase Order "), it will do so concurrently with execution of this contract. Any additional or conflicting terms and conditions in the Purchase Order will have no effect. 18. Insurance Provisions: Before performing any services under this Agreement, Motorola will provide all required insurance at its expense and will deliver to the City an ACORD form Certificate of Insurance and all endorsements required herein, and will keep such insurance coverage and the certificate on file with the City during the entire term of this Agreement. In addition, all subcontractors performing work on behalf of Motorola pursuant to this Agreement shall obtain similar insurance as determined by the Motorola Insurance Department, excluding Professional Liability which does not apply to subcontractors. Motorola is responsible for all self- insured retentions (SIRs) and deductibles. If Motorola fails to maintain the agreed insurance for the full term of this contract, the City may tenninate this contract in accordance with the default and termination provisions. Qualified Insurer: Minimum insurance company ratings as determined by the most current edition of the Best's Ivey Rating Guide /'Property- Casualty /'United States or ambest.com shall be A- (Secure A.M. Best's Rating) and VIII (Financial Size Category). The policy or policies of insurance must be issued by an insurer authorized to do business in the state of California. The policy or policies of insurance maintained by the Contractor shall provide the minimum limits and coverage as set forth below: Coverage Minimum Limits $2,000,000 per occurrence Commercial General. Liability 4,000,000 general policy aggregate Automobile Liability including coverage for owned, non -owned and hired $1,000,000 per occurrence vehicles Workers' Compensation Statutory Employers' Liability Insurance $1,000,000 per occurrence City of Santa Ana 02 April 2015 MCC7500 P25 Dispatch Migration and Subscribers Use or disclosure of this proposal Is subject to the restrictions on the cover page. Motorola Solutions Confidential Restricted 55A -139 Terms and Conditions 8-5 Professional Liability Insriranoe per' claimsms m� or per occurrence Required Coverage Forms: The Commercial General Liability coverage shall be written on Insurance Services Office (ISO) form CG 00 01, or a substitute form providing liability coverage at least as broad. The Business Auto Liability coverage shall be written on ISO form CA 00 01, CA 00 05, CA 0012, CA 00 20, or a substitute form providing coverage at least as broad. Required Endorsements: Concerning the Commercial General Liability policy, Motorola shall provide a blanket additional insured endorsement using ISO form CG 2010 or CG 2033 or a form at least as broad, including the City of Santa Ana, its officers, volunteers, and employees as Additional Insureds. The CGL shall be primary and any insurance or self- insurance maintained by the City of Santa Ana shall be excess. As used herein, the term "volunteer" means a person who is not an officer or employee of the City but who has volunteered to perform a governmental function on behalf of the City and is acting within the course and scope of his or her duties as a volunteer, Motorola shall give the City of Santa Ana 30 days notice in the event of cancellation and 10 days for non - payment of premium. If Motorola's Professional Liability policy is a "claims made" policy, it shall agree to maintain professional liability coverage for two years following completion of contract. The Commercial General Liability policy shall contain a severability of interests clause, also known as a "separation of insureds" clause (standard in the ISO CG 0001 policy). The procuring of such required policy or policies of insurance shall not be construed to limit Contractor's liability hereunder nor to fulfill the indemnification provisions and requirements of this Contract, nor act in any way to reduce the policy coverage and limits available from the insurer. 19. Non- Discrivaination: In the performance of this Agreement, Motorola agrees that it will comply with the requirements of Section 1735 of the California Labor Code and not engage nor permit any subcontractors to engage in discrimination in employment of persons because of the race, religious creed, color, national origin, ancestry, physical disability, mental disability, medical condition, marital status, or sex of such persons. Motorola acknowledges that a violation of this provision shall subject Motorola to all the penalties imposed for a violation of Section 1720 et seq. of the California Labor Code. 20, Remedies Not Exclusive: Unless a provision otherwise expressly indicates, the remedies for breach set forth in this Agreement are cumulative as to one another and as to any other provided by law, rather than exclusive; and the expression of certain remedies in this Agreement does not preclude resort by either party to any other remedies provided by law. 21. Independent Contractor: Motorola shall be considered an independent contractor and neither Motorola nor its employees; nor anyone working Under Motorola shall be considered an agent or an employee of City. Neither Motorola nor its employees; nor anyone working under Motorola shall qualify for workers' compensation or other fringe benefits of any kind through City. 22. Performance: Contractor and the City shall each perform all of its respective work under this Contract as described in the Motorola Proposal. Contractor shall be responsible for the professional quality, technical assurance, timely completion (subject to Force Majeure events or delays by the City or its other contractors) and coordination of all promised documentation and other services .furnished by the City of Santa Ana 02 April 2015 MCC7500 P25 Dispatch Migration and Subscribers Use or disclosure of this proposal is subject to line restrictions on the cover page. Motorola Solutions Confidential Restricted Terms and Conditions 8 -6 55A -140 Contractor under this Contract. Contractor shall perform all of its work diligently, carefully, and in a good and workman -like manner; shall furnish all labor, supervision, machinery, equipment, materials, and supplies necessary therefore; shall at its sole expense obtain and maintain all permits and licenses required by public authorities, including those of City required in its governmental capacity, in connection with performance of the work (except for FCC licensing matters or other permits or approvals if the Statement of Work indicates they are the responsibility of City); and shall be fully responsible for all worIc performed by sub - contractors. 23. Bills and Liens: Contractor shall pay promptly all indebtedness for labor, materials, and equipment used in performance of the work. Contractor shall not permit any lien or charge to attach to the work or the premises, but if any does so attach, Contractor shall promptly procure its release and, in accordance with the requirements of Section 14.9 of the Price Book, Terms and Conditions, indemnify, defend, and hold City harmless and be responsible for payment of all costs, damages, penalties and expenses related to or arising from or related thereto. 24. Changes: (See Section 5 above,) 25. Readings: The various headings and numbers herein, the grouping of provisions of this Contract into separate clauses and paragraphs, and the organization hereof are for the purpose of convenience only and shall not limit or otherwise affect the meaning hereof. 26. Severability: If any term, covenant, condition, or provision of this Contract is held by a court of competent jurisdiction to be invalid, void or unenforceable, the remainder of the provisions hereof shall remain in full force and effect and shall in no way be affected, impaired or invalidated thereby. 27. Calendar Days: Any reference to the word "day" or "days" herein shall mean calendar day or calendar days, respectively, unless otherwise expressly provided. 28. Assignment or Sub- Contracting: The terms, covenants, and conditions contained herein shall apply to and bind the heirs, successors, executors, administrators and assigns of the parties. Furthermore, neither the performance of this Contract nor any portion thereof may be assigned or sub- contracted by Contractor without the express written consent of City except as permitted by Section 14.2 of the Price Book, Terms and Conditions. Any attempt by Contractor to assign or sub - contract the performance or any portion thereof of this Contract without the express written consent of City shall be invalid and shall constitute a breach of this Contract except as permitted by Section 14.2 of the Price Book, Terms and Conditions. 29. Confidentiality: Contractor agrees to maintain the confidentiality of all City and City - related records and information pursuant to all statutory laws relating to privacy and confidentiality that currently exist or exist at any time during the term of this Contract. All such records and information shall be considered confidential and kept confidential by Contractor and Contractor's staff, agents and employees. 