HomeMy WebLinkAbout2012 CON Motorola Solutions - Software MaintenanceAGREEMENT
BY AND BETWEEN
THE CITY OF NATIONAL CITY
AND
MOTOROLA SOLUTIONS, INC.
THIS AGREEMENT is entered into as of this 1st day of April, 2012 and between the
CITY OF NATIONAL CITY, a municipal corporation (the "CITY"), and Motorola Solutions,
Inc., a "CONTRACTOR".
RECITALS
WHEREAS, the CITY desires to continue to employ a CONTRACTOR to provide
Maintenance and support services for the CITY'S Premier MDC system used by CITY'S Police
Department.
WHEREAS, the CITY has determined that the CONTRACTOR is a software support
business_ and is qualified by experience and ability to perform the services desired by the CITY,
and the CONTRACTOR is willing to perform such services.
NOW, THEREFORE, THE PARTIES HERETO DO MUTUALLY AGREE AS
FOLLOWS:
1. ENGAGEMENT OF CONTRACTOR. The CITY agrees to engage the
CONTRACTOR, and the CONTRACTOR agrees to perform the services set forth here in
accordance with all terms and conditions contained herein.
The CONTRACTOR represents that all services shall be performed directly by
the CONTRACTOR or its authorized subcontractors under the supervision of the
CONTRACTOR.
2. SCOPE OF SERVICES. (Software Support) . The CONTRACTOR will
perform services as set forth in the attached Exhibits "A" through "D".
The CONTRACTOR shall be responsible for all research and reviews related to
the work and shall not rely on personnel of the CITY for such services, except as authorized in
advance by the CITY.
The CITY may unilaterally, or upon request from the CONTRACTOR, from time
to time reduce or increase the Scope of Services to be performed by the CONTRACTOR under
this Agreement. Upon doing so, the CITY and the CONTRACTOR agree to meet in good faith
and confer for the purpose of negotiating a corresponding reduction or increase in the
compensation associated with said change in services.
3. PROJECT COORDINATION AND SUPERVISION. Ron Williams hereby is
designated as the Project Coordinator for the CITY and will monitor the progress and execution
of this Agreement. The CONTRACTOR shall assign a single Project Director to provide
supervision and have overall responsibility for the progress and execution of this Agreement for
Ciry's Standard Agreement —2011 revision
the CONTRACTOR. Mike Burpoe thereby is designated as the Project Director for the
CONTRACTOR.
4. COMPENSATION AND PAYMENT. The annual compensation due for all
work is $25,089.00. An annual invoice will be processed for payment at the beginning of the
term of the agreement and remitted within thirty (30) days from receipt of invoice, provided that
work is accomplished consistent with Exhibit "A", as determined by the CITY. Price(s) are
exclusive of any taxes, duties, export or customs fees, including Value Added Tax or any other
similar assessments imposed upon Seller. If such charges are imposed upon Seller, Customer
will reimburse Seller upon receipt of proper documentation of such assessments.
5. ACCEPTABILITY OF WORK. The City shall decide any and all questions
which may arise as to the quality or acceptability of the services performed and the manner of
performance, the acceptable completion of this Agreement, and the amount of compensation due.
In the event the CONTRACTOR and the City cannot agree to the quality or acceptability of the
work, the manner of performance and/or the compensation payable to the CONTRACTOR in
this Agreement, the City or the CONTRACTOR shall give to the other written notice. Within ten
(10) business days, the CONTRACTOR and the City shall each prepare a report which supports
their position and file the same with the other party. The City shall, with reasonable diligence,
determine the quality or acceptability of the work, the manner of performance and/or the
compensation payable to the CONTRACTOR.
6. EFFECTIVE DATE AND LENGTH OF AGREEMENT. This Agreement
will become effective on 4/1/12. The duration of this Agreement is for the period of 4/1/12
through 3/31/13. The City has the option of renewing this Agreement for three additional one-
year extensions.
7. DISPOSITION AND OWNERSHIP OF DOCUMENTS. [Intentionally
omitted.]
8. INDEPENDENT CONTRACTOR. Both parties hereto in the performance of
this Agreement will be acting in an independent capacity and not as agents, employees, partners,
or joint venturers with one another. Neither the CONTRACTOR nor the CONTRACTOR'S
employees are employees of the CITY, and are not entitled to any of the rights, benefits, or
privileges of the CITY'S employees, including but not limited to retirement, medical, unemploy-
ment, or workers' compensation insurance.
This Agreement contemplates the personal services of the CONTRACTOR and
the CONTRACTOR'S employees, and it is recognized by the parties that a substantial
inducement to the CITY for entering into this Agreement was, and is, the professional reputation
and competence of the CONTRACTOR and its employees. Neither this Agreement nor any
interest herein may be assigned by the CONTRACTOR without the prior written consent of the
CITY (except in the context of a major corporate reorganization but with notice). Nothing herein
contained is intended to prevent the CONTRACTOR from employing or hiring as many
employees, or SUBCONTRACTORS, as the CONTRACTOR may deem necessary for the
proper and efficient performance of this Agreement. All agreements by CONTRACTOR with its
City's Standard Agreement —2011 revision
SUBCONTRACTOR(S) shall require the SUBCONTRACTOR(S) to adhere to the applicable
terms of this Agreement.
9. CONTROL. Neither the CITY nor its officers, agents, or employees shall have
any control over the conduct of the CONTRACTOR or any of the CONTRACTOR' S
employees, except as herein set forth, and the CONTRACTOR or the CONTRACTOR'S agents,
servants, or employees are not in any manner agents, servants, or employees of the CITY, it
being understood that the CONTRACTOR its agents, servants, and employees are as to the
CITY wholly independent CONTRACTOR, and that the CONTRACTOR'S obligations to the
CITY are solely such as are prescribed by this Agreement.
10. COMPLIANCE WITH APPLICABLE LAW. The CONTRACTOR, in the
performance of the services to be provided herein, shall comply with all applicable state and
federal statutes and regulations, and all applicable ordinances, rules, and regulations of the City
of National City, whether now in force or subsequently enacted. The CONTRACTOR and each
of its SUBCONTRACTOR(S), shall obtain and maintain a current City of National City business
license prior to and during performance of any work pursuant to this Agreement.
11. LICENSES, PERMITS, ETC. The CONTRACTOR represents and covenants
that it has all licenses, permits, qualifications, and approvals of whatever nature that are legally
required to practice its profession. The CONTRACTOR represents and covenants that the
CONTRACTOR shall, at its sole cost and expense, keep in effect at all times during the term of
this Agreement, any license, permit, or approval which is legally required for the
CONTRACTOR to practice its profession.
12. STANDARD OF CARE.
A. The CONTRACTOR, in performing any services under this Agreement,
shall perform in a manner consistent with that level of care and skill ordinarily exercised by
members of the CONTRACTOR'S trade or profession currently practicing under similar
conditions and in similar locations. The CONTRACTOR shall take all special precautions
necessary to protect the CONTRACTOR'S employees and members of the public from risk of
harm arising out of the nature of the work and/or the conditions of the work site.
B. Unless disclosed in writing prior to the date of this Agreement, the
CONTRACTOR warrants to the CITY that it is not now, nor has it for the five (5) years
preceding, been debarred by a governmental agency or involved in debarment, arbitration or
litigation proceedings concerning the CONTRACTOR'S professional performance or the
furnishing of materials or services relating thereto.
C. The CONTRACTOR is responsible for identifying any unique products,
treatments, processes or materials whose availability is critical to the success of the project the
CONTRACTOR has been retained to perform, within the time requirements of the CITY, or,
when no time is specified, then within a commercially reasonable time. Accordingly, unless the
CONTRACTOR has notified the CITY otherwise, the CONTRACTOR warrants that all
products, materials, processes or treatments identified in the project documents prepared for the
CITY are reasonably commercially available. Any failure by the CONTRACTOR to use due
diligence under this sub -paragraph will render the CONTRACTOR liable to the CITY for any
increased costs that result from the CITY' S later inability to obtain the specified items or any
City's Standard Agreement-2011 revision
reasonable substitute within a price range that allows for project completion in the time frame
specified or, when not specified, then within a commercially reasonable time.
13. NON-DISCRIMINATION PROVISIONS. The CONTRACTOR shall not
discriminate against any employee or applicant for employment because of age, race, color,
ancestry, religion, sex, sexual orientation, marital status, national origin, physical handicap, or
medical condition. The CONTRACTOR will take positive action to insure that applicants are
employed without regard to their age, race, color, ancestry, religion, sex, sexual orientation,
marital status, national origin, physical handicap, or medical condition. Such action shall include
but not be limited to the following: employment, upgrading, demotion, transfer, recruitment or
recruitment advertising, layoff or termination, rates of pay or other forms of compensation, and
selection for training, including apprenticeship. The CONTRACTOR agrees to post in
conspicuous places available to employees and applicants for employment any notices provided
by the CITY setting forth the provisions of this non-discrimination clause.
14. CONFIDENTIAL INFORMATION. Except as otherwise may be required
under the California Public Records Act, the CITY and CONTRACTOR may from time to time
communicate to the the other partycertain confidential information that is conspicuously marked
as confidential to enable the other party to effectively perform the services to be provided herein.
The receiving party shall treat all such information as confidential and shall not disclose any part
thereof without the prior written consent of the disclosing party. The receiving party shall limit
the use and circulation of such information, even within its own organization, to the extent
necessary to perform the services to be provided herein (i.e., those on a "need to know" basis).
The foregoing obligation of this Section 14, however, shall not apply to any part of the
information that (i) has been disclosed in publicly available sources of information; (ii) is,
through no fault of the receiving party, hereafter disclosed in publicly available sources of
information; (iii) is already in the possession of the receiving party without any obligation of
confidentiality; or (iv) has been or is hereafter rightfully disclosed to the receiving party by a
third party, but only to the extent that the use or disclosure thereof has been or is rightfully
authorized by that third party.
The CONTRACTOR shall not disclose any reports, recommendations,
conclusions or other results of the services or the existence of the subject matter of this
Agreement without the prior written consent of the CITY. In its performance hereunder, the
CONTRACTOR shall comply with all legal obligations it may now or hereafter have respecting
the information or other property of any other person, firm or corporation.
The receiving party shall be liable to the disclosing party for any damages caused
by breach of this condition, pursuant to the provisions of Section 14.
15. INDEMNIFICATION AND HOLD HARMLESS.
CONTRACTOR will indemnify, defend, and hold CITY, its officers and employees harmless
from any and all liability, expense, judgment, suit, cause of action, or demand for personal
injury, death, or damage, reasonable attorney's fees and defense costs, which may accrue against
CITY, its officers and employees to the extent it is arising out of or resulting from the
negligence or wrongdoing of CONTRACTOR, its subcontractors, or their employees or agents,
City's Standard Agreement •-2011 revision
while performing their duties under this Agreement, provided that CITY gives CONTRACTOR
prompt, written notice of any such claim or suit. CITY shall cooperate with CONTRACTOR in
its defense or settlement of such claim or suit. This section sets forth the full extent of
CONTRACTOR'S general indemnification of CITY, its officers and employees from liabilities
that are in any way related to CONTRACTOR'S performance under this Agreement.
16. WORKERS' COMPENSATION. The CONTRACTOR shall comply with all
of the provisions of the Workers' Compensation Insurance and Safety Acts of the State of
California, the applicable provisions of Division 4 and 5 of the California Government Code and
all amendments thereto; and all similar State or federal acts or laws applicable; and shall
indemnify, and hold harmless the CITY and its officers, and employees from and against all
claims, demands, payments, suits, actions, proceedings, and judgments of every nature and
description, including reasonable attorney's fees and defense costs presented, brought or
recovered against the CITY or its officers, employees, or volunteers, for or on account of any
liability under any of said acts which may be incurred by reason of any work to be performed by
the CONTRACTOR under this Agreement.
17. INSURANCE. The CONTRACTOR, at its sole cost and expense, shall purchase
and maintain, and shall require its SUBCONTRACTOR(S), when applicable, to purchase and
maintain throughout the term of this Agreement, the following checked insurance policies:
A. ❑ If checked, Professional Liability Insurance (errors and
omissions) with minimum limits of $1,000,000 per occurrence.
B. Automobile Insurance covering all bodily injury and property damage
incurred during the performance of this Agreement, with a minimum coverage of $1,000,000
combined single limit per accident. Such automobile insurance shall include owned, non -owned,
and hired vehicles ("any auto"). The policy shall include the CITY and its officers, and
employees as additional insureds By blanket endorsement.