30. Compliance with Laws: Each Party represents and warrants to the other Party that the performance of its duties and the services to be provided under this Contract shall fully comply, at its expense, with all standards, laws, statutes, restrictions, ordinances, requirements, and regulations (collectively "laws "), including, but not limited to those issued by City in its governmental capacity and all other laws applicable to the services at the time services are provided to and accepted by City, 31. Pricing: The Contract bid price shall include full compensation for providing all required goods City of Santa Ana 02 April 2015 MCC7500 P25 Dispatch Migration and Subscribers Use or disclosure of this proposal is subject to the restrictions on the cover page. Motorola Solutions Con(ldentlal Restricted Terms and Condtions 0 -7 55A -141 in accordance with required specifications, or services as specified herein or when applicable, in the scope of work attached to this Contract, and no additional compensation will be allowed therefore, unless otherwise provided for in this Contract. 32. Additional Terms and Conditions: 1. Scope of Contract: This Contract specifies the contractual terms and conditions by which the City will procure services from Contractor as further detailed in the Scope of Work as set forth in the Motorola. Proposal. 2. Term of Contract: This Contract shall commence upon execution of this Contract and continue through the warranty period. This Contract may be renewed as set forth in paragraph 3 below. 3. Renewal: This Contract may be renewed by mutual written agreement of the Parties for three (3) additional one (1) year terms. The City does not have to give any reason. if it elects not to renew. 4. Adjustments — Scope of Work: No adjustments made to the scope of work will be authorized without prior written approval of the City. The City's Project Manager is responsible for advising Motorola whether such approvals have been received, 5. Amendments — Changes /Extra Work: See Section 5 above. The Contractor shall make no changes to this Contract without the City's written consent. In the event that there are new or unforeseen requirements, the City with the Contractor's concurrence has the discretion to request official changes at any time without changing the intent of this Contract. If City - initiated changes or changes in laws or government regulations affect price, the Contractor's ability to deliver services, or the proj ect schedule, the Contractor shall use reasonable efforts to give the City written notice no later than seven calendar days from the date the law or regulation went into effect or the date the change was proposed by the City and the Contractor was notified of the change. 6. Authorization Warranty: The Contractor represents and warrants that the person executing this Contract on behalf of and for the Contractor is an authorized agent who has actual authority to bind the Contractor to each and every term, condition and obligation of this agreement and that all requirements of the Contractor have been fulfilled to provide such actual authority. 7. Breach of Contract: The failure of the either Party to comply with any of the material provisions, covenants or conditions of this Contract shall be a breach of this Contract if the breaching Party fails to cure the non - compliance within thirty (30) days of notice of the alleged breach by non- breaching Party; such notice will provide reasonable details that describe the nature of the alleged breach. In such event the non - breaching Party may, and in addition to any other remedies available at law or in equity, terminate the Contract. 8, Civil Alights: Contractor attests that services provided shall be in accordance with the provisions of Title VI and Title V.II of the Civil Rights Act of 1964, as amended; Section 504 of the Rehabilitation Act of 1973, as amended; the Age Discrimination Act of 1975 as amended; Title II of the Americans with Disabilities Act of 1990, and other applicable State and federal laws and regulations prohibiting discrimination on the basis of race, color, national origin, ethnic group identification, age, religion, marital status, sex or disability. 9. Conditions Affecting Work: The Contractor shall be responsible for taking all steps reasonably necessary to ascertain the nature and location of the work to be performed under this Contract and to know the general conditions which can affect the work or the cost thereof. Subj eet to Section 6 above, any failure by the Contactor to do so will not relieve Contractor from responsibility for successfully performing the work without additional cost to the City. City of Santa Ana MCC7500 P25 Dispatch Migration and Subscrlbals 02 April 2015 Use or disclosure of this proposal Is subject to the restrictions on the cover page. Motorola Solutions Confidential Restilcted Terms and Conditions 8 -8 55A -142 10. Conflict of Interest— Contractor's Personnel: The Contractor shall exercise reasonable care and diligence to prevent any notions or conditions that could result in a conflict with the best interests of the City, The Contractor's efforts shall include, but not be hmited to establishing precautions to prevent its employees or agents from making, receiving, providing or offering gifts, entertainment, payments, loans or other considerations which could be deemed to appear to influence individuals to act contrary to the best interests of the City. 11. Contractor's Project Manager and Key Personnel: Contractor shall appoint a proj cct manager to direct the Contractor's efforts in fulfilling Contractor's obligations under this Contract concerning the console installation and testing. This proj act manager shall be subj ect to approval by the City and shall not be changed without the written consent of the City's project manager, which consent shall not be unreasonably withheld. The Contractor's Proj ect Manager shall be assigned to this project for the duration of this Contract and shall diligently pursue all work and services to meet the project time lines. The City's Project Manager shall have the right to require the removal for good cause and replacement of the Contractor's Proj ect Manager from providing services to the City under this Contract. The City's Project Manager shall notify the Contractor in writing of such action. The Contractor shall accomplish the removal within three (3) business days after written notice by the City's Project Manager. The City's Project Manager shall review and approve the appointment of the replacement for the Contractor's Project Manager. 12. Data — Title To: A11 materials, documents, data or information obtained from the City data frles or any City medium furnished to the Contractor in the performance of this Contract will at all times remain the property of the City. Such data or information may not be used or copied for direct or indirect use by the Contractor after completion or termination of this Contract without the express written consent of the City, All materials, documents, data or information, including copies, must be returned to the City at the end of this Contract, 13. Debarment: Contractor shall certify that neither contractor nor its principles are presently debarred, proposed for debarment, declared ineligible or voluntarily excluded from participation in the transaction by any Federal department or agency. Where contractor as the recipient of federal funds, is unable to certify to any of the statements in the certification, contractor must include an explanation with their bid /proposal. Debarment, pending debarment, declared' ineligibility or voluntary exclusion from participation by any Federal department or agency may result in the bid /proposal being deemed uon- responsible. 14. Entire Contract: This Contract and all of its attachments comprise the entire Contract between the Contractor and the City, Additional or new terms contained in tbis Contract which vary from the Contractor's proposal are deemed accepted by the Contractor by execution of this Contract or other commencement of performance hereunder. All previous proposals, offers, discussions, preliminary understandings, and other comat utications relative to this Contract, oral or written, are hereby superseded, except to the extent that they have incorporated into this Contract, No future waiver of, exception to, addition to, or alteration of any of the terms, conditions and/or provisions of this Contract shall be considered valid unless specifically agreed to in writing by both parties. 15, Gratuities: The Contractor warrants that no gratuities, in the 'form of entertainment, girls or otherwise, were offered or given by the Contractor or any agent or representative of the Contractor to any officer or employee of the City with a view toward securing the Contract or securing favorable treatment with respect to any determ nations concerning the performance of the Contract. For breach or violation of this warranty, the City shall have the right to terminate the Contract, either in whole or in part, and any direct loss or damage sustained by the City in procuring on the open market any services which the Contractor agreed to supply shall be home and paid for by the Contractor. The rights and remedies of the City provided City of Santa Ana 02 April 2015 MCC7500 P25 Dispatch Migration and Subscribers Use or disclosure of this proposal is subject to the restrictions on the cover page. aMotorola Solutions ConRdenflal Restricted 55A -143 Terms and Conditions 8 -9 in the clause shall not be exclusive and are in addition to any other rights and remedies provided by law or under the Contract. 16. Notices: Any and all notices, requests demands and other communications contemplated, called for, permitted, or required to be given hereunder shall be in writing, except through the course of the parties' project managers' routine exchange of information and cooperation during the terms of the work and services. Any written communications shall be deemed to have been duly given upon actual in- person delivery, if delivery is by direct hand, or upon delivery on the actual day of receipt or no greater than four calendar days after being mailed by US certified or registered mail, return receipt requested, postage prepaid, whichever occurs first. The date of mailing shall count as the first day, All communications shall be addressed to the appropriate party at the address stated herein or such other address as the patties hereto may designate by written notice from time to time in the manner aforesaid. For Contractor: Motorola Solutions, Inc. Attention: Rebecca Burbrink, Project Manager 6450 Sequence Drive San Diego, CA 92121 Rebecca .Burbrink @motorolasolutions.com With a copy to: Motorola Solutions, Inc. Attention: Kim Caplan, Account Manager 6450 Sequence Drive San Diego, CA 92121 1Cim .Caplan @motorolasolutions.cotn For City Clerk of the City Council City of Santa Ana 20 Civic Center Plaza (M -30) P.O. Box 1988 Santa Ana, CA 92702 -1988 Fax number (714) 647 -6956 With courtesy copies to: Chief of Police Santa Ana Police Department City of Santa Ana 60 Civic Center Plaza (M -97) P.O. Box 1988 Santa Ana, California 92702 Fax number (714) 245 -8007 and City of Santa Ana MCC7500 P25 Dispatch Migration and Subscribers 02 April 2015 Use or disclosure of this proposal is subject to the restrictions on the cover page. Motorola Solutions Confidentlal Restricted Terms and Conditions 8 -12 55A -144 and City Attorney City of Santa Ana 20 Civic Center Plaza (M- 29)P,O. Box 1988 Santa Ana, California 92702 Fax number (714) 647 -6515 Tina Horner 60 Civic Center Drive Santa Ana, CA 92701 THot7rer ,saita- ana,org 17. Ownership of Documentary Deliverables: The term "Documentary Deliverables" means any document that Motorola prepares specifically for City and not for more general purposes and promises to deliver to City under this Agreement; the term does not include any intellectual property rights used to create the document. Upon delivery, City becomes the permanent owner of a Documentary Deliverable but Contractor may use the document in furtherance of its duties under this Contract, See Section 13.1 of the Price Book terms and conditions regarding Contractor's retention and ownership of all of its intellectual property rights. 18. Precedence: The Contract documents consist of this Contract and its attachments and exhibits. In the event of a conflict between or among the Contract documents, the order of precedence shall be the provisions of the main body of this Contract, i.e., those provisions set forth in the articles of this Contract, and then the exhibits and attachments. 19. Project Manager, City: The City shall appoint aproject manager to act as liaison between the City and the Contractor during the term of this Contract. The City's project manager shall coordinate the activities of the City staff assigned to work with the Contractor, 20. Project Schedule: The services performed Linder this Contract shall be done in accordance with the approved project schedule incorporated herein which may be revised by means of a change order, The Parties shall be responsible for schedule adherence as outlined herein. 21. Limitation ofLiability: See Section 12 of the Price Book terms and conditions. Motorola Solutions, Inc. By: _ Nanie: Title: [Remaining Signatures on Next Page] City of Santa Ana MCC7500 P25 Dispatch Migration and Subscribers 02 April 2015 Use or disclosure or this proposal Is subject to the restrictions on the cover page. Motorola Solutions Confidential Restricted Terms and Conditions 8 -13 55A -145 ATTEST: MARIA INIZAR Clerk of the Colmoil APPROVED AS TO FORM: SONIA R. CARVALHO City Attorney Laura A. Rossini Senior Assistant City Attorney RECOMMENDED FOR APPROVAL: Carlos Rojas Chief of Police City of Santa Ana MCC7500 P25 Depatch Migration and Subscribers CITY OF SANTA ANA DAVID CAVAZOS City Manager Motorola Solutions Confidential Restricted 55A -146 02 April 2015 Use or disclosure of thls proposal is subject to the restrictions on the cover page. Terms and Conditions 8,14 Exhibit A Software License Agreement This Exhibit A Software License Agreement ( "Agreement ") is between Motorola Solutions, Inc., ( "Motorola "), and the City of Santa Ana, a political subdivision of the State of California ( "Licensee "). For good and valuable consideration, the parties agree as follows: Section 1 DEFINITIONS 1.1 "Designated Products" means products provided, by Motorola to Licensee with which or for which the Software and Documentation is licensed for use. 1.2 "Doctinnentation" 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 flaw or wealmess in system security procedures, design, implementation, or internal controls that could be exercised (accidentally triggered or intentionally exploited) and result in a seotirity breach such that data is compromised, manipulated or stolen or the system damaged. 1.7 "Software" (i) means proprietary software in object code format, and adaptations, translations, de- compilations, disassemblies, emulations, or derivative works of such software; (ii) means any modiftcatiotis, enhancements, new versions and new releases of the software provided by Motorola; 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 and Licensee enter into this Agreement in connection with Motorola's delivery of certain proprietary Software or products containing embedded or pre - loaded proprietary Software, or both. This Agreement contains the tennis and conditions of the license Motorola is providing to Licensee, and Licensee's use of the Software and Documentation. City of Santa Ana MCC7500 P25 Dispatch Migration and Subscribers 02 April 2015 Use or disclosure or this proposal is subject to the restrictions on the cover page. 42 Motorola Solutions Confidential Restricted - Terms and Conditions 8 -15 55A -147 Section 3 GRANT OF LICENSE 3,1. Subject to the provisions of this Agreement and the payment of applicable license fees, Motorola grants to Licensee a personal, limited, non - transferable (except as permitted in Section 7) and non- exclusive license under Motorola's 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 the Designated Products. This Agreement does not grant any rights to source code. 3,2. If the Software licensed under this Agreement contains or is derived from Open Source Software, the terns 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 terns 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, Motorola will use commercially reasonable efforts to: (i) determine whether any Open Source Software is provided under this Agreement; (ii) identify the Open Source Software and provide Licensee a copy of the applicable Open Source Software License (or specify where that license may be found); and, (iii) provide Licensee a copy of the Open Source Software source code, without charge, if it is publicly available (although distribution fees may be applicable). 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's 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 malce 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 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 emit of a Designated City of Santa Ana 02 April 2015 M007500 P25 Dispatch Migration and Subscribers Use or disclosure of this proposal Is subject to the restrictions on the cover pago. Motorola Solutions Confidentlai Restriciod 55A -148 Terms and Condltions 6 -'I6 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 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 at the time temporary transfer is discontinued. 4.4. When using Motorola's Radio Service Software ( "RSS "), Licensee must purchase a separate license for each location at which Licensee uses RSS. Licensee's use of RSS at a licensed location does not entitle Licensee to use or access RSS remotely, Licensee may make one copy of RSS for each licensed location. Licensee shall provide Motorola with a list of all locations at which Licensee uses or intends to use RSS upon Motorola's request. 