C. Commercial General Liability Insurance, with minimum limits of
$2,000,000 per occurrence and $4,000,000 aggregate, covering bodily injury and property
damage arising out of its operations under this Agreement. The policy shall include the CITY
and its officers, and employees as additional insureds, blanket endorsement.
D. Workers' Compensation Insurance in an amount sufficient to meet
statutory requirements covering all of CONTRACTOR'S employees and employers' liability
insurance with limits of at least $1,000,000 per accident. In addition, the policy shall be endorsed
with a blanket waiver of subrogation in favor of the City.
If CONTRACTOR has no employees subject to the California Workers'
Compensation and Labor laws, CONTRACTOR shall execute a Declaration to that effect. Said
Declaration shall be provided to CONTRACTOR by CITY.
E. The aforesaid policies shall constitute primary insurance as to the CITY,
its officers and employees.
F. If required insurance coverage is provided on a "claims made" rather than
"occurrence" form, the CONTRACTOR shall maintain such insurance coverage for three years
after expiration of the term (and any extensions) of this Agreement. In addition, the "retro" date
must be on or before the date of this Agreement.
G. Insurance shall be written with only California admitted companies that
hold a current policy holder's alphabetic and financial size category rating of not less than A VIII
according to the current Best's Key Rating Guide, or a company equal financial stability that is
City's Standard Agreement —2011 revision
approved by the CITY'S Risk Manager. In the event coverage is provided by non -admitted
"surplus lines" carriers, they must be included on the most recent California List of Eligible
Surplus Lines Insurers (LESLI list) and otherwise meet rating requirements.
H. Upon execution of the Agreement, an Acord 25 form certificate of
insurance shall be provided. If the CONTRACTOR does not keep all of such insurance policies
in full force and effect at all times during the terms of this Agreement, the CITY may elect to
treat the failure to maintain the requisite insurance as a breach of this Agreement and terminate
the Agreement as provided herein.
18. LEGAL FEES. If any party brings a suit or action against the other party arising
from any breach of any of the covenants or agreements or any inaccuracies in any of the
representations and warranties on the part of the other party arising out of this Agreement, then
in that event, the prevailing party in such action or dispute, whether by final judgment or out -of -
court settlement, shall be entitled to have and recover of and from the other party all costs and
expenses of suit, including attorneys' fees.
For purposes of determining who is to be considered the prevailing party, it is
stipulated that attorney's fees incurred in the prosecution or defense of the action or suit shall not
be considered in determining the amount of the judgment or award. Attorney's fees to the
prevailing party if other than the CITY shall, in addition, be limited to the amount of attorney's
fees incurred by the CITY in its prosecution or defense of the action, irrespective of the actual
amount of attorney's fees incurred by the prevailing party.
19. MEDIATION/ARBITRATION. If a dispute arises out of or relates to this
Agreement, or the breach thereof, the parties agree first to try, in good faith, to settle the dispute
by negotiations with senior managers of each party and, if that is not successful within a
reasonable time period, by mediation in San Diego, California, in accordance with the
Commercial Mediation Rules of the American Arbitration Association (the "AAA") before
resorting to litigation. The costs of mediation shall be borne equally by the parties. Any
controversy or claim arising out of, or relating to, this Agreement, or breach thereof, which is not
resolved by negotiation or mediation shall be resolved by litigation in San Diego County,
California, or if the parties then so agree, by binding arbitration in San Diego, California, in
accordance with the Commercial Arbitration Rules of the AAA then existing. Any award
rendered shall be final and conclusive upon the parties, and a judgment thereon may be entered
in any court having jurisdiction over the subject matter of the controversy. The expenses of the
arbitration shall be borne equally by the parties to the arbitration, provided that each party shall
pay for and bear the costs of its own experts, evidence and attorneys' fees, except that the
arbitrator may assess such expenses or any part thereof against a specified party as part of the
arbitration award.
20. TERMINATION.
A. This Agreement may be terminated with or without cause by the CITY.
Termination without cause shall be effective only upon 60-day's written notice to the
CONTRACTOR. During said 60-day period the CONTRACTOR shall perform all services in
accordance with this Agreement.
B. This Agreement may also be terminated upon thirty (30) days written
notice by the CITY for cause in the event of a material breach of this Agreement,
Citys Standard Agreement-2011 revision
misrepresentation by the CONTRACTOR in connection with the formation of this Agreement or
the performance of services, or the failure to perform services as directed by the CITY.
CONTRACTOR will have an opportunity upon receipt of such notice to cure the alleged default
within the notice period.
C. Termination with or without cause shall be effected by delivery of written
Notice of Termination to the CONTRACTOR as provided for herein.
D. In the event of termination, all finished or unfinished Memoranda Reports,
Maps, Drawings, Plans, Specifications and other documents prepared by the CONTRACTOR
and that are promised deliverables under this Agreement, whether paper or electronic, shall
immediately become the property of and be delivered to the CITY, and the CONTRACTOR
shall be entitled to receive just and equitable compensation for any work satisfactorily completed
on such documents and other materials up to the effective date of the Notice of Termination, not
to exceed the amounts payable hereunder, and less any damages caused the CITY by the
CONTRACTOR'S breach, if any. Thereafter, ownership of said written material shall vest in the
CITY all rights set forth in Section 6.
E. The CITY further reserves the right to immediately terminate this
Agreement upon: (1) the filing of a petition in bankruptcy affecting the CONTRACTOR; (2) a
reorganization of the CONTRACTOR for the benefit of creditors; or (3) a business
reorganization, change in business name or change in business status of the CONTRACTOR.
21. NOTICES. All notices or other communications required or permitted hereunder
shall be in writing, and shall be personally delivered; or sent by overnight mail (Federal Express
or the like); or sent by registered or certified mail, postage prepaid, return receipt requested; or
sent by ordinary mail, postage prepaid; or telegraphed or cabled; or delivered or sent by telex,
telecopy, facsimile or fax; and shall be deemed received upon the earlier of (i) if personally
delivered, the date of delivery to the address of the person to receive such notice, (ii) if sent by
overnight mail, the business day following its deposit in such overnight mail facility, (iii) if
mailed by registered, certified or ordinary mail, five (5) days (ten (10) days if the address is
outside the State of California) after the date of deposit in a post office, mailbox, mail chute, or
other like facility regularly maintained by the United States Postal Service, (iv) if given by
telegraph or cable, when delivered to the telegraph company with charges prepaid, or (v) if given
by telex, telecopy, facsimile or fax, when sent. Any notice, request, demand, direction or other
communication delivered or sent as specified above shall be directed to the following persons:
To CITY:
Ron Williams
IT Manager
City of National City
1243 National City Boulevard
National City, CA 91950-4301
To CONTRACTOR:
Cindy Marnin
Motorola Solutions, Inc.
7237 Church Ranch Blvd., Suite 406
Westminster, CO 80021
City's Standard Agreement —2011 revision
Notice of change of address shall be given by written notice in the manner
specified in this Section. Rejection or other refusal to accept or the inability to deliver because of
changed address of which no notice was given shall be deemed to constitute receipt of the notice,
demand, request or communication sent. Any notice, request, demand, direction or other
communication sent by cable, telex, telecopy, facsimile or fax must be confirmed within forty-
eight (48) hours by letter mailed or delivered as specified in this Section.
22. CONFLICT OF INTEREST AND POLITICAL REFORM ACT
OBLIGATIONS. The CONTRACTOR shall at all times comply with the terms of the Political
Reform Act and the National City Conflict of Interest Code. The CONTRACTOR shall
immediately disqualify itself and shall not use its official position to influence in any way any
matter coming before the CITY in which the CONTRACTOR has a financial interest as defined
in Government Code Section 87103. The CONTRACTOR represents that it has no knowledge of
any financial interests that would require it to disqualify itself from any matter on which it might
perform services for the CITY.
❑ If checked, the CONTRACTOR shall comply with all of the reporting
requirements of the Political Reform Act and the National City Conflict of Interest Code.
Specifically, the CONTRACTOR shall file a Statement of Economic Interests with the City
Clerk of the City of National City in a timely manner on forms which the CONTRACTOR shall
obtain from the City Clerk.
The CONTRACTOR shall be strictly liable to the CITY for all damages, costs or
expenses the CITY may suffer by virtue of any violation of this Paragraph 22 by the
CONTRACTOR.
23. PREVAILING WAGES. State prevailing wage rates may apply to work
performed under this Agreement. State prevailing wages rates apply to all public works contracts
as set forth in California Labor Code, including but not limited to, Sections 1720,1720.2, 1720.3,
1720.4, and 1771. Consultant is solely responsible to determine if State prevailing wage rates
apply and, if applicable, pay such rates in accordance with all laws, ordinances, rules, and
regulations.
24. LIMITATION OF LIABILITY. Except for personal injury or death or damage to
property, Motorola's total liability, whether for breach of contract, warranty, negligence, strict
liability in tort, or otherwise, will be limited to the direct damages recoverable under law, but not
to exceed $50,000. ALTHOUGH THE PARTIES ACKNOWLEDGE THE POSSIBILITY OF
SUCH LOSSES OR DAMAGES, THEY AGREE THAT MOTOROLA WILL NOT BE
LIABLE FOR ANY COMMERCIAL LOSS; INCONVENIENCE; LOSS OF USE, TIME,
DATA, GOOD WILL, REVENUES, PROFITS OR SAVINGS; OR OTHER SPECIAL,
INCIDENTAL, INDIRECT, OR CONSEQUENTIAL DAMAGES IN ANY WAY RELATED
TO OR ARISING FROM THIS AGREEMENT OR THE PERFORMANCE OF SERVICES BY
MOTOROLA PURSUANT TO THIS AGREEMENT. This limitation of liability will survive
the expiration or termination of this Agreement and applies notwithstanding any contrary
provision.
City's Standard Agreement-2011 revision
25. WARRANTY. Motorola warrants that its Services under this Agreement will be
free of defects in materials and workmanship for a period of ninety (90) days from the date the
performance of the Services are completed. In the event of a breach of this warranty, Customer's
sole remedy is to require Motorola to re -perform the non -conforming Service or to refund, on a
pro-rata basis, the fees paid for the non -conforming Service. MOTOROLA DISCLAIMS ALL
OTHER WARRANTIES, EXPRESS OR IMPLIED, INCLUDING THE IMPLIED
WARRANTIES OF MERCHANTABILITY AND FITNESS FOR A PARTICULAR
PURPOSE.
26. MISCELLANEOUS PROVISIONS.
A. Computation of Time Periods. If any date or time period provided for in
this Agreement is or ends on a Saturday, Sunday or federal, state or legal holiday, then such date
shall automatically be extended until 5:00 p.m. Pacific Time of the next day which is not a
Saturday, Sunday or federal, state, or legal holiday.
B. Counterparts. This Agreement may be executed in multiple counterparts,
each of which shall be deemed an original, but all of which, together, shall constitute but one and
the same instrument.
C. Captions. Any captions to, or headings of, the sections or subsections of
this Agreement are solely for the convenience of the parties hereto, are not a part of this
Agreement, and shall not be used for the interpretation or determination of the validity of this
Agreement or any provision hereof.
D. No Obligations to Third Parties. Except as otherwise expressly provided
herein, the execution and delivery of this Agreement shall not be deemed to confer any rights
upon, or obligate any of the parties hereto, to any person or entity other than the parties hereto.
E. Exhibits and Schedules. The Exhibits and Schedules attached hereto are
hereby incorporated herein by this reference for all purposes.
F. Amendment to this Agreement. The terms of this Agreement may not be
modified or amended except by an instrument in writing executed by each of the parties hereto.
G. Waiver. The waiver or failure to enforce any provision of this Agreement
shall not operate as a waiver of any future breach of any such provision or any other provision
hereof.
H. Applicable Law. This Agreement shall be governed by and construed in
accordance with the laws of the State of California.
I. Audit. [Intentionally omitted.]
J. Entire Agreement. This Agreement supersedes any prior agreements,
negotiations and communications, oral or written, and contains the entire agreement between the
parties as to the subject matter hereof. No subsequent agreement, representation, or promise
made by either party hereto, or by or to an employee, officer, agent or representative of any party
hereto shall be of any effect unless it is in writing and executed by the party to be bound thereby.
K. Successors and Assigns. This Agreement shall be binding upon and shall
inure to the benefit of the successors and assigns of the parties hereto.