4.5. 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 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 is responsible for the payment of all expenses and costs of the Auditor. Any information obtained by Motorola and the Auditor will be kept in strict confidence by Motorola and the Auditor and used solely for the purpose of verifying Licensee's compliance with the terms of this Agreement. Section S OWNERSHIP AND TITLE Motorola, 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 or another party, or any improvements that result from Motorola's 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, All intellectual property developed, originated, or prepared by Motorola in connection with providing the Software, Designated Products, Documentation or related services, remains vested exclusively in Motorola., and Licensee will not have any shared development or other intellectual property rights. Section 6 LIMITED WARRANTY; DISCLAIMER OF WARRANTY 6.1. The commencement date and the term of the Software warranty will be a period of ninety (90) days from Motorola's shipment of the Software (the "Warranty Period "). If Licensee is not in breach of any of its obligations under this Agreement, Motorola 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 solely with reference to the Documentation. Motorola does not warrant that Licensee's use of the Software or the Designated Products will be uninterrupted, error -free, completely City of Santa Ana 02 April 2015 MCC7500 P25 Dispatch Migration and Subscribers Use or disclosure of this proposal Is subject to the restrictions on the cover page, Motorola Solutions Confidential Restricted Terms and Conditions 817 55A -149 free of Security Vulnerabilities, or that the Software or the Designated Products will meet Licensee's particular requirements, Motorola makes no representations or warranties with respect to any third party software included in the Software. 6.2 Motorola's 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 cannot correct the defect within a reasonable time, then at Motorola's option, Motorola will replace the detective Software with functionally- equivalent Software, license to Licensee substitute Software which will accomplish the same objective, or terminate the license and reftuid 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 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 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 disclaims any warranty to any person other than Licensee with respect to the Software or Docinnentation. Section 7 TRANSFERS Licensee will not transfer the Software or Documentation to any third party without Motorola's prior written consent. Motorola's consent may be withheld at its discretion 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's radio products and Licensee transfers ownership of the Motorola radio products to a third party, Licensee may assign its right to use the Software (other than RSS and Motorola's FLASHportQ 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 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, 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. 8.2 Within thirty (30) days after termination of this Agreement, Licensee must certify in writing to Motorola 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 or destroyed by Licensee and are no longer in use by Licensee. City of Santa Ana MCC7500 P25 Dispatch Migration and Subscribers Motorola Solutions Confidential Restricted 55A -150 02 April 2015 Use or disclosure or this proposal is subject to the restrictions on the cover page. Terms and Condlfions 8 -18 83 Licensee acknowledges that Motorola made a considerable investment of resources in the development, marketing, and distribution of the Software and Documentation acrd that Licensee's breach of this Agreement will result in irreparable harm to Motorola for which monetary damages would be inadequate. If Licensee breaches this Agreement, Motorola 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 UNITED STATES GOVERNMENT LICENSING PROVISIONS This Section applies if Licensee is the United States Government or a United States Government agency, Licensee's use, duplication or disclosure of the Software and Documentation under Motorola's copyrights or trade secret rights is subject to the restrictions set forth hr subparagraphs (c)(1) and (2) of the Commercial Computer Software - Restricted Rights clause at FAR 52,227 -19 (JUNE 1987), if applicable, unless they are being provided to the Department of Defense. If the Software and Documentation are being provided to the Department of Defense, Licensee's use, duplication, or disclosure of the Software and Documentation is subject to the restricted rights set forth in subparagraph (c)(1)(ii) of the Rights in Technical Data and Computer Software clause at DFARS 252.227 -7013 (OCT 1988), if applicable. The Software and Documentation may or may not include a Restricted Rights notice, or other notice referring to this Agreement. The provisions of this Agreement will continue to apply, but only to the extent that they are consistent with the rights provided to the Licensee under the provisions of the FAR or DFARS mentioned above, as applicable to the particular procuring agency and procurement transaction. Section 10 CONFIDENTIALITY Licensee acknowledges that the Software and 'Documentation contain Motorola's valuable proprietary and Confidential Information and are Motorola's trade secrets, and that the provisions in the Primary Agreement concerning Confidential Information apply. 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 with all applicable laws and regulations, including export laws and regulations of the United States. Licensee will not, without the prior City of Santa Ana MCC7500 P25 Dispatch Migration and Subscribers 02 April 2015 Use or disclosure of this proposal is subject to the restrictions on the cover page Motorola Solutions Confidential Restricted Terms and Conditions 8 -19 55A -151 authorization of Motorola and the appropriate governmental authority of the United States, in, any form export or rc- export, sell or resell, ship or reship, or divert, through direct or indirect means, any item or technical data or direct or indirect products sold or otherwise firnished to any person within any territory for which the United States Government or any of its agencies at the time of the action, requires an export license or other governmental approval. Violation of this provision is a material breach of this Agreement. 133, ASSIGNMENTS AND SUBCONTRACTING. (Covered by the primary agreement.) 13,4. GOVERNING LAW. The terms of the U.N. Convention on Contracts for the International Sale of Goods do 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 under this 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 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 this Agreement, Notwithstanding the foregoing, any licensor or supplier of third party software included in the Software will be a direct and intended, third patty beneficiary of this Agreement. 13.6. SURVIVAL. Sections 4, 5, 6.3, 7, 8, 9, 10, I 1 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 patties 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 subj ect matter. 13.8 SECURITY. Motorola 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 Vulnerabilities, if a Security Vulnerability is discovered, Motorola will take the steps set forth in Section 6 of this Agreement. City of Santa Ana NICC7500 P25 Dispatch Migration and Subscribers Motorola SOILWOM Confidenflal Restricted 55A -152 02 April 2015 Use or disclosure of this proposal is subject to the restrictions on the cover page. Terms and Condiflons 8 -20 Exhibit B 2010 Price Boole Terms and Conditions (Note: Motorola Solutions, Inc. was formerly named Motorola, Inc.) Terms and Conditions County of Orange and Motorola, Inc. Price Book Agreement Motorola, Inc. and the County of Orange propose the following changes to Amendment No. 3 to Agreement Number 50000015,95 (Amendment) as the basis for a new Agreement between the Parties for purchasing Equipment. This new County Price Book Agreement is number MA -060- 10012594. Recitals I . The County of Orange ( "County ") desires to purchase from Motorola, Inc. ( "Motorola ") various products and equipment from Motorola's Price Book. 2. The County contract Number 50000015.95 with Motorola is set to expire on May 20, 2010, This Agreement is the new contract by which the County could purchase products and equipment, 3. Motorola has a price book containing the equipment and is offering it to the County. Terms County and Motorola agree as follows: Section 1 Exhibits The Exhibits listed below are incorporated into and made a part of this Agreement. h7 interpreting this Agreement and resolving any ambiguities, the main body of this Agreement will take precedence over the Exhibits. Exhibit A Orange County Price Book Exhibit B Motorola Software License Agreement Exhibit C County Participants Exhibit C may be amended from time to time to add cities or other governmental agencies that desire to purchase Equipment pursuant to this Agreement. Section 2 Definitions "Contract Participants" are more particularly described in Exhibit C, "Customer" means the County and any of its Contract Participants. "Effective Date" means that date upon which the last party to sign this Agreement has executed this Agreement. "Equipment" means the hardware and components listed in the Orange County Price Book, City of Santa Ana M007500 P25 Dispatch Migration and Subscribers 02 April 2015 Use or disclosure of this proposal Is subject to (lie restrictions on the cover page. Motorola Solutions Confidential Restricted Terms and Conditions 0 -21 55A -153 " hrfiingement Clain" means a third -patty claim alleging that the Equipment manufactured by Motorola or the Motorola Software infringes upon the third - party's United States patent or copyright "Motorola Software" means Software that Motorola owns. 'Non-Motorola Software" means Software that a party other than Motorola owns. "Price Book" means the Orange County Price Book dated May 21, 2010 (Exhibit A). "Proprietary Rights" 1'neans the patents, patent applications, inventions, copyrights, trade secrets, trade marks, trade names, mask works, know -how, and other intellectual property rights in and to the Equipment and Software, including those created or produced by Motorola under this Agreement and any corrections, bug fixes, enhancements, updates or modifications to or derivative works from the Software made by Motorola or another party. "Software" means the Motorola and Non - Motorola Software in object code format that is furnished with the Equipment. "Software License Agreement" means the agreement in Exhibit B, Section 3 Terms of the Agreement 3,1 Terns of Ptuchase. This Agreement shall apply only to purchases of Equipment that occur on or after the Effective Date. 3.2 Controlling Terms and Conditions. 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 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 order, acknowledgment or other fern will not be considered an amendment or modification of this Agreement, even if a representative of each Party signs that document. 3.3 Change Orders. Either party may request changes within the general scope of this Agreement. Neither party is obligated to perform requested changes unless both parties execute a written change order. 3,4 Term. Unless otherwise terminated in accordance with the provisions of this Agreement or extended by mutual agreement of the parties, the term of this Agreement will begin on the Effective Date and shall continue until May 21, 2015. 35 Maintenance Service. This Agreement does not cover maintenance or support of the Equipment except as provided under the warranty. if Customer wishes to purchase maintenance or support, Motorola will provide a separate maintenance and support proposal upon request. City of Santa Ana M007500 P25 Dispatch Mlgrallon and Subscribers 0 Motorola Solutions Confidential Restricted 55A -154 02 April 2015 Use or disclosure of this proposal Is subject to the restrictions an the cover page. Terms and Conditions 8.22 3.6 Non - Motorola Software. Any Non - Motorola 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 the right to sublicense the Non - Motorola Software pi rsuant 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 makes no representations or warranties of any kind regarding Non - Motorola Software. Non - Motorola Software may include Open Source Software. All Open Source Software is licensed to Customer in accordance with, and Customer agrees to abide by, the provisions of the standard license of the copyright owner and not the Software License Agreement. Upon request by Customer, Motorola will use commercially reasonable efforts to determine whether any Open Source Software will be provided under this Agreement; and if so, identify the Open Source Software and provide to Customer a copy of the applicable standard license (or specify where that license may be found); and provide to Customer a copy of the Open Source Software source code if it is publicly available without charge (although a distribution fee or a charge for related services maybe applicable). 3.7 Motorola Software. Any Motorola Software, including subsequent releases, is licensed to Customer solely in accordance with the Software License Agreement. Customer hereby accepts and agrees to abide by all of the terms and restrictions of the Software License Agreement. 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, TIIEN THAT AGREEMENT SUPERCEDES THIS SOFTWARE LICENSE AGREEMENT AS TO THE END USER OF EACH SUCH PRODUCT. Section 4 Payment Requirements 4.1 Terns of Payment. Motorola will submit to Customer invoices for Equipment or Software when they are delivered. Customer will make payments to Motorola within thirty (30) days after receipt of Motorola's invoice. Customer will make payments when due in the form of a check, cashier's check, or wire transfer drawn on a U.S. fmancial institution. ,Payments made by Customer shall not preclude the right of Customer from thereafter disputing any Equipment billed under this Agreement and shall not be construed as acceptance of the Products. 4.2 Freight, Title and Risk of Loss. All freight charges will be pre -paid by Motorola and added to the invoices. Title and risk of loss to the Equipment will pass to Customer upon delivery to Customer, except that title to Software will not pass to Customer at any time. Motorola will pack and ship all Products in accordance with good commercial practices. 4.3 Invoicing Instructions. As a condition of payment of any invoice, the Customer must receive an invoice in an acceptable format, including Motorola's Federal I.D. number and the California seller's permit number, if applicable. In addition, sufficient itemization and/or description, including the serial numbers of any equipment items, must appear on the invoice. Dollar amounts, extensions and totals must be correct. City of Santa And MCC7500 P25 Dispatch Migration and Subscribers 02 April 2015 Use or disclosure of this proposal Is subject to the restrictions on the cover page. 0 Motorola Solutions Confidential Restricted 55A -155 Terms and Conditions 8 -23 When appropriate, dollar amounts for taxes, freight or any other fees must be adequately described and itemized. Section S Pricing The pricing of the Equipment and Software is controlled by the Orange County Price Book. The prices in the Orange County Price Book are a fixed discount off of the list price for specific categories of Equipment or Software. The applicable list price shall be the list price in effect on the date of the order. However, Motorola will provide Customer with reasonable notice and a 30 grace period before any price change will take effect. If a new product is added to the Price Book, Motorola reserves the right to establish a fixed discount for the new product. Any discount not meeting the category discount shall be by mutual agreement of the Parties. Section 6 Acceptance Acceptance of the Equipment will occur upon delivery to Customer unless the Statement of Work provides for acceptance verification or testing, in which case acceptance of the Equipment will occur upon successful completion of the acceptance verification or testing. Notwithstanding the preceding sentence, Customer's use of any Equipment or Software for their operational purposes will constitute acceptance. Equipment shall not be accepted for purposes of this section if returned by the Customer for Equipment that is defective or unsatisfactory. Section 7 Representations and Warranties 7.1 Equipment Warranty. For one (1) year from the date of delivery, Motorola warrants that the Equipment under normal use and service will be free from material defects in materials and workmanship. Motorola shall repair or replace equipment or parts during the warranty period. All parts and labor shall be included by Motorola at no charge. If a piece of equipment fails or operates at less than the manufacturer's designed specifications three times for the same or similar reason, within its warranty period, Motorola will replace the piece of equipment at Customer's request and at Motorola's cost. 7.2 Software Warranty. For one (1) year from the date of delivery, Motorola warrants the Motorola Software in accordance with the tends of the Software License Agreement and the provisions of this Section that are applicable to the Motorola Software. 