L. Construction. The parties acknowledge and agree that (i) each party is of
equal bargaining strength, (ii) each party has actively participated in the drafting, preparation and
negotiation of this Agreement, (iii) each such party has consulted with or has had the opportunity
to consult with its own, independent counsel and such other professional advisors as such party
has deemed appropriate, relative to any and all matters contemplated under this Agreement, (iv)
each party and such party's counsel and advisors have reviewed this Agreement, (v) each party
City's Standard Agreement —2011 revision
has agreed to enter into this Agreement following such review and the rendering of such advice,
and (vi) any rule or construction to the effect that ambiguities are to be resolved against the
drafting party shall not apply in the interpretation of this Agreement, or any portions hereof, or
any amendments hereto.
M. Force Majeure. Neither party will be liable for its non-performance or
delayed performance if caused by an event, circumstance, or act of a third party that is beyond
such party's reasonable control.
IN WITNESS WHEREOF, the parties hereto have executed this Agreement on the date
and year first above written.
City's Standard Ae eement —2011 revision
CITY OF NATIONAL CITY
By:
A
RdffMorrison, Mayor
PROVED AS TO FORM:
CF. t..i1va
CA .me.
MOTOROLA SOLUTIONS, INC.
(Corporation — signatures of two corporate officers)
By:
By:
(Print)
(Title) St, f) po
Cily's Standard Agreement-2011 revision
Exhibit A
DESCRIPTION OF COVERED PRODUCTS
MAINTENANCE AND SUPPORT AGREEMENT 262 TERM: 4/1/12 — 3/31/13
CUSTOMER: National City Police Department
Site Identification Numbers
Product
Premier MDCTM
Site Id
PSA0344_(PMDC)
The following table lists the Products under maintenance coverage:
Product Description
Service Level Qty Term Fees
Premier MDCTM
Server Software License (21-40 units)
Client Software ((21-40 units)
In -House Client Software
Interface
CAD to Standard Motorola API
24x7
1
36
1
1
TOTAL MAINTENANCE
$25,089.00
Motorola Solutions, Inc. PSA M&SA Exhibit A 12 Version 8-12-11
Exhibit B
CUSTOMER SUPPORT PLAN
MAINTENANCE AND SUPPORT AGREEMENT 262 TERM: 4/1/12 — 3/31/13
CUSTOMER: National City Police Department
Introduction
Welcome to Motorola Solutions Customer Support. We appreciate your business and look
forward to serving your needs on your Public Safety Applications system.
The Customer Support Plan is designed to provide Motorola Solutions customers the details
necessary for understanding Motorola Solutions overall support processes and policies as a
compliment to the Motorola Solutions Maintenance and Support Agreement.
The Motorola Solutions Maintenance and Support Agreement is the legal and binding
contractual terms for which services are provided under. Questions or concerns regarding your
support plan can be directed to your Support Manager.
Below are the topics outlined in this Customer Support Plan:
I. Service Offerings
II. Accessing Customer Support
III. Severity Levels and Case Management
IV. Responsibilities
V. Customer Call Flow
VI. Contacts
1. Service Offerings
Motorola Solutions Customer Support organization includes a staff of Support Analysts whom are
managed by Motorola Solutions Customer Support Managers and are chartered with the direct front-line
support of our customers. A Support Analyst is a system technologist responsible for providing direct or
escalation support. A Support Analyst is sometimes referred to as a Customer Support Analyst ("CSA")
or Technical Support Analyst ("TSA") or Technical Support Representative.
Motorola Solutions Support Organization offers a multi -layered approach to a total service solution.
Levels of support are defined as follows:
Service Levels
Level 0 Logging, dispatching and tracking service requests
Level 1 Selected 15 call support, triage and resolution
Level 2 Telephone and/or on -site support for normal technical requirements
Level 3 High-level technical support prior to Engineering escalation
Level 4 Engineering software code fixes and changes
Motorola Solutions provides to customers on an active maintenance and support agreement defined
services and Software Releases. Specific support definitions, offerings and customer responsibilities are
detailed in section 3 of the main body of the maintenance and support agreement.
Motorola Solutions, Inc. PSA M&SA Exhibit B 13 Version 8-12-11
ll. Accessing Customer Support
The Motorola Solutions System Support Center Operations
Motorola Solutions' Public Safety Applications Technical Support personnel in cooperation with Motorola
Solutions' System Support Center ("SSC") provide the gateway to technical support for all of Motorola
Solutions Public Safety Application systems. Accessing support through Motorola Solutions' toll free 800
number, web ticketing or email ticketing ensures accurate case handling and tracking. The goal of the
Support team and SSC is to make certain systems are restored and running at peak levels as quickly as
possible. This is accomplished by obtaining accurate customer and problem details and by directing your
requests to the right support team in a timely manner.
The System Support Center offers total call management including:
• Single point of contact for Motorola Solutions service requests
• Logging, dispatching and tracking of service requests
• System capabilities to identify pending cases and automatically escalate to management
• Database and customer profile management
• Standard reports with on -demand distribution
• Case notification
Motorola Solutions' System Support Center operates 24 hours a day, 7 days a week, 365 days a year.
That means you can call us anytime. Support Center personnel enter requests for service, technical
assistance, or telephone messages into a database system. Every time you call us, we log information
about your request into the tracking system so that the information is available for reference and analysis
to better serve your future service needs. Another benefit of logging every service request is that
Motorola Solutions and customers can track the progress from initial contact to final resolution.
There are three options for accessing Support at Motorola Solutions:
1. Motorola Solutions System Support Center Toll Free Number
2. eCase Management through Motorola Solutions On -Line
3. Email Case Ticketing
Option 1 - Call Motorola Solutions System Support Center
Cali Motorola Solutions Toll free 800-323-9949
Select from the auto attendant as follows:
Option 2 —Technical Support of Infrastructure Products
Then select Option 6 — Public Safety Applications
Next select the appropriate system type option
1 CAD
2. RMS
3. Mobile Applications
4 Jail Management Systems
5. Law Records (LRMS)
Customer Service Reques
0. All Other Applications
Upon contact with the SSC personnel, you will provide the name and phone number for Customer contact
and your agency and product specific Site Identification number. Providing a brief problem description
will assist in defining the severity level and determine proper case routing to the appropriate Motorola
Solutions technical support team member. A unique tracking number will be provided to your agency for
future reference.
Motorola Solutions, Inc. PSA M&SA Exhibit B 14 Version 8-12-11
Generally customers calling the toll -free 800 number will access Public Safety Applications technical
support directly. For heavy call times or after hours the caller will be directed to Motorola Solutions'
System Support Call Center Operations. Once the logging process is complete customers are transferred
directly to a Technical Support Analyst during Technical Support Operation Hours (6:00 a.m. to 6:00 p.m.
Mountain Time, Monday to Friday). After support operation hours (6:00 p.m. to 6:00 a.m. Mountain Time,
Weekends and Motorola Solutions Holidays) customers will be contacted within the contractually
specified period of time by a Technical Support Analyst.
Motorola CaII Flow
An auto notification is sent to
the customer with the case
number that was created.
Response to these cases is
within 2 hours.
After -Hours
N
Yes
Yes
CAD, JAIL, MOBILE, LRMS, CSR
Use the keyword list to
determine customer's case
severity
Yes
Create a tech
support case.
Provide customer
their case number
To
Technical'
Follow process to
create a PO
Open and refer to
existing Case
Yes
Create a tech
support case.
Provide customer
their case number
Open and refer to
existing Case
Use the keyword list to
determine customers case
seveenty
Motorola Solutions, Inc. PSA M&SA Exhibit B 15 Version 8-12-11
Technical Staff CaII Flow
An auto notification is sent to
the customer with resolution
information
Technical
Support
The Support
Analyst works the
issue making
updates to the
Clarify case.
Is the issue
escalated to an SR
in Clearquest?
No
The Support
Analyst works the
Clarify case to
resolution.
Support technician
closes the Clarify
case
End customer
process
An auto notification is sent to
the customer with an update
Yes
The Support
Analyst logs the
SR.
An Engineer works
the SR and makes
updates to the
Clarify case.
The Engineer
works the SR to
resolution.
Support technician
closes the Clarify
case after FRB
and CrashTrack
process.
An auto notification is sent to
the customer with an update
An auto notification is sent to
the customer with an update
An auto notification is sent to
the customer with an update
Motorola Solutions, Inc. PSA M&SA Exhibit B 16 Version 8-12-11
CaII Flow After -Hours
After-
HV
Yes
CAD, PMDC, JAIL, LRMS, CSR
Call the On -Call,
Technical Support
Analyst
CEnd Process
RMS
Follow
Ilow process to
create a PO
Is the
customer
calling RMS?
And is it completely
inoperable?
No
Yes
Yes
Call Support
Manager and On -
Call Technical
Support Analyst
Create a Clarify
case and submit it
to the PRODUCT
Clarify Queue
Use the keyword list to
determine customers case
severity
Motorola Solutions, Inc. PSA M&SA Exhibit B 17 Version 8-12-11
How to Obtain Technical Support for Products
Action / Response
Step 1. CaII the System Support Center 1-800-323-9949
Step 2. Select option 2 (Technical Support)
Step 3. Select option 6 (Public Safety Applications)
Step 4. Select product specific option
Step 5. Provide Site Identification Number (See Exhibit A -Description of Covered Products for
Site Identification Numbers)
Step 6. Provide Your Information
Caller Name
Contact Phone Number
Description of problem
Severity of system problem determined at time of call
Time available for call back
Email address
Step 7. Case Number Generated
Caller will receive a Case number for tracking the service
request.
Check Status
The caller may check the status of a Case at any time by
calling the System Support Center at 1-800-323-9949 and
following steps 2-4 above and providing the case number.
Case Assignment
The Customer Support Representative will determine a
course of action and assign the Case to the appropriate
group.
Standard Response Time
RESPONSE See Section III for Severity Level definitions
Severity 1: 1 hour
Severity 2: 3 business hours
Severity 3: 6 business hours
Severity 4: 2 business days
Step 8. Notification of CASE All
Activity
Case Notifications are available for up to 4 persons.
Notifications are sent via pager or email when any of the
following events occur on a Case: Open, Assigned, Site
Arrival, Deferred or Closure.
To request case notifications, please contact your Support
Manager.
Notification of CASE Open/Close
Activity
Case Notifications are available for up to 4 persons.
Notifications are sent via pager or email when any of the
following events occur on a Case: Open or Closure.
To request case notifications, please contact your Support
Manager.
Motorola Solutions, Inc. PSA M&SA Exhibit B 18
Version 8-12-11
Option 2 - Submit a ticket via eCase Management from Motorola Solutions On -Line
Motorola Solutions On -Line eCase Management provides a fast, intuitive, and efficient interface for
Technical Case Management that allows customers to open, update, and view the status of their cases
on the web.
Setting Up a Motorola Solutions On -Line Account
To set up a Motorola Solutions On -Line account, please visit https:llbusinessonline.Motorola.cor
follow the directions on the link for "Sign Up Now.
A User ID and Password are not required for setting up your account. After accessing the link
above, indicate in the 'Additional information"" field you are a Public Safety customer seeking access
to eCase Management. Once you submit your request, you will receive a confirmation email
indicating receipt and'including additional details about the Motorola Solutions On -Line account set
up. In approximately 4-5 business days an additional email will be sent which includes details about
your On -Line account
Accessing the Technical Case Management web site
Once you have set up your agency's Motorola Solutions On -Line Account, to access the site simply
log onto Motorola Solutions at businessonline.Motorola.com with your user ID and password, click on
the Contact Us 4 Open Case, and select System Support Issue from the Issue Type drop -down.
Primary Features of On -Line Technical Case Management
Motorola Solutions customers have three main functions available through Motorola Solutions On -
Line to manage their cases:
A. Open new cases
B. Search for existing cases and view details of the existing case
C. Update existing cases by adding notes
A. Open a New Case
1. Log into Motorola Solutions On -Line
2. Click on the "Contact Us" -4 Open Case
3. Then select the Reason Code = System Support Issue (and the page will automatically reload)
Motorola Solutions, Inc. PSA M&SA Exhibit B
19
Version 8-12-11
Welcome to the Open Request Screen. From here, you may open a request which will he tracked and routed to the proper
Motorola Employees.
To permanently change your email address or phone number, you must go to the Motorola Membership Site
Contact Name: Motorola Online WebID
Contact Phonm 000-014-0601
Contact Email: cucmh10@hotmail.com II
Reason: Website Issue �I
Title:
Description:
Credit Issue
Order Issue
Pre -Sale Inquiry
Product Issue
Service Issue
Training Issue
Website Issue
4. Fill in the Case Title (description of request) and choose the applicable Site (which are listed
alphabetically)
5. Choose case type Technical Support, Severity Level and Public Safety Applications
System
6. Fill in a detailed description of your issue
7. Click "Create Case"
Screen Shot from Steps 4-6
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Email Confirmation
1. eCase Management will give immediate confirmation of case number (new case
numbers are 8 digits long)
2. The confirmation screen includes "expand all" and "collapse all" buttons for case notes
Motorola Solutions, Inc. PSA M&SA Exhibit B 20 Version 8-12-11
B. Search for a Case
1. Log into Motorola Solutions On -Line
2. Click on the "Contact Us" -) Search Case
3. Select the "System Support Issue" type (the webpage will automatically reload)
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C. Add Notes to an Existing Case
1. You can also add notes after submitting your case, by clicking on the "Add Notes"
button
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Motorola Solutions On -Line Support
Add Notes
Motorola Solutions, Inc. PSA M&SA Exhibit B 21 Version 8-12-11
1. Motorola Solutions does not recommend using this tool for opening Severity 1 or 2 cases. For any
critical issues, customers should contact the System Support Center by calling 800-323-9949 and
following the appropriate prompts.
2. The same guidelines would apply to updating cases with critical information. Any critical updates
should be reported directly to Support at 800-323-9949.
3. When updating case notes, please provide your contact information, which includes your phone
number, pager number, etc.
For questions on Motorola Solutions On -Line eCase Management or administrative support, please
contact the Motorola Solutions Online Helpdesk at molhelpl@Motorolasolutions.com or call 800-814-
0601.
Motorola Solutions, Inc. PSA M&SA Exhibit B 22 Version 8-12-11
Requirements for effective usage:
Browser: Internet Explorer 5.0 or greater
Valid MOL user ID and Password
Motorola On-line Flow
eCase
Process
Is the
customer
entitled to
service?
Yes
s the produ
supported by
Boulder or Salt
Lake City?
Boulder
Assign the case to
the "PSA Boulder
Clarify Queue'
Salt Lake City---*
Assign the Tech
Support case to
the "PSA Salt Lake
City' Clarify Queue
The case is
assigned to the
appropriate queue.
To
Technical
Staff
An auto notification is sent to
the owners of the queue.
Motorola Solutions, Inc. PSA M&SA Exhibit B 23 Version 8-12-11
Option 3 - Submit a ticket via Email Case Management
An alternative Customer Support tool is available for PSA customers. Along with the toll -free phone
number and Motorola Solutions Online, customers can request technical support by email. For many
customers who use their PDA as a means to open cases, email ticketing provides additional flexibility for
initiating cases.
To ensure proper case management and contractual response, email ticketing is only available for
severity levels three and four. In order to properly process a ticket via email, the message must be
formatted exactly as described below: Instructions are also located under `Resources" at:
https://motonline.mot.com
1. Address your email to PSACASEaMotorolaSolutions.com
2. Type PSA Service Request and a brief description of the system issue in the Subject line of the
e-mail message. This will become the case title
3. Type Site ID = followed by the site identification number of the system location
4. Type Product Type= followed by the product family type. Choose from the following list:
• CAD (OR FRIENDS OF CAD, such as AVWV, ATM, AVL and UDT)
• CSR (CUSTOMER SERVICE REQUEST)
• INFOTRAK, LRMS
• JAIL MANAGEMENT (OFFENDERTRAK)
• MOBILE APPLICATIONS (PMDC, AIRMOBILE, TXMESSENGER)
• NETRMS
5. Type Contact First Name = followed by your first name or the name of the person you would like
support personnel to contact
6. Type Contact Last Name = followed by your last name or the name of the person you would like
support personnel to contact.
7. Type Phone Number = followed by the area code and phone number where the contact person
may be reached
8. Type Severity Level = followed by either severity level 3 or 4. All severity level one or two cases
must be opened via the toll -free PSA customer support number
9. Type Problem Description = followed by a comprehensive description of the problem
10. Send the message to us. You will receive an email with your case number for future reference.
If an email response is not received, or if you need to open a severity level one or two case, please
contact the PSA customer support at 1 800-323-9949 for further assistance.
SAMPLE Email Ticket Formatting:
To_,psacase@motorola.comI
cc...1 .1
Subject: 1PSA Service Request; NetRMS Reports Not Functional
Site ID number: PSA12345_(NetRMS) (Clarify site identification number)
Product type: NetRMS (Specific product such as LRMS, NetRMS, Premier MDC, etc.)
Contact first name: John
Contact last name: Doe
Phone number:303-123-4567
Severity level: Level 3 (Email ticketing is available for severity levels three and four only)
Problem description: NetRMS does not allow for the creation of manual -case reports
which is affecting the generation of daily reports (Include a comprehensive description of the problem
Motorola Solutions, Inc. PSA M&SA Exhibit B 24 Version 8-12-11
Ill. Service Delivery, Severity Levels and Case Management
DEFINITIONS
"Equipment" means the physical hardware purchased by Customer from Seller pursuant to a separate
System Agreement, Products Agreement, or other form of agreement.
"Motorola Solutions Software" means Software that Motorola Solutions owns. The term includes Product
Releases, Standard Releases, and Supplemental Releases.
"Non -Motorola Solutions Software" means Software that a party other than Motorola Solutions owns.
"Optional Technical Support Services" means fee -based technical support services that are not covered
as part of the standard Technical Support Services.
"Patch" means a specific change to the Software that does not require a Release.
"Principal Period of Maintenance" or "PPM" means the specified days, and times during the days, that
maintenance and support services will be provided under this Agreement. The PPM selected by
Customer is indicated in the Support Plan Options and Pricing Worksheet.
"Products" means the Equipment (if applicable as indicated in the Description of Covered Products) and
Software provided by Seller.
"Releases" means an Update or Upgrade to the Motorola Solutions Software and are characterized as
"Supplemental Releases," "Standard Releases," or "Product Releases." A "Supplemental Release" is
defined as a release of Motorola Solutions Software that contains primarily error corrections to an existing
Standard Release and may contain limited improvements that do not affect the overall structure of the
Motorola Solutions Software. Depending on Customer's specific configuration, a Supplemental Release
might not be applicable. Supplemental Releases are identified by the third digit of the three -digit release
number, shown here as underlined: "1.2.3". A "Standard Release" is defined as a release of Motorola
Solutions Software that contains product enhancements and improvements, such as new databases,
modifications to databases, or new servers. A Standard Release may involve file and database
conversions, System configuration changes, hardware changes, additional training, on -site installation,
and System downtime. Standard Releases are identified by the second digit of the three -digit release
number, shown here as underlined: "1.2.3". A "Product Release" is defined as a release of Motorola
Solutions Software considered to be the next generation of an existing product or a new product offering.
Product Releases are identified by the first digit of the three -digit release number, shown here as
underlined: "1.2.3". If a question arises as to whether a Product offering is a Standard Release or a
Product Release, Motorola Solutions opinion will prevail, provided that Motorola Solutions treats the
Product offering as a new Product or feature for its end user customers generally.
"Residual Error" means a software malfunction or a programming, coding, or syntax error that causes the
Software to fail to conform to the Specifications.
"Services" means those maintenance and support services described in the Support Plan and provided
under this Agreement.
"Software" means the Motorola Solutions Software and Non -Motorola Solutions Software that is furnished
with the System or Equipment.
"Specifications" means the design, form, functionality, or performance requirements described in
published descriptions of the Software, and if also applicable, in any modifications to the published
specifications as expressly agreed to in writing by the parties.
Motorola Solutions, Inc. PSA M&SA Exhibit B 25 Version 8-12-11
"Standard Business Day" means Monday through Friday, 8:00 a.m. to 5:00 p.m. local time, excluding
established Motorola Solutions holidays.
"Standard Business Hour" means a sixty (60) minute period of time within a Standard Business Day(s).
"Start Date" means the date upon which this Agreement begins. "System" means the Products and
services provided by Seller as a system as more fully described in the Technical and Implementation
Documents attached as exhibits to a System Agreement between Customer and Seller (or Motorola
Solutions).
"Technical Support Services" means the remote telephonic support provided by Seller on a standard and
centralized basis concerning the Products, including diagnostic services and troubleshooting to assist
Customer in ascertaining the nature of a problem being experienced by the Customer, minor assistance
concerning the use of the Software (including advising or assisting the Customer in attempting
data/database recovery, database set up, client -server advice), and minor assistance or advice on
installation of Releases provided under this Agreement.
"Update" means a Supplemental Release or a Standard Release.
"Upgrade" means a Product Release.
SCOPE OF SERVICES
1. Seller will provide to Customer the Services as indicated in the Support Plan Options and Pricing
Worksheet, and Services will apply only to the Products described in the Description of Covered
Products.
2. This Agreement covers all copies of the specified Software listed in the Description of Covered
Products that are licensed by Seller to Customer. If, during an annual maintenance and support period,
Customer acquires additional units of the Software that is covered by this Agreement, the price for
maintenance and support services for those additional units will be calculated and added to the total price
either (1) if and when the annual maintenance and support period is renewed or (2) immediately when
Customer acquires the additional units, as Motorola Solutions determines. Seller may adjust the price of
the maintenance and support services effective as of a renewal if it provides to Customer notice of the
price adjustment at least forty-five (45) days before the expiration of the annual maintenance and support
period.
3. If Seller performs Services at the location of installed Products, Customer agrees to provide to
Seller a non -hazardous environment for work with shelter, heat, light, and power, and with full and free
access to the covered Products. Customer will provide all information pertaining to the hardware and
software with which the Products are interfacing to enable Seller to perform its obligations under this
Agreement.
4. All Customer requests for covered Services will be made initially with the call intake center
identified in the Support Plan Options and Pricing Worksheet.
5. Seller will provide to Customer Technical Support Services and Releases as follows:
5.1. Seller will provide Technical Support Services and correction of Residual Errors during
the PPM in accordance with the exhibits. The level of Technical Support depends upon the Customer's
selection as indicated in the Support Plan Options and Pricing Worksheet. Any Technical Support
Services that are performed by Seller outside the contracted PPM and any Residual Error corrections that
are outside the scope will be billed at the then current hourly rates. Technical Support Services will be to
investigate specifics about the functioning of covered Products to determine whether there is a defect in
the Product and will not be used in lieu of training on the covered Products.
Motorola Solutions, Inc. PSA M&SA Exhibit B 26 Version 8-12-11
5.2 Unless the Support Plan Options and Pricing Worksheet expressly provides to the
contrary, Seller will provide to Customer without additional license fees an available Supplemental or
Standard Release after receipt of a request from Customer. In addition, Seller will provide to Customer,
remote and/or onsite Services to implement Standard and Supplemental Releases as part of the
Maintenance Services. The decision as to whether a Release will be implemented remotely or onsite will
be at the Seller's sole discretion. In such instances when by Seller's determination implementation
requires customization above standard implementation or when training is required in connection with a
Supplemental or Standard Release, Seller will determine the fees associated with the customization
or training and provide a quote for Services at the time of Customer request. Customer must pay for any
necessary Equipment or third party Software associated with third party implementation provided by
Seller in connection with such Supplemental or Standard Release. Seller will provide onsite resources to
implement third party Equipment as a part of the Maintenance Services when the third party Equipment is
purchased as a part of the requested Upgrade. Any Services will be performed in accordance with a
mutually agreed schedule. This paragraph expressly excludes Product Release versions, such as Seller's
Premier One Product, as stated in section 5.3 of this Agreement. Some upgrades will require additional
fee based products, services or training as part of an Upgrade.
5.3. Seller will provide to Customer an available Product Release after receipt of a request
from Customer, but Customer must pay for all additional license fees, any installation or other services,
and any necessary Equipment provided by Seller in connection with such Product Release. Any services
will be performed in accordance with a mutually agreed schedule. Seller's duty as described in this
paragraph is contingent upon Customer's then -current installation at the time of Customer's request being
within two (2) Standard Release versions of the new Standard Release available for general release. Any
services will be performed in accordance with a mutually agreed schedule.
5.4. Seller does not warrant that a Release will meet Customer's particular requirement,
operate in the combinations that Customer will select for use, be uninterrupted or error -free, be backward
compatible, or that all errors will be corrected. Full compatibility of a Release with the capabilities and
functions of earlier versions of the Software may not be technically feasible. If it is technically feasible,
services to integrate these capabilities and functions to the updated or upgraded version of the Software
may be purchased at Customer's request on a time and materials basis at Seller's then current rates for
professional services.
5.5. Seller's responsibilities under this Agreement to provide Technical Support Services will
be limited to the current Standard Release plus the two (2) prior Standard Releases (collectively referred
to in this section as "Covered Standard Releases."). Notwithstanding the preceding sentence, Seller will
provide Technical Support Services for a Severity Level 1 or 2 error concerning a Standard Release that
precedes the Covered Standard Releases unless such error has been corrected by a Covered Standard
Release (in which case Customer will install the Standard Release that fixes the reported error or
terminate this Agreement as to the applicable Software).