7.3 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, custonner, and authorized manner; (ii) defects or damage occurring from misuse, accident, liquids, neglect, or acts of God; (iii) defects or damage occurring from testing, maintenance, disassembly, repair, installation, alteration, modification, or adjustment not provided or authorized in writing by Motorola; (iv) breakage of or damage to antennas unless caused by Customer's failure to comply with all applicable industry and OSHA standards; (v) Equipment that has had the serial number removed or made illegible; (vi) batteries (because they carry their own separate limited warranty); (vii) scratches or other cosmetic damage to Equipment surfaces that does not affect operation of the Equipment; and (viii) normal or customary wear and tear. City of Santa Ana MCC7500 P25 Dispatch Migration and Subscribers Motorola Solutions Confidential Restricted 55A -156 02 April 2015 Use or disclosure of this proposal Is subject to the restrictions an the cover page. Terms and Conditions 8 -24 7.4 Warranty Claims, Motorola, will, at no additional charge to Customer, repair the defective Equipment or Motorola Software, replace it with the same or equivalent product, or refund the price of the defective Equipment or Motorola Software upon verbal notification by Customer. Such action will be the full extent of Motorola's liability hereunder. If this investigation indicates the warranty claim is not valid, then Motorola may invoice Customer for responding to the claim on a time and materials basis using Motorola's 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. 7.5 Parts Availability. Motorola will use best commercially reasonable efforts to provide replacement parts for Motorola manufactured subscriber equipment for five (5) years and for Motorola manufactured fixed infrastructure equipment for seven (7) years from the date at which the product is no longer shipped, Motorola reserves the right to supply either assemblies or piece parts. Concerning non - Motorola manufactured Equipment; if Motorola receives written notice from a third party vendor that it intends to cancel any Equipment it provides, Motorola shall provide Customer written notice prior to the scheduled cancellation to provide Customer the opportunity to purchase replacement parts. 7.6 Third Party Warranty. Motorola will pass through to Customer any third party warranties that exceed the Motorola warranty provided in this Agreement. Motorola will not assume any obligations concerning the pass - through third party warranties. 7,7 Original End User is Covered. These express limited warranties are extended by Motorola to the original user purchasing the Equipment or Motorola Software for commercial, industrial, or governmental use only, and are not assi.guable or transferable. 7.8 EQUIPMENT COMPATIBILITY Equipment provided pursuant to this Agreement must operate in a manner compatible with the County's Countywide Coordinated Communications System ( "CCCS "). 7.9 DISCLAIMER OF OTHER WARRANTIES. THESE WARRANTIES ARE THE COMPLETE WARRANTIES FOR THE PRODUCTS, EQUIPMENT, AND MOTOROLA SOFTWARE PROVIDED UNDER THIS AGREEMENT AND ARE GIVEN IN LIEU OF ALL OTHER WARRANTIES. EXCEPT FOR THE FOREGOING EXPRESS WARRANTIES, THE PRODUCTS, EQUIPMENT AND MOTOROLA SOFTWARE, ARE PROVIDED "AS IS" AND MOTOROLA DISCLAIMS ALL OTHER WARRANTIES OR CONDITIONS, INCLUDING THE IMPLIED WARRANTIES OF MERCHANTABILITY AND FITNESS FOR A PARTICULAR PURPOSE. NOTWITHSTANDING TIIE PRECEDING SENTENCE, MOTOROLA EXPRESSLY WARRANTS THAT ALL PRODUCTS, EQUIPMENT AND SOFTWARE PROVIDED UNDER THIS AGREEMENT IS MERCHANTABLE (WITHIN THE MEANING OF SECTION 2314 OF THE CALIFORNIA COMMERCIAL, CODE) AND THAT SUCH PRODUCTS, EQUIPMENT AND SOFTWARE IS SUITABLE AND FIT FOR THE PARTICULAR PURPOSE OF USE AS .A REGIONAL RADIO COMMUNICATIONS SYSTEM. MOTOROLA DOES City of Santa Ana MCC7500 P25 Dispatch Migration and Subscribers 02 April 2015 Use or disclosure of this proposal is subject to the restrictions on the cover page. Motorola Solutions Confidential Restricted 55A -157 Terms and Conditions 8 -25 NOT WARRANT THAT LICENSEE'S USE OF THE MOTOROLA SOFTWARE OR PRODUCTS WILL BE UNINTERRUPTED OR ERROR -FREE, THIS DISCLAIMER OF WARRANTY CONSTITUTES AN ESSENTIAL PART OF THIS AGREEMENT. Section 8 Conflicts of Interest Motorola, shall exercise reasonable care and diligence to prevent any actions or conditions that could result in a conflict of interest of the County or other third parties named in Exhibit C. This obligation shall apply to Motorola's employees, agents, relatives, sub -tier contractors, and third parties associated with the Equipment and Software in this Agreement. Motorola may not make, receive, provide, or offer gifts, entertainment, payments, loans, or other considerations which could be deemed to appear to influence individuals to act contrary to the interest of the County or third parties named in Exhibit C Section 9 Delays /Force Majenre 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 Partypromptly (but in no event later than fifteen (15) days) after it discovers the Force Majeure. If a Force Majeure occurs, the Parties will execute a change order to extend the performance schedule for a time period that is reasonable under the circumstances. Section 10 Disputes The Parties will use the following procedure to address any dispute arising under this Agreement (a "Dispute "). 10.1. GOVERNING LAW. This Agreement will be governed by and construed in accordance with the laws of the State of California. 10.2, 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 thirty (30) days from the Notice of Dispute, the Parties will proceed to mediation. 10.3. 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. 10.4. LITIGATION, VENUE and JURISDICTION. If a Dispute remains unresolved for sixty (60) days after receipt of the Notice of Mediation, or the Dispute concerns intellectual City of Santa Ana MCC7500 P25 blepatch Migration and Subscribers 0 Motorola Solutions Confidential Restrlcted 55A -158 02 April 2015 Use or disclosure of this proposal is subject to the restrictions on the cover page. Terms and Conditions 8.26 property either Party may then submit the Dispute to a court of competent jurisdiction located in Orange County, California, and the parties hereto agree to and do hereby submit to the jurisdiction of such court, notwithstanding Code of Civil Procedure Section 394. Furthermore, the parties specifically agree to waive any and all rights to request that an action be transferred for trial to another county. 10.5, CONFIDENTIALITY. All communications pursuant to subsections 10.2 and 10,3 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 11 Patent and Copyright Infringement Indemnification Motorola will defend at its expense any suit brought against Customer to the extent it is based on an Infringement Claim, and Motorola will indemnify and hold harmless Customer for those costs and damages finally awarded against Customer for an Infringement Claim. Motorola's duties to defend, indemnify and hold harmless axe conditioned upon; Customer promptly notifying Motorola in writing of the Infringement Claim; Motorola having sole control of the defense of the suit and all negotiations for its settlement or compromise; and Customer providing to Motorola cooperation and, if requested by Motorola, reasonable assistance in the defense of the Infringement Claim. If an Infringement Claim occurs, or in Motorola's opinion is likely to occur, Motorola may at its option and expense procure for Customer the right to continue using the Equipment or Motorola Software, replace or modify it so that it becomes non - infringing while providing functionally equivalent performance, or grant Customer a credit for the Equipment or Motorola Software as depreciated and accept its return. The depreciation amount will be calculated based upon generally accepted accounting standards for such Equipment and Motorola Software. Motorola, will have no duty to defend, indemnify or hold harmless for any Infringement Claim that is based upon the combination of the Equipment or Motorola Software with any software, apparatus or device not furnished by Motorola; the use of ancillary equipment or software not furnished by Motorola and that is attached to or used in connection with the Equipment or Motorola Software; any Equipment that is not Motorola's design or formula; a modification of the Motorola Software by a party other than Motorola; or the failure by City to install an enhancement release to the Motorola Software that is intended to correct the claimed infringement. The foregoing states the entire liability of Motorola with respect to infringement of patents and copyrights by the Equipment, Motorola Software, or any of their parts. Section 12 Limitation of Liability Except for personal injury or death, Motorola's and Customer's 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 services with respect to which losses or damages are claimed. ALTHOUGH TIIE PARTIES ACKNOWLEDGE THE POSSIBILITY OF SUCH LOSSES OR DAMAGES, THEY AGREE THAT MOTOROLA and CUSTOMER WILL NOT BE LIABLE FOR ANY COMMERCIAL LOSS; INCONVENIENCE; LOSS OF USE, TIME, DATA, GOOD WILL, REVENUES, PROFITS OR City of Santa Ana