6. The maintenance and support Services described in this Agreement are the only covered
services. Unless Optional Technical Support Services are purchased, these Services specifically exclude
and Seller will not be responsible for:
6.1. Any service work required due to incorrect or faulty operational conditions, including but
not limited to Equipment not connected directly to an electric surge protector, or not properly maintained
in accordance with the manufacturer's guidelines.
6.2. The repair or replacement of Products or parts resulting from failure of the Customer's
facilities, Customer's personal property and/or devices connected to the System (or interconnected to
devices) whether or not installed by Seller's representatives.
6.3. The repair or replacement of Equipment that has become defective or damaged due to
physical or chemical misuse or abuse, Customer's negligence, or from causes such as lightning, power
surges, or liquids.
Motorola Solutions, Inc. PSA M&SA Exhibit B 27 Version 8-12-11
6.4. Any transmission medium, such as telephone lines, computer networks, or the worldwide
web, or for Equipment malfunction caused by such transmission medium.
6.5. Accessories, custom or Special Products; modified units; or modified Software.
6.6. The repair or replacement of parts resulting from the tampering by persons unauthorized
by Seller or the failure of the System due to extraordinary uses.
6.7. Operation and/or functionality of Customer's personal property, equipment, and/or
peripherals and any application software not provided by Seller.
6.8. Services for any replacement of Products or parts directly related to the removal,
relocation, or reinstallation of the System or any System component.
6.9. Services to diagnose technical issues caused by the installation of unauthorized
components or misuse of the System.
6.10. Services to diagnose malfunctions or inoperability of the Software caused by changes,
additions, enhancements, or modifications in the Customer's platform or in the Software.
6.11. Services to correct errors found to be caused by Customer -supplied data, machines, or
operator failure.
6.12. Operational supplies, including but not limited to, printer paper, printer ribbons, toner,
photographic paper, magnetic tapes and any supplies in addition to that delivered with the System;
battery replacement for uninterruptible power supply (UPS); office furniture including chairs or
workstations.
6.13. Third -party software unless specifically listed on the Description of Covered Products.
6.14. Support of any interface(s) beyond Seller -provided port or cable, or any services that are
necessary because third party hardware, software or supplies fail to conform to the specifications
concerning the Products.
6.15. Services related to customer's failure to back up its data or failure to use an UPS system
to protect against power interruptions.
6.16. Any design consultation such as, but not limited to, configuration analysis, consultation
with Customer's third -party provider(s), and System analysis for modifications or Upgrades or Updates
which are not directly related to a Residual Error report.
7. The Customer hereby agrees to:
7.1. Maintain any and all electrical and physical environments in accordance with the System
manufacturer's specifications.
7.2. Provide standard industry precautions (e.g. back-up files) ensuring database security, per
Seller's recommended backup procedures.
7.3. Ensure System accessibility, which includes physical access to buildings as well as
remote electronic access. Remote access can be stipulated and scheduled with customer; however,
remote access is required and will not be substituted with on -site visits if access is not allowed or
available.
Motorola Solutions, Inc. PSA M&SA Exhibit B 28 Version 8-12-11
7.4. Appoint one or more qualified employees to perform System Administration duties,
including acting as a primary point of contact to Seller's Customer Support organization for reporting and
verifying problems, and performing System backup. At least one member of the System Administrators
group must have completed Seller's End -User training and System Administrator training (if available).
The combined skills of this System Administrators group includes proficiency with: the Products, the
system platform upon which the Products operate, the operating system, database administration,
network capabilities such as backing up, updating, adding, and deleting System and user information, and
the client, server and stand alone personal computer hardware. The System Administrator will follow the
Residual Error reporting process described herein and make all reasonable efforts to duplicate and verify
problems and assign a Severity Level according to definitions provided herein. Customer agrees to use
reasonable efforts to ensure that all problems are reported and verified by the System Administrator
before reporting them to Seller. Customer will assist Seller in determining that errors are not the product
of the operation of an external system, data links between system, or network administration issues. If a
Severity Level 1 or 2 Residual Error occurs, any Customer representative may contact Seller's Customer
Support Center by telephone, but the System Administrator must follow up with Seller's Customer
Support as soon as practical thereafter.
8. In performing repairs under this Agreement, Seller may use parts that are not newly
manufactured but which are warranted to be equivalent to new in performance. Parts replaced by Seller
will become Seller's property.
9 If Customer replaces, upgrades, or modifies equipment, or replaces, upgrades, or modifies
hardware or software that interfaces with the covered Products, Seller will have the right to adjust the
price for the Services to the appropriate current price for the new configuration.
10 Customer agrees not to attempt or apply any update(s), alteration(s), or change(s) to the
database software without the prior approval of the Seller.
11 Severity Level Case Management
Motorola Solutions services and response times are based on the severity levels of the error a customer
is experiencing as defined below. This method of response allows Motorola Solutions to prioritize its
resources for availability on our customer's more severe service needs. Severity level response time
defines the actions that will be taken by Motorola Solutions' Support team. Due to the urgency involved
in some service cases, Motorola Solutions will make every reasonable effort to provide a temporary or
work around solution. When a permanent solution is developed and certified through testing, it will be
incorporated in to the applicable Supplemental and or Standard Release.
SEVERITY
LEVEL
DEFINITION
RESPONSE TIME
Total System Failure - occurs when the System is not functioning
and there is no workaround; such as a Central Server is down or
when the workflow of an entire agency is not functioning. This level
is meant to represent a major issue that results in an unusable
System, Subsystem, Product, or critical features. No work around
or immediate solution is available.
Telephone conference
within 1 Hour of initial
voice notification
2
Critical Failure - Critical process failure occurs when a crucial
element in the System that does not prohibit continuance of basic
operations is not functioning and there is usually no suitable work-
around. Note that this may not be applicable to intermittent
problems. This level is meant to represent a moderate issue that
limits a Customer's normal use of the System, Subsystem, Product
or major non -critical features.
Telephone conference
within 3 Business Hours
of initial voice notification
during normal business
hours
Motorola Solutions, Inc. PSA M&SA Exhibit B 29
Version 8-12-11
3
Non -Critical Failure - Non -Critical part or component failure occurs
when a System component is not functioning, but the System is still
useable for its intended purpose, or there is a reasonable
workaround. This level is meant to represent a minor issue that
does not preclude use of the System, Subsystem, Product, or
critical features.
Telephone conference
within 6 Business Hours
of initial notification
during normal business
hours
4
Inconvenience - An inconvenience occurs when System causes a
minor disruption in the way tasks are performed but does not stop
workflow. This level is meant to represent very minor issues, such
as cosmetic issues, documentation errors, general usage questions,
and product or System Update requests.
Telephone conference
within 2 Standard
Business Days of initial
notification
Motorola Solutions, Inc. PSA M&SA Exhibit B 30 Version 8-12-11
Incoming cases are automatically assigned an initial Severity Level of 3, unless otherwise indicated or
determined at the time the case is logged. When escalation is required, Motorola Solutions adheres to
strict policy dictated by the level of problem severity.Severitv Level One Escalation
Once an issue is escalated to Engineering, the following table is used as an Engineering resolution
guideline for standard product problems.
Escalation Policy- Severity Level 1
CRITICAL
ACTION RESPONSIBILITY
0 Hours
Initial service request is placed. Support Analyst begins working on Support Analyst
problem and verifies / determines severity level.
2 Hours
If a resolution is not identified within this timeframe, SA escalates
to the Customer Support Manager who assigns additional resources.
Email notification to Director of Customer Support and Director of
System Integration.
Support Analyst
Customer Support Manager
4 Hours
If a resolution is not identified within this timeframe, Customer
Support Manager escalates to the Director of Customer Support and Customer Support Manager
Director of System Integration to assign additional resources. Email Director of Customer Support
notification to Vice President of System Integration and Vice Director of Systems Integration
President Customer Support.
8 Hours
Customer Support Manager
If a resolution is not identified within this timeframe, Director of Director of Customer Support
Customer Support escalates to Vice President of System Integration, Director of Systems Integration
Vice President of Support, and account team. VP of System Integration
VP of Customer Support
12 Flours
If a resolution is not identified within this timeframe. Director of
Customer Support escalates to Vice President of System Integration,
Vice President of Support, and account team, Senior Vice
President's of Operations, System Integration, Customer Support
and Engineering.
Senior Management
Support
Operations
Systems Integration
Engineering
All Severity Level 1 problems will be transferred or dispatched immediately to the assigned Motorola
Solutions technical support representative, to include notification to Motorola Solutions management
24x7. All other severity level problems logged after business hours will be dispatched the next business
morning.
11.1 Reporting a Problem. Customer will assign an initial Severity Level for each error reported,
either verbally or in writing, based upon the definitions listed above. Because of the urgency
involved, Severity Level 1 or 2 problems must be reported verbally to the Motorola Solutions' call
incoming center. Motorola Solutions will notify the Customer if Motorola Solutions makes any
changes in Severity Level (up or down) of any Customer -reported problem.
11.2 Motorola Solutions will use best efforts to provide Customer with a resolution for Severity 1 and
Severity 2 issues within a reasonable time and in accordance with the assigned Severity Level
when Customer allows timely access to the System and Motorola Solutions diagnostics indicate
that a Residual Error is present in the Software. Should Customer report an error that Motorola
Solutions cannot reproduce, Motorola Solutions may enable a detail error capture/logging
process to monitor the System. If Motorola Solutions is unable to correct the reported Residual
Error within a reasonable time, Motorola Solutions will escalate its procedure and assign such
personnel or designee to correct such Residual Error promptly. Should Motorola Solutions, in its
sole discretion, determine that such Residual Error is not present in its Release, Motorola
Solutions will verify: (a) the Software operates in conformity to the System Specifications, (b) the
Software is being used in a manner for which it was intended or designed, and (c) the Software is
used only with approved hardware or software.
Motorola Solutions, Inc. PSA M&SA Exhibit B 31 Version 8-12-11
Error Correction Status Report. Motorola Solutions will provide verbal status reports on Severity
Level 1 and 2 Residual Errors. Written status reports on outstanding Residual Errors will be provided
to System Administrator on a monthly basis.
IV. Key Responsibilities
4.1 Motorola Solutions Responsibilities
4.1.1 Anti -virus software. At Customer's request, Motorola Solutions will make every reasonable
effort to test and verify specific anti -virus, anti -worm, or anti -hacker patches against a replication
of Customer's application. Motorola Solutions will respond to any reported problem as an
escalated support call.
4.1.2 Customer Notifications. Motorola Solutions will provide access to (a) Field Changes; (b)
Customer Alert Bulletins; and (c) hardware and firmware updates, as released and if applicable.
4.1.3 Account Reviews. Motorola Solutions will provide annual account reviews to include (a) service
history of site; (b) downtime analysis; and (c) service trend analysis.
4.1.4 Remote Installation. At Customer's request, Motorola Solutions will provide remote installation
advice or assistance for Updates.
4.1.5 Software Release Compatibility. At Customer's request, Motorola Solutions will provide: (a)
current list of compatible hardware operating system releases, if applicable; and (b) a list of
Motorola Solutions' Software Supplemental or Standard Releases
4.1.6 On -Site Correction. Unless otherwise stated herein, all suspected Residual Errors will be
investigated and corrected from Motorola Solutions' facilities. Motorola Solutions will decide
whether on -site correction of any Residual Error is required and will take appropriate action.
4.1.7 Compliance to Local, County, State and/or Federal Mandated Changes. (Applies to Software
and interfaces to those Products) Unless otherwise stated herein, compliance to local, county,
state and/or federally mandated changes, including but not limited to IBR, UCR, NCIC and state
interfaces are not part of the covered Services.
4.1.8 On -site Product Technical Support Services. Motorola Solutions will furnish labor and parts
required due to normal wear to restore the Equipment to good operating condition.
4.1.9 Seller Response. Motorola Solutions will provide telephone and on -site response to Central
Site, defined as the Customer's primary data processing facility, and Remote Site, defined as any
site outside the Central Site, as shown in Support Plan Options and Pricing Worksheet.
4.1.10 At Customer's request, Motorola Solutions will provide continuous effort to repair a reported
problem beyond the PPM. Provided Customer gives Motorola Solutions access to the Equipment
before the end of the PPM, Motorola Solutions will extend a two (2) hour grace period beyond
PPM at no charge. Following this grace period, any additional on -site labor support will be
invoiced on a time and material basis at Motorola Solutions' then current rates for professional
services.
4.1.11 Support on Hardware
Customer will provide all on -site hardware service or is responsible for purchasing on -going
maintenance for 3rd party on -site hardware support. Third party support on some system
components may be available through Motorola Solutions' maintenance and support agreement.
Customer will contact the appropriate vendor directly for parts and hardware service if not
purchased through Motorola Solutions' maintenance and support agreement.
Motorola Solutions, Inc. PSA M&SA Exhibit B 32 Version 8-12-11
4.1.12 Support on Motorola Solutions Software
Motorola Solutions will provide any required software fixes in the form of either a "patch" or in a
Supplemental (maintenance) Release.
4.1.13 Maintenance Contract Administration
Motorola Solutions' Maintenance Contracts Administration Department manages the
maintenance agreement following the warranty term that may be included in the purchase of a
Motorola Solutions system.
Approximately four months prior to the expiration of the warranty period, the Contracts
Administration team will contact the customer to discuss the options available for their specific
site. The terms of the agreement can be customized to your agency's budgetary requirements
and cycle. Motorola Solutions offers various levels of support to meet an agency's requirements,
for example:
• Telephone, dial in support for software fixes
• Varying hours of coverage
• Third party vendor services
• On -site services
• Users Conference
• Professional Services
4.1.14 Reports
Service history reports and notifications are available from the Motorola Solutions call tracking
system. If you are interested in obtaining access to service history reports and ticketing
notifications, inquire with your Technical Support Representative.
4.2 Customer Responsibilities
4.2.1 Initial logging of issue
4.2.2 Assist in assessing severity level
4.2.3 Contact Motorola Solutions to escalate service requests
4.2.4 Parts replacement (if applicable)
4.2.5 Dial in connectivity and telephone access to Motorola Solutions personnel
4.2.6 Anti -virus software. Customer is responsible for running any installed anti -virus software.
4.2.7 Operating System ("OS") Upgrades. Unless otherwise stated herein, Customer is responsible
for any OS upgrades to its System. Before installing any OS upgrade, Customer will contact
Motorola Solutions to verify that a given OS upgrade is appropriate.
4.2.8 Trouble Report Form To better assist us in gathering details for analyzing and repairing your
system errors, Motorola Solutions has created the Trouble Report Form (page 17). Completion of
this form by the customer is voluntary.
The Trouble Report form helps Motorola Solutions Technical Support reduce errors by increasing
the understanding of the problem description definition. It may also improve repair time by
understanding the probability of repeat errors. Additionally, should escalation to Motorola
Solutions' Engineering team be required, information gathered on this form will aid by potentially
avoiding the wait associated with error reoccurrence.
Information customers provide on the Trouble Report form will assist Motorola Solutions Support
team expedite the troubleshooting process. Your assistance in providing the information is
appreciated. Once you complete the form, please e-mail or fax this form to the Technical Support
Representative assigned to work on the issue reported.
Motorola Solutions, Inc. PSA M&SA Exhibit B 33 Version 8-12-11
Trouble Report Form
Agency Name:
Contact Name:
Contact Phone:
Severity Level:
Subject:
ProductlVersion:
Problem
Description:
Steps to
Duplicate:
Step One:
Step Two:
Step Three:
Step Four:
Step Five:
Step Six:
Step Seven:
Additional Steps:
Expected
Results:
Actual
Results:
Configuration
Checked:
Motorola
Solutions Case
Number:
E-mail Address:
Contact Fax:
CAD Correction#:
Please ensure that the description provided is as detailed as possible. By including accurate details, Motorola
Solutions' opportunity to resolve the issue promptly and successfully increases. Please be sensitive to the use of
verbiage that is specific to your agency or area of the country. Full understanding of the facts on a reported issue
increases Motorola Solutions' probability of locating a root cause and achieving a timely resolution.
Motorola Solutions understands that duplication is not always easy. However, if you are able to duplicate the issue,
providing us with the detailed keystrokes will greatly improve our ability to correct the issue in question. When unable
to duplicate the issue on demand, providing us with detailed steps that preceded the issue reported will greatly help.
Motorola Solutions, Inc. PSA M&SA Exhibit B 34
Version 8-12-11
V. Customer Call Flow
To Be Provided By Customer
VI. Contact Information
Motorola Solutions Contacts
7CONTACTi
Motorola Solutions System Support Center
Mike Burpoe
Director, Customer Support
MVW436@motorolasolutions.com
Phillip Askey
Tier 2 - Technical Support Manager
P.Askey@motorolasolutions.com
David Harris
Tier 1 - Technical Support Manager
DavidHarris@motorolasolutions.com
Wayne Parent
Technical Support Lead — Records Applications
Wayne. Parent@motorolasolutions.com
Shelley Rhoads
Customer Support Business Operations Manager
srhoads@motorolasolutions.com
NUMI3E.11
(800) 393-9949
(303) 527-4010
(720) 565-4764
(303) 527-4025
(801) 230-7032
(951) 245-7416
Customer Contacts (to be provided by Customer
Customer Agency Name:
Address:
City, State and Zip:
Billing Contact Name:
Phone No:
Fax No:
Email:
Ron Williams
IT Manager
City of National City
1243 National City Boulevard
National City, CA 91950-4301
Motorola Solutions, Inc. PSA M&SA Exhibit B 35
Version 8-12-11
Exhibit C
SUPPORT PLAN OPTIONS AND PRICING WORKSHEET
Maintenance and Support Agreement # 262
Term Start Date 4/1/12
Term Length 12 Months
Term End Date 3/31/13
CUSTOMER AGENCY National City Police Department
Address 1200 National City Blvd.
City, State, Zip National City, CA 91950
Contact Name David Noteware
Contact Title
Telephone Number (619) 336-4509
Email Address Dnoteware@ci.national-city.ca.us
BILLING AGENCY National City Police Department
Address 1200 National City Blvd.
City, State, Zip National City, CA 91950
Contact Name David Noteware
Telephone Number (619) 336-4509
Email Address Dnoteware@ci.national-city.ca.us
For support and updates on products below, please contact
Support
(800) 323-9949 Option 2, Option 6, then select the corresponding
1 CAD PRODUCTS 2 RMS
System
Motorola Solutions' Public Safety Application's Customer
product prompts as follows:
3 MOBILE APPLICATIONS 4 JAIL MANAGEMENT
• PremierOne CAD'" ■ PremierOne Records"
• PremierOne Mobile • OffendertrakT"
■ Premier CAM" ■ FRMS
0 PremierMDCT" ■ ImagetrakT""
Motorola Solutions® Computer NetRMS
■ AirMobileTM • Case Management System
Aided Dispatch
• CAD HP NonStopT"Series hardware ■ Cruiser
■ TxMessengerT"
• ActivePaper
0 OTHER
5 LRMS
■ InfotrakTM (LRMS) • Integration Framework
■ Custom Software
• UCRR
■ Enhancements to Products
• Customer Service Request
■ Other
MOTOROLA SOLUTIONS SERVICES TERM FEES
►ZI STANDARD SUPPORT SERVICES $ 25,089.00
1 Customer Support Plan $ Included
2 Case Management 24X7 $ Included
3 Technical Support Monday through Friday
8:00 a.m. to 5:00 p.m. Customer local time $ Included
4 Third -party Vendor Coordination $ Included
5 On -site Support (when applicable) $ Included
6 System Audit for PremierCAD HP NonStop $ Included
7 SW Releases: Standard & Supplemental $ Included
8 Access to Users Group Site $ Included
►5 SUPPLEMENTAL SERVICE OPTIONS
Service Descriptions Available Upon Request
1 24x7 Technical Support Svcs $ Included
2 Time and Materials $
3 Professional Services Training $
4 Professional Services Upgrades $
5 Preventive Maintenance $
6 Users Conference Advance Purchase $
7 On -site Support (Dedicated Resource) $
8 GeoFile Services $
MOTOROLA SOLUTIONS TOTAL FEES $ 25,089.00
USERS CONFERENCE ATTENDANCE ADVANCE PURCHASE DETAILS
2012 Number Attendees 0
Roundtrip travel for event (booked by Motorola Solutions)
Rental car (booked by Motorola Solutions)
• Users Conference Attendance ($2,650 per Attendee) Year
• Registration fee •
• Hotel accommodations (booked by Motorola Solutions) •
• Daily meal allowance determined by Motorola Solutions guidelines)
TERM GRAND TOTAL* $ 25.089.00
'Excludes taxes if applicable
'repared by: CindyMarnin, 303-527-4097, CindyMarnin a(�MotorolaSolutions.com
Aotorola Solutions, Inc. PSA M&SA Exhibit C
36
Version 8-12-11
Exhibit D
LABOR RATES
MAINTENANCE AND SUPPORT AGREEMENT 262 TERM: 4/1/12 — 3/31/13
CUSTOMER: National City Police Department
The following are Motorola Solutions' current billable rates, subject to an annual change.
The following rates apply to Customers with a current, active Maintenance and Support Agreement.
Billable rates apply to services provided outside of the PPM.
SERVICE HOURS
8 a.m.-5 p.m. M-F (local time)
LABOR RATES
$186 per hour, 2 hours minimum
After 5 p.m., Saturday, Sunday, Motorola Solutions Holidays
$279 per hour, 2 hours minimum
The following rates apply to Customers without a current, active Maintenance and Support Agreement.
SERVICE HOURS
8 a.m.-5 p.m. M-F (local time)
LABOR RATES
$372 per hour, 2 hours minimum
After 5 p.m., Saturday, Sunday, Motorola Solutions Holidays
$558 per hour, 2 hours minimum
Above rates reflect labor rate only. Additional fees for on -site travel expenses, third party expenses and /or materials
will be quoted at the time of customer request for services.
Motorola Solutions, Inc. PSA M&SA Exhibit D 1 Version 8-12-11
RESOLUTION NO. 2012 — 88
RESOLUTION OF THE CITY COUNCIL OF THE CITY OF NATIONAL CITY
AUTHORIZING THE MAYOR TO EXECUTE AN ANNUAL SOFTWARE
MAINTENANCE AGREEMENT WITH MOTOROLA SOLUTIONS, INC.,
IN THE NOT TO EXCEED AMOUNT OF $25,089 TO SUPPORT
THE MOTOROLA PREMIER MOBILE DATA COMPUTER SOFTWARE
WHEREAS, the City desires to employ a consultant to provide software
maintenance and support for the National City Police Department's Mobile Data Computer
("MDC") terminals; and
WHEREAS, currently, Motorola Solutions, Inc., provides software maintenance
and support for the National City Police Department's Mobile Data Computer ("MDC") terminals;
and
WHEREAS, the Premier MDC software is a proprietary application utilized by
police officers in the field to communicate with dispatchers via Mobile Data Computer terminals
in police vehicles; and
WHEREAS, due to the proprietary nature of the Premier MDC software, Motorola
Solutions, Inc. ("Motorola"), is the sole entity qualified to provide on -going software maintenance
and support; and
WHEREAS, it is requested that Council waive the formal bidding requirements as
allowed by National City Municipal Code Section 2.60.220 (B), which states that the City may
dispense with the formal bid process when City Council determines that there is only one source
from which a particular commodity is available and there is no adequate substitute.
NOW, THEREFORE, BE IT RESOLVED that the City Council of the City of
National City hereby authorizes the Mayor to execute an Agreement with Motorola Solutions,
Inc., in the not to exceed amount of $25,089, to provide software maintenance and support for
the National City Police Department's Mobile Data Computer ("MDC") terminals. Said
Agreement is on file in the office of the City Clerk.
ATTEST:
PASSED and ADOPTED this 17th day of April 2
on Morrison, Mayor
Michael R. DaIla, City Clerk
ROV I AS TO FORM:
dia
City Att
citua Silva
y
Passed and adopted by the Council of the City of National City, California, on April 17,
2012 by the following vote, to -wit:
Ayes: Councilmembers Morrison, Natividad, Rios, Sotelo-Solis, Zarate.
Nays: None.
Absent: None.
Abstain: None.
AUTHENTICATED BY: RON MORRISON
Mayor of the City of National City, California
C erk of the City
By:
Deputy
I HEREBY CERTIFY that the above and foregoing is a full, true and correct copy of
RESOLUTION NO. 2012-88 the City of National City, California, passed and adopted
by the Council of said City on April 17, 2012.
City Clerk of the City of National City, California
By:
Deputy
City f National City, California
CITY OF NATIONAL CITY, CALIFORNIA
COUNCIL AGENDA STATEMENT
MEETING DATE: April 17, 2012
AGENDA ITEM NO. 9
TEM TITLE:
Resolution of the City Council of the City of National City waiving the bid process and authorizing the
Mayor to execute a software maintenance agreement with Motorola Solutions Inc. for a not -to -exceed
amount of $25,089 to support the Motorola Premier MDC software.