MCC7500 P25 Dispatch Migration and Subscribers 02 April 2015 Use or disclosure of this proposal Is subject to the restrictions on the cover page. Motorola Solutlons Confldontial Restricted Torms and Gondltlons 8 -27 55A -159 SAVINGS; OR OTHER SPECIAL, INCIDENTAL, INDIRECT, OR CONSEQUENTIAL, DAMAGES IN ANY WAY RELATED TO OR ARISING FROM THIS AGREEMENT, THE SALE OR USE OF TIIE EQUIPMENT OR SOFTWARE, OR THE PERFORMANCE OF SERVICES BY MOTOROLA PURSUANT TO THIS AGREEMENT. This limitation of liability provision survives the expiration or termination of the Agreement. Section 13 Proprietary Rights 13,1 Proprietary Rights of Equipment and Software. Motorola owns and retains all of its Proprietary Rights in the Equipment and Software. The third party manufacturer of any Equipment and the copyright owner of any Noll- Motorola Software own and retain all of their Proprietary Rights in the Equipment and Software. Nothing in this Agreement is intended to restrict the Proprietary Rights of Motorola, any copyright owner of Non - Motorola Software, or any third party manufacturer of Equipment. All intellectual property developed, originated, or prepared by Motorola in connection with providing to Customer the Equipment and Software remain vested exclusively in Motorola, and this Agreement does not grant to Customer any shared development rights of intellectual property. 13,2 Software License. Except as explicitly provided in the Software License agreement, nothing in this Agreement will be deemed to grant, either directly or by implication, estoppel, or otherwise, any right, title or interest in Motorola's Proprietary Rights. Concerning both the Motorola Software and Non- Motorola Software, Customer agrees not to modify, disassemble, peel components, decompile, otherwise reverse engineer or attempt to reverse engineer, derive source code or create derivative works from, adapt, translate, merge with other software, reproduce, or export the Software or permit or encourage any third party to do so. Section 14 General 14.1 Taxes. The Agreement Price does not include any amount for federal, state, or local excise, sales, lease, service, rental, 'use, property, occupation, or other taxes, assessments or duties (other than federal, state, and local taxes based on Motorola's income or net worth), all of which will be paid by Customer except as exempt by law. If Motorola is required to pay or bear the burden of any such taxes, Motorola will send an invoice to Customer and Customer will pay Motorola the amount of such taxes (including any applicable interest and penalties) wither thirty (30) clays from receipt of the invoice. Customer will be solely responsible for reporting the Equipment for personal property tax purposes. 14.2 Assignability. Except as provided herein, neither Party may assign this Agreement or any of its rights or obligations hereunder without the prior written consent of the other Party, which consent will not be unreasonably withheld. Any attempted assignment, delegation, or transfer without the necessary consent will be void. Notwithstanding the foregoing, Motorola may assign this Agreement to any of its affiliates or its right to receive payment without the prior consent of Customer. In addition, in the event Motorola separates one or more of its businesses (each a "Separated Business "), whether byway of a sale, establishment of a joint venture, spin -off or otherwise (each a City of Santa Ana MC07500 P25 Dispatch Migration and Subscribors 0 Motorola Solutions Confidential Restricted 55A -160 02 April 2015 Use or disclosure of this proposal Is subject to the restrictions on the cover page. Terms and Conditions 8 -28 "Separation Event "), Motorola may, without the prior written consent of the other Party and at no additional cost to Motorola, assign this Agreement such that it will continue to benefit the Separated Business and its affiliates (and Motorola and its affiliates, to the extent applicable) following the Separation Event, Motorola shall provide Customer reasonable written notice of a Separation Event. 14.3 Waiver. No term or provision of this Agreement shall be deemed waived and no breach excused, unless such waiver of consent shall be in writing and signed by the Party claimed to have waived or consented. Any consent by any Party to, or waiver of or excuse for any other different or subsequent breach. 14.4 Validity. The invalidity in whole or in part of any provision of this Agreement as mutually agreed to by the Parties, or as adjudicated by a court of competent jurisdiction, does not void or affect the validity of any other provision of this Agreement, 14.5 Independent Contractors. Nothing contained in this Agreement shall be construed as creating the relationship of employer /employee or principal /agent. 14.6 Governing Law. The formation, interpretation, and performance of this Agreement shall be governed by the laws of the State of California, provided that no provision of this . Agreement shall be interpreted for or against a Party because that Party or its legal representative drafted such provision, and this Agreement shall be construed as if jointly prepared by the Parties. No lawsuit pertaining to any matter arising under or growing out of this Agreement shall be instituted in any state other than California, Any legal proceeding with respect to this Agreement shall be tiled in the appropriate Court of the State of California in Orange County, California consistent with Section 10.4, above. 14.7 Notices. Notices required under this Agreement to be given by one party to the other must be in writing and either delivered in person or sent to the address shown below by certified mail, rettoin receipt requested and postage prepaid (or by a recognized courier service with an asset tracking system, such as Federal Express, UPS, or DHL), or by facsimile with correct answerback received, and shall be effective upon receipt: Motorola.Ine. Attn: County Attn: flax: fax: 14.8 FCC Licenses. Customer will obtain and comply with all Federal Communications Commission ( "FCC ") licenses and authorizations required for the installation, operation and use for any system before the scheduled installation of Equipment. Although Motorola might assist Customer in the preparation of its FCC license applications, neither Motorola nor any of its employees is an agent or representative of Customer in FCC or other matters. City of Santa Ana MCC7500 P25 Dispatch Migration and subscribers 02 April 2015 Use or disclosure of this proposal Is subject to the restrictlons on the cover page. Motorola Solutions Confidential Restrirted Terms and Conditions 8 -29 55A -161 14.9 Indemnity. Motorola agrees to indemnify, defend, protect, investigate any claims, and to hold harmless the County and third parties named in Exhibit C, their officers, elected officials, employees and agents from and against any and all claims, demands or liability established resulting from damages or injuries to persons or property which arise from or are related to negligent errors, acts or omissions of Motorola and its agents under this Agreement; Motorola shall not however indemnify, defend, protect and Bold harmless the County or third parties named in Exhibit C from claims, demands, or liability arising frorn the negligence as it relates to the errors, acts or omissions of the County or the third parties named in Exhibit C. Motorola's obligations under this provision shall not affect the right of the Customer to appear and to participate in legal actions bringing such suits. The Customer may take other action necessary to protect its interests. If Motorola's negligence combines with the negligence of the County or other third parties named in Exhibit C to cause injury, the Parties agree that liability will be apportioned as detentthled by a court of competent jurisdiction. Neither party shall request a jury apportionment. 14.10 Authority to Execute Agreement. Each Party represents to the other that (i) it has obtained all necessary approvals, consents and authorizations to enter into this Agreement and to perform its duties under the Agreement; (ii) the person executing this Agreement on its behalf has the authority to do so; (iii) upon execution and delivery of this Agreement by the Parties, it is a valid and binding contract, enforceable in accordance with its terms; and (iv) the execution, delivery, and performance of this Agreement does not violate any bylaw, charter, regulation, law or any other governing authority of the Party. 