PREPARED BY: Ron Williams DEPARTMENT -
PHONE: 619-336-4373 APPROVED
EXPLANATION:
1111117ff
• g-- i =-wive . -rvices
Motorola Solutions Inc. provides software maintenance and support services for the National City Police
Department Mobile Data Computer (MDC) terminals. The Premier MDC software is a proprietary
application utilized by Police Officers in the field to communicate with dispatchers via Mobile Data
Computer terminals in police cars. Motorola Solutions Inc. is seeking a $50,000 limitation of liability in
this contract. The greatest risks associated with the contractual scope of work would require
reinstallation ($250) of the Premier MDC software, or replacement ($3200) of a Mobile Data Computer
terminal at a cost significantly less than $50,000. Agreement is for one year with three optional one
year renewals. Cost is $25,089 at year one increasing five percent each year to $29,044 at year four.
It is requested that Council waive the formal bidding requirements as allowed in Chapter 2.60.220 of the
Municipal Code, and award the maintenance contract to Motorola Solutions Inc. for the following
reasons:
. Motorola Solutions Inc. is the sole entity qualified to support the proprietary MDC Premier Software
z. No further purpose would be served by issuing a formal bid at thipoint in the process.
FINANCIAL STATEMENT:
ACCOUNT NO. 629-403-082-281-0000
ENVIRONMENTAL REVIEW:
N/A
ORDINANCE: INTRODUCTION:
APPROVED:
APPROVED:
FINAL ADOPTION:
Finance
��_�Ivlls
STAFF RECOMMENDATION:
Adopt resolution
BOARD / COMMISSION RECOMMENDATION:
N/A
ATTACHMENTS:
Dntract
RESOLUTION NO. 2012 —
RESOLUTION OF THE CITY COUNCIL OF THE CITY OF NATIONAL CITY
AUTHORIZING THE MAYOR TO EXECUTE AN ANNUAL SOFTWARE
MAINTENANCE AGREEMENT WITH MOTOROLA SOLUTIONS, INC.,
IN THE NOT TO EXCEED AMOUNT OF $25,089 TO SUPPORT
THE MOTOROLA PREMIER MOBILE DATA COMPUTER SOFTWARE
WHEREAS, the City desires to employ a consultant to provide software
maintenance and support for the National City Police Department's Mobile Data Computer
("MDC") terminals; and
WHEREAS, currently, Motorola Solutions, Inc., provides software maintenance
and support for the National City Police Department's Mobile Data Computer ("MDC") terminals;
and
WHEREAS, the Premier MDC software is a proprietary application utilized by
police officers in the field to communicate with dispatchers via Mobile Data Computer terminals
in police vehicles; and
WHEREAS, due to the proprietary nature of the Premier MDC software, Motorola
Solutions, Inc. ("Motorola"), is the sole entity qualified to provide on -going software maintenance
and support; and
WHEREAS, it is requested that Council waive the formal bidding requirements as
allowed by National City Municipal Code Section 2.60.220 (B), which states that the City may
dispense with the formal bid process when City Council determines that there is only one source
from which a particular commodity is available and there is no adequate substitute.
NOW, THEREFORE, BE IT RESOLVED that the City Council of the City of
National City hereby authorizes the Mayor to execute an Agreement with Motorola Solutions,
Inc., in the not to exceed amount of $25,089, to provide software maintenance and support for
the National City Police Department's Mobile Data Computer ("MDC") terminals. Said
Agreement is on file in the office of the City Clerk.
PASSED and ADOPTED this 17th day of April, 2012.
Ron Morrison, Mayor
ATTEST:
Michael R. Dalla, City Clerk
APPROVED AS TO FORM:
Claudia Gacitua Silva
City Attorney
AGREEMENT
BY AND BETWEEN
THE CITY OF NATIONAL CITY
AND
MOTOROLA SOLUTIONS, INC.
THIS AGREEMENT is entered into as of this 1st day of April, 2012 and between the
CITY OF NATIONAL CITY, a municipal corporation (the "CITY"), and Motorola Solutions,
Inc., a "CONTRACTOR".
RECITALS
WHEREAS, the CITY desires to continue to employ a CONTRACTOR to provide
Maintenance and support services for the CITY'S Premier MDC system used by CITY'S Police
Department.
WHEREAS, the CITY has determined that the CONTRACTOR is a software support
business_ and is qualified by experience and ability to perform the services desired by the CITY,
and the CONTRACTOR is willing to perform such services.
NOW, THEREFORE, THE PARTIES HERETO DO MUTUALLY AGREE AS
FOLLOWS:
1. ENGAGEMENT OF CONTRACTOR. The CITY agrees to engage the
CONTRACTOR, and the CONTRACTOR agrees to perform the services set forth here in
accordance with all terms and conditions contained herein.
The CONTRACTOR represents that all services shall be performed directly by
the CONTRACTOR or its authorized subcontractors under the supervision of the
CONTRACTOR.
2. SCOPE OF SERVICES. (Software Support) . The CONTRACTOR will
perform services as set forth in the attached Exhibits "A" through "D".
The CONTRACTOR shall be responsible for all research and reviews related to
the work and shall not rely on personnel of the CITY for such services, except as authorized in
advance by the CITY.
The CITY may unilaterally, or upon request from the CONTRACTOR, from time
to time reduce or increase the Scope of Services to be performed by the CONTRACTOR under
this Agreement. Upon doing so, the CITY and the CONTRACTOR agree to meet in good faith
and confer for the purpose of negotiating a corresponding reduction or increase in the
compensation associated with said change in services.
3. PROJECT COORDINATION AND SUPERVISION. Ron Williams hereby is
designated as the Project Coordinator for the CITY and will monitor the progress and execution
of this Agreement. The CONTRACTOR shall assign a single Project Director to provide
supervision and have overall responsibility for the progress and execution of this Agreement for
1 City's Standard Agreement —2011 revision
the CONTRACTOR. Cindy Marnin thereby is designated as the Project Director for the
CONTRACTOR.
4. COMPENSATION AND PAYMENT. The annual compensation due for all
work is $25,089.00. An annual invoice will be processed for payment at the beginning of the
term of the agreement and remitted within thirty (30) days from receipt of invoice, provided that
work is accomplished consistent with Exhibit "A", as determined by the CITY. Price(s) are
exclusive of any taxes, duties, export or customs fees, including Value Added Tax or any other
similar assessments imposed upon Seller. If such charges are imposed upon Seller, Customer
will reimburse Seller upon receipt of proper documentation of such assessments.
5. ACCEPTABILITY OF WORK. The City shall decide any and all questions
which may arise as to the quality or acceptability of the services performed and the manner of
performance, the acceptable completion of this Agreement, and the amount of compensation due.
In the event the CONTRACTOR and the City cannot agree to the quality or acceptability of the
work, the manner of performance and/or the compensation payable to the CONTRACTOR in
this Agreement, the City or the CONTRACTOR shall give to the other written notice. Within ten
(10) business days, the CONTRACTOR and the City shall each prepare a report which supports
their position and file the same with the other party. The City shall, with reasonable diligence,
determine the quality or acceptability of the work, the manner of performance and/or the
compensation payable to the CONTRACTOR.
6. EFFECTIVE DATE AND LENGTH OF AGREEMENT. This Agreement
will become effective on 4/1/12. The duration of this Agreement is for the period of 4/1/12
through 3/31/13. The City has the option of renewing this Agreement for three additional one-
year extensions.
7. DISPOSITION AND OWNERSHIP OF DOCUMENTS. [Intentionally
omitted.]
8. INDEPENDENT CONTRACTOR. Both parties hereto in the performance of
this Agreement will be acting in an independent capacity and not as agents, employees, partners,
or joint venturers with one another. Neither the CONTRACTOR nor the CONTRACTOR'S
employees are employees of the CITY, and are not entitled to any of the rights, benefits, or
privileges of the CITY' S employees, including but not limited to retirement, medical, unemploy-
ment, or workers' compensation insurance.
This Agreement contemplates the personal services of the CONTRACTOR and
the CONTRACTOR'S employees, and it is recognized by the parties that a substantial
inducement to the CITY for entering into this Agreement was, and is, the professional reputation
and competence of the CONTRACTOR and its employees. Neither this Agreement nor any
interest herein may be assigned by the CONTRACTOR without the prior written consent of the
CITY (except in the context of a major corporate reorganization but with notice). Nothing herein
contained is intended to prevent the CONTRACTOR from employing or hiring as many
employees, or SUBCONTRACTORS, as the CONTRACTOR may deem necessary for the
proper and efficient performance of this Agreement. All agreements by CONTRACTOR with its
SUBCONTRACTOR(S) shall require the SUBCONTRACTOR(S) to adhere to the applicable
terms of this Agreement.
City's Standard Agreement —2011 revision
9. CONTROL. Neither the CITY nor its officers, agents, or employees shall have
any control over the conduct of the CONTRACTOR or any of the CONTRACTOR' S
employees, except as herein set forth, and the CONTRACTOR or the CONTRACTOR'S agents,
servants, or employees are not in any manner agents, servants, or employees of the CITY, it
being understood that the CONTRACTOR its agents, servants, and employees are as to the
CITY wholly independent CONTRACTOR, and that the CONTRACTOR'S obligations to the
CITY are solely such as are prescribed by this Agreement.
10. COMPLIANCE WITH APPLICABLE LAW. The CONTRACTOR, in the
performance of the services to be provided herein, shall comply with all applicable state and
federal statutes and regulations, and all applicable ordinances, rules, and regulations of the City
of National City, whether now in force or subsequently enacted. The CONTRACTOR and each
of its SUBCONTRACTOR(S), shall obtain and maintain a current City of National City business
license prior to and during performance of any work pursuant to this Agreement.
11. LICENSES, PERMITS, ETC. The CONTRACTOR represents and covenants
that it has all licenses, permits, qualifications, and approvals of whatever nature that are legally
required to practice its profession. The CONTRACTOR represents and covenants that the
CONTRACTOR shall, at its sole cost and expense, keep in effect at all times during the term of
this Agreement, any license, permit, or approval which is legally required for the
CONTRACTOR to practice its profession.
12. STANDARD OF CARE.
A. The CONTRACTOR, in performing any services under this Agreement,
shall perform in a manner consistent with that level of care and skill ordinarily exercised by
members of the CONTRACTOR'S trade or profession currently practicing under similar
conditions and in similar locations. The CONTRACTOR shall take all special precautions
necessary to protect the CONTRACTOR'S employees and members of the public from risk of
harm arising out of the nature of the work and/or the conditions of the work site.
B. Unless disclosed in writing prior to the date of this Agreement, the
CONTRACTOR warrants to the CITY that it is not now, nor has it for the five (5) years
preceding, been debarred by a governmental agency or involved in debarment, arbitration or
litigation proceedings concerning the CONTRACTOR'S professional performance or the
furnishing of materials or services relating thereto.
C. The CONTRACTOR is responsible for identifying any unique products,
treatments, processes or materials whose availability is critical to the success of the project the
CONTRACTOR has been retained to perform, within the time requirements of the CITY, or,
when no time is specified, then within a commercially reasonable time. Accordingly, unless the
CONTRACTOR has notified the CITY otherwise, the CONTRACTOR warrants that all
products, materials, processes or treatments identified in the project documents prepared for the
CITY are reasonably commercially available. Any failure by the CONTRACTOR to use due
diligence under this sub -paragraph will render the CONTRACTOR liable to the CITY for any
increased costs that result from the CITY' S later inability to obtain the specified items or any
reasonable substitute within a price range that allows for project completion in the time frame
specified or, when not specified, then within a commercially reasonable time.
3 City's Standard Agreement —2011 revision
13. NON-DISCRIMINATION PROVISIONS. The CONTRACTOR shall not
discriminate against any employee or applicant for employment because of age, race, color,
ancestry, religion, sex, sexual orientation, marital status, national origin, physical handicap, or
medical condition. The CONTRACTOR will take positive action to insure that applicants are
employed without regard to their age, race, color, ancestry, religion, sex, sexual orientation,
marital status, national origin, physical handicap, or medical condition. Such action shall include
but not be limited to the following: employment, upgrading, demotion, transfer, recruitment or
recruitment advertising, layoff or termination, rates of pay or other forms of compensation, and
selection for training, including apprenticeship. The CONTRACTOR agrees to post in
conspicuous places available to employees and applicants for employment any notices provided
by the CITY setting forth the provisions of this non-discrimination clause.