14.13 Equipment End of Life Cycle. Motorola reserves the right to stop selling or slipping Equipment at any time. However, Motorola will provide Customer with a written notice of cancellation of Motorola manufactured Equipment one (1) year prior to the cancellation date. Motorola has no control over third -party vendors' end of life cycle plans for the non - Motorola manufactured. If a third -party vendor cancels its non- Motorola manufactured Equipment or files for bankruptcy, Motorola will use commercially reasonable efforts to obtain equivalent Equipment from another source. The parties hereby enter into this Agreement as of the Effective Date. Motorola, Inc. By: Name: Title: Date: Qty of Santa Ana MCD7500 P25 Dispatch Migration and Subscribers Motorola Solutions Confidential Restricted Cutstmuer By: Name: Title: Date: 55A -162 02 April 2015 Use or disclosure of this proposal Is subject to the restrictions on the cover page. Terms and Condition 8.30 City of Santa Ana (Schedule B) Sample 4/2/2015 3:46 PM Page 1 Compound Period: Annual Nominal Annual Rate: 01000% (first 14 months)- Interest free 14 months Nominal Annual Rate: 3.120% (remaining term) CASH FLOW DATA Event Date Amount Number Period End Date 1 Loan 5/15/2015 $ 4,257,403.00 1 2 Payment 7/15/2016 $ 486,765.81 9 Annual 7/15/2024 3 Payment 5/15/2025 $ 486,765.81 1 AMORTIZATION SCHEDULE - Normal Amortization, 360 Day Year Purchase Option Date Payment Interact Princioal Balance Loan 5/15/2015 $ 4,257,403.00 1 7/15/2016 $ 486,765.81 $ - $ 486,765.81 $ 3,770,637.19 2 7/15/2017 $ 486,765.81 $ 117,643.88 $ 369,121.93 $ 3,401,515.26 3 7/15/2018 $ 486,765.81 $ 106,127.28 $ 380,638.53 $ 3,020,876.73 4 7/15/2019 $ 486,765.81 $ 94,251.35 $ 392,514.46 $ 2,628,362.27 5 7/15/2020 $ 486,765.81 $ 82,004.90 $ 404,760.91 $ 2,223,601.36 6 7/15/2021 $ 486,765.81 $ 69,376.36 $ 417,389.45 $ 1,806,211.91 7 7/15/2022 $ 486,765.81 $ 56,353.81 $ 430,412.00 $ 1,375,799.91 8 7/15/2023 $ 486,765.81 $ 42,924.96 $ 443,840.85 $ 931,959,06 9 7/15/2024 $ 486,765.81 $ 29,077.12 $ 457,688.69 $ 474,270.37 10 511512425 $ 486,765.81 $ 12,495.44 $ 474,270.37 $ Grand Totals $ 4,867,658.10 $ 610,255.10 $ 4,257,403.00 10th payment moved in 2 months to keep total term at ten years. 55A -163 OMotorola Solutions, Inc. Dale', API12, a01a Financing proposal for: City of Santa Ana, CA Communications System Financing Proposal Motorola Solutions Credit Company LLC Is pleased to submit the following proposal for the financing of your Motorola Communkstlonl solution In accordance with the term$ and eanblgans outlined below: Transaction Typ a: MuNdidel Lease-Purchase Agreement Lesson Motorola Solutions, Inc. for its Assignee) Lessee: City of Santa Ana, CA Amount $4,257,403.00 Down Payment $0.00 Balance to Flaanco; $4,257,403.00 Equipment: As per the Motorola 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 apnUOCI. Taxes: Personal properly, miles, leasing, use, stamp, or other taxes are for the account of the Lessee.. Fourteen Months interest free Option One Option Two Lease Tenn: Seven Years Ten Years Payment Frequency Annual Annual Payment Structure: Arrears Arrears Lease Rate First 14 months: 0% 0% Lease Rate remaining term: 3.02% 3.12% Lease Factor: 0,153919 0.114334 Lease Payment: $903,808.38 $486,765.81 Payment Commencement: Film payment due (See Schedule B Amortization 14 months aher tables) contract axecullon. Expioal The stol ed interest rates are valid for all famous commenced by 5/10/2016 otblifications: Receipt of a properly executed documentation package. Lessee qual lFl SS as a political subdlvislon or agency of the Slate as def ned In the Internal Revenue Code of 1966. The Interest portion of the Lease Payments shell be excludable from the Lessor's gross Income pursuant to Section 103 of the Internal Revenue Coda. Receipt of a copy of the last years audited financial statements and current years budget from the Lessee, This proposal should not be construed as a commitment to finance. It is subject to Mal Motorola c- l committee approval. This quote Is based on the general level of interest rated, prlmerlly U.S, Tress ury 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 Pqulpment Leese Purchase Agreement Opinion of Counsel Schedule A / Equipment List Schedule B / Amortized on Schedule 8038G UCC -1 Cerfifloaki of Incumbency Statement of Essential Use /Source of Funds Evidence of lnsurance or Statement of Self Insurance Resolution from governing hotly authorizing the execution of the Lease Please feel free to contact me If there are any questions or if an alternate structuring is required, Reliance, 0111 So lk Motorola Customer Financing 847-538. 9531 55A -164 LAPJ05 /05/15 RESOLUTION NO. 2015 -XXX RESOLUTION OF THE CITY COUNCIL OF THE CITY OF SANTA ANA AUTHORIZING THE CITY MANAGER OR THE EXECUTIVE DIRECTOR OF FINANCE TO ENTER INTO AN EQUIPMENT LEASE — PURCHASE AGREEMENT WITH MOTOROLA CREDIT CORPORATION AND MOTOROLA SOLUTIONS, INC., FOP THE PURCHASE AND FINANCING OF EQUIPMENT NECESSARY TO IMPLMENT THE 800 MHZ SYSTEM UPGRADE FOR P25 COMPLIANCE AND EXECUTE ANY ASSURANCES AND /OR DOCUMENTS REQUIRED FOR SAID AGREEMENT BE IT RESOLVED BY THE CITY COUNCIL OF THE CITY OF SANTA ANA AS FOLLOWS: Section 1. The City Council of the City of Santa Ana hereby finds, determines and declares as follows: A. In 1995, a Joint Powers Authority was formed in Orange County to collectively implement the 800 MHz Countywide Coordinated Communications System. B. In November 2001, the City of Santa Ana joined the 800 MHz Countywide Coordinated Communications System. The system allows all member agencies in Orange County to transmit on multiple radio channels simultaneously during routine daily activities providing both tactical and dispatch channels; as well as the ability to monitor and speak with all member agencies in the County via a County -wide frequency (Red Channel). C. The member cities' equipment and the system backbone have reached the end of their useful life. In addition, the FCC is requiring users to upgrade to a P25 compliant system. As a result, the 800 MHz Countywide Coordinated Communications System is undergoing a comprehensive upgrade of the system and equipment to modernize the system and to operate a system which will be P25 compliant. D. The upgrade of the system and equipment will be completed by the member agencies, including the City of Santa Ana, by the end of fiscal year 2018. Exhibit A Resolution No. 2015 -XXX Page 1 of 3 55A -165 55A -166 E. In order to upgrade the City of Santa Ana's 800 MHz equipment used by the Police Department, Public Works Department, Planning and Building Department, Parks, Recreation and Community Services Department and the Finance and Management Services Department, the City of Santa Ana has to purchase eight (8) licenses; seven (7) radio dispatch consoles and associated equipment; eight hundred ninety -nine (899) mobile /portable radios; and various software upgrades. F. The City of Santa Ana has determined that there is a true and real need for the purchase of the equipment so that the City of Santa Ana can operate a P25 compliant 800 MHz system and have the capability to monitor and talk with all other agencies in the County should there be a natural disaster, terrorist event, or need for mutual aid. G. The City of Santa Ana's share of the backbone and /or system upgrade and cost for purchase of P25 compliant equipment is approximately $6,625,229. This includes $4,257,403 for equipment costs and $2,367,826 for non- equipment costs. H. The City of Santa Ana has determined that a lease- purchase agreement with Motorola Solutions, Inc., and Motorola Credit Corporation for acquisition of the City of Santa Ana's equipment is in the best interest of the City of Santa Ana. Section 2. NOW THEREFORE, BE IT RESOLVED AND ORDERED that the City Council of the City of Santa Ana does hereby authorize the City Manager or the Executive Director of the Finance Department to enter into the Equipment Lease - Purchase Agreement, MCC7500 Dispatch 7500 P25 Dispatch Migration and Subscribers Agreement, and make any assurances, or file any other documentation required by the terms of the Agreements. Section 3. If any surcharge or fee, section, subsection, sentence, clause, phrase or word of this Resolution is for any reason held to be invalid by a court of competent jurisdiction, such decision shall not affect the validity of the remaining portions of this Resolution. The City Council hereby declares that it would have passed and adopted this Resolution, and each and all provisions hereof, irrespective of the fact that one or more provisions may be declared invalid. Resolution No. 2015 -XXX Page 2 of 3 55A -167 55A -168 Section 4, This Resolution shall take effect immediately upon its adoption by the City Council, and the Clerk of the Council shall attest to and certify the vote adopting this Resolution. ADOPTED this day of May, 2015, Miguel A. Pulido Mayor APPROVED AS TO FORM: SONIA R. CARVALHO City Attorney A-. Laura A. Rossini Senior Assistant City Attorney AYES: Councilmembers NOES: Councilmembers ABSTAIN: Councilmembers NOT PRESENT: Councilmembers CERTIFICATE OF ATTESTATION AND ORIGINALITY I, MARIA D. HUIZAR, Clerk of the Council, do hereby attest to and certify that the attached Resolution No. 2015 -XXX to be the original resolution adopted by the City Council of the City of Santa Ana on fl' Clerk of the Council City of Santa Ana 55A -169 Resolution No. 2015 -XXX Page 3 of 3 55A -170