14. CONFIDENTIAL INFORMATION. Except as otherwise may be required
under the California Public Records Act, the CITY and CONTRACTOR may from time to time
communicate to the the other partycertain confidential information that is conspicuously marked
as confidential to enable the other party to effectively perform the services to be provided herein.
The receiving party shall treat all such information as confidential and shall not disclose any part
thereof without the prior written consent of the disclosing party. The receiving party shall limit
the use and circulation of such information, even within its own organization, to the extent
necessary to perform the services to be provided herein (i.e., those on a "need to know" basis).
The foregoing obligation of this Section 14, however, shall not apply to any part of the
information that (i) has been disclosed in publicly available sources of information; (ii) is,
through no fault of the receiving party, hereafter disclosed in publicly available sources of
information; (iii) is already in the possession of the receiving party without any obligation of
confidentiality; or (iv) has been or is hereafter rightfully disclosed to the receiving party by a
third party, but only to the extent that the use or disclosure thereof has been or is rightfully
authorized by that third party.
The CONTRACTOR shall not disclose any reports, recommendations,
conclusions or other results of the services or the existence of the subject matter of this
Agreement without the prior written consent of the CITY. In its performance hereunder, the
CONTRACTOR shall comply with all legal obligations it may now or hereafter have respecting
the information or other property of any other person, firm or corporation.
The receiving party shall be liable to the disclosing party for any damages caused
by breach of this condition, pursuant to the provisions of Section 14.
15. INDEMNIFICATION AND HOLD HARMLESS.
CONTRACTOR will indemnify, defend, and hold CITY, its officers and employees harmless
from any and all liability, expense, judgment, suit, cause of action, or demand for personal
injury, death, or damage, reasonable attorney's fees and defense costs, which may accrue against
CITY, its officers and employees to the extent it is arising out of or resulting from the
negligence or wrongdoing of CONTRACTOR, its subcontractors, or their employees or agents,
while performing their duties under this Agreement, provided that CITY gives CONTRACTOR
prompt, written notice of any such claim or suit. CITY shall cooperate with CONTRACTOR in
its defense or settlement of such claim or suit. This section sets forth the full extent of
4 City's Standard Agreement —2011 revision
CONTRACTOR'S general indemnification of CITY, its officers and employees from liabilities
that are in any way related to CONTRACTOR'S performance under this Agreement.
16. WORKERS' COMPENSATION. The CONTRACTOR shall comply with all
of the provisions of the Workers' Compensation Insurance and Safety Acts of the State of
California, the applicable provisions of Division 4 and 5 of the California Government Code and
all amendments thereto; and all similar State or federal acts or laws applicable; and shall
indemnify, and hold harmless the CITY and its officers, and employees from and against all
claims, demands, payments, suits, actions, proceedings, and judgments of every nature and
description, including reasonable attorney's fees and defense costs presented, brought or
recovered against the CITY or its officers, employees, or volunteers, for or on account of any
liability under any of said acts which may be incurred by reason of any work to be perfou>.ned by
the CONTRACTOR under this Agreement.
17. INSURANCE. The CONTRACTOR, at its sole cost and expense, shall purchase
and maintain, and shall require its SUBCONTRACTOR(S), when applicable, to purchase and
maintain throughout the term of this Agreement, the following checked insurance policies:
A. ❑ If checked, Professional Liability Insurance (errors and
omissions) with minimum limits of $1,000,000 per occurrence.
B. Automobile Insurance covering all bodily injury and property damage
incurred during the performance of this Agreement, with a minimum coverage of $1,000,000
combined single limit per accident. Such automobile insurance shall include owned, non -owned,
and hired vehicles ("any auto"). The policy shall include the CITY and its officers, and
employees as additional insureds By blanket endorsement.
C. Commercial General Liability Insurance, with minimum limits of
$2,000,000 per occurrence and $4,000,000 aggregate, covering bodily injury and property
damage arising out of its operations under this Agreement. The policy shall include the CITY
and its officers, and employees as additional insureds, blanket endorsement.
D. Workers' Compensation Insurance in an amount sufficient to meet
statutory requirements covering all of CONTRACTOR'S employees and employers' liability
insurance with limits of at least $1,000,000 per accident. In addition, the policy shall be endorsed
with a blanket waiver of subrogation in favor of the City.
If CONTRACTOR has no employees subject to the California Workers'
Compensation and Labor laws, CONTRACTOR shall execute a Declaration to that effect. Said
Declaration shall be provided to CONTRACTOR by CITY.
E. The aforesaid policies shall constitute primary insurance as to the CITY,
its officers and employees.
F. If required insurance coverage is provided on a "claims made" rather than
"occurrence" form, the CONTRACTOR shall maintain such insurance coverage for three years
after expiration of the term (and any extensions) of this Agreement. In addition, the "retro" date
must be on or before the date of this Agreement.
G. Insurance shall be written with only California admitted companies that
hold a current policy holder's alphabetic and financial size category rating of not less than A VIII
according to the current Best's Key Rating Guide, or a company equal financial stability that is
approved by the CITY'S Risk Manager. In the event coverage is provided by non -admitted
"surplus lines" carriers, they must be included on the most recent California List of Eligible
Surplus Lines Insurers (LESLI list) and otherwise meet rating requirements.
5 City's Standard Agreement —2011 revision
H. Upon execution of the Agreement, an Acord 25 form certificate of
insurance shall be provided. If the CONTRACTOR does not keep all of such insurance policies
in full force and effect at all times during the terms of this Agreement, the CITY may elect to
treat the failure to maintain the requisite insurance as a breach of this Agreement and terminate
the Agreement as provided herein.
18. LEGAL FEES. If any party brings a suit or action against the other party arising
from any breach of any of the covenants or agreements or any inaccuracies in any of the
representations and warranties on the part of the other party arising out of this Agreement, then
in that event, the prevailing party in such action or dispute, whether by final judgment or out -of -
court settlement, shall be entitled to have and recover of and from the other party all costs and
expenses of suit, including attorneys' fees.
For purposes of determining who is to be considered the prevailing party, it is
stipulated that attorney's fees incurred in the prosecution or defense of the action or suit shall not
be considered in determining the amount of the judgment or award. Attorney's fees to the
prevailing party if other than the CITY shall, in addition, be limited to the amount of attorney's
fees incurred by the CITY in its prosecution or defense of the action, irrespective of the actual
amount of attorney's fees incurred by the prevailing party.
19. MEDIATION/ARBITRATION. If a dispute arises out of or relates to this
Agreement, or the breach thereof, the parties agree first to try, in good faith, to settle the dispute
by negotiations with senior managers of each party and, if that is not successful within a
reasonable time period, by mediation in San Diego, California, in accordance with the
Commercial Mediation Rules of the American Arbitration Association (the "AAA") before
resorting to litigation. The costs of mediation shall be borne equally by the parties. Any
controversy or claim arising out of, or relating to, this Agreement, or breach thereof, which is not
resolved by negotiation or mediation shall be resolved by litigation in San Diego County,
California, or if the parties then so agree, by binding arbitration in San Diego, California, in
accordance with the Commercial Arbitration Rules of the AAA then existing. Any award
rendered shall be final and conclusive upon the parties, and a judgment thereon may be entered
in any court having jurisdiction over the subject matter of the controversy. The expenses of the
arbitration shall be borne equally by the parties to the arbitration, provided that each party shall
pay for and bear the costs of its own experts, evidence and attorneys' fees, except that the
arbitrator may assess such expenses or any part thereof against a specified party as part of the
arbitration award.
20. TERMINATION.
A. This Agreement may be terminated with or without cause by the CITY.
Termination without cause shall be effective only upon 60-day's written notice to the
CONTRACTOR. During said 60-day period the CONTRACTOR shall perform all services in
accordance with this Agreement.
B. This Agreement may also be terminated upon thirty (30) days written
notice by the CITY for cause in the event of a material breach of this Agreement,
misrepresentation by the CONTRACTOR in connection with the formation of this Agreement or
the performance of services, or the failure to perform services as directed by the CITY.
6 City's Standard Agreement —2011 revision
CONTRACTOR will have an opportunity upon receipt of such notice to cure the alleged default
within the notice period.
C. Termination with or without cause shall be effected by delivery of written
Notice of Termination to the CONTRACTOR as provided for herein.
D. In the event of termination, all finished or unfinished Memoranda Reports,
Maps, Drawings, Plans, Specifications and other documents prepared by the CONTRACTOR
and that are promised deliverables under this Agreement, whether paper or electronic, shall
immediately become the property of and be delivered to the CITY, and the CONTRACTOR
shall be entitled to receive just and equitable compensation for any work satisfactorily completed
on such documents and other materials up to the effective date of the Notice of Termination, not
to exceed the amounts payable hereunder, and less any damages caused the CITY by the
CONTRACTOR'S breach, if any. Thereafter, ownership of said written material shall vest in the
CITY all rights set forth in Section 6.
E. The CITY further reserves the right to immediately terminate this
Agreement upon: (1) the filing of a petition in bankruptcy affecting the CONTRACTOR; (2) a
reorganization of the CONTRACTOR for the benefit of creditors; or (3) a business
reorganization, change in business name or change in business status of the CONTRACTOR.
21. NOTICES. All notices or other communications required or permitted hereunder
shall be in writing, and shall be personally delivered; or sent by overnight mail (Federal Express
or the like); or sent by registered or certified mail, postage prepaid, return receipt requested; or
sent by ordinary mail, postage prepaid; or telegraphed or cabled; or delivered or sent by telex,
telecopy, facsimile or fax; and shall be deemed received upon the earlier of (i) if personally
delivered, the date of delivery to the address of the person to receive such notice, (ii) if sent by
overnight mail, the business day following its deposit in such overnight mail facility, (iii) if
mailed by registered, certified or ordinary mail, five (5) days (ten (10) days if the address is
outside the State of California) after the date of deposit in a post office, mailbox, mail chute, or
other like facility regularly maintained by the United States Postal Service, (iv) if given by
telegraph or cable, when delivered to the telegraph company with charges prepaid, or (v) if given
by telex, telecopy, facsimile or fax, when sent. Any notice, request, demand, direction or other
communication delivered or sent as specified above shall be directed to the following persons:
To CITY:
Ron Williams
IT Manager
City of National City
1243 National City Boulevard
National City, CA 91950-4301
To CONTRACTOR:
Cindy Marvin
Motorola Solutions, Inc.
7237 Church Ranch Blvd., Suite 406
Westminster, CO 80021
Notice of change of address shall be given by written notice in the manner
specified in this Section. Rejection or other refusal to accept or the inability to deliver because of
changed address of which no notice was given shall be deemed to constitute receipt of the notice,
7 City's Standard Agreement —2011 revision
demand, request or communication sent. Any notice, request, demand, direction or other
communication sent by cable, telex, telecopy, facsimile or fax must be confirmed within forty-
eight (48) hours by letter mailed or delivered as specified in this Section.
22. CONFLICT OF INTEREST AND POLITICAL REFORM ACT
OBLIGATIONS. The CONTRACTOR shall at all times comply with the terms of the Political
Reform Act and the National City Conflict of Interest Code. The CONTRACTOR shall
immediately disqualify itself and shall not use its official position to influence in any way any
matter coming before the CITY in which the CONTRACTOR has a financial interest as defined
in Government Code Section 87103. The CONTRACTOR represents that it has no knowledge of
any financial interests that would require it to disqualify itself from any matter on which it might
perform services for the CITY.
❑ If checked, the CONTRACTOR shall comply with all of the reporting
requirements of the Political Reform Act and the National City Conflict of Interest Code.
Specifically, the CONTRACTOR shall file a Statement of Economic Interests with the City
Clerk of the City of National City in a timely manner on forms which the CONTRACTOR shall
obtain from the City Clerk.
The CONTRACTOR shall be strictly liable to the CITY for all damages, costs or
expenses the CITY may suffer by virtue of any violation of this Paragraph 22 by the
CONTRACTOR.
23. PREVAILING WAGES. State prevailing wage rates may apply to work
performed under this Agreement. State prevailing wages rates apply to all public works contracts
as set forth in California Labor Code, including but not limited to, Sections 1720,1720.2, 1720.3,
1720.4, and 1771. Consultant is solely responsible to determine if State prevailing wage rates
apply and, if applicable, pay such rates in accordance with all laws, ordinances, rules, and
regulations.
24. LIMITATION OF LIABILITY. Except for personal injury or death or damage to
property, Motorola's total liability, whether for breach of contract, warranty, negligence, strict
liability in tort, or otherwise, will be limited to the direct damages recoverable under law, but not
to exceed $50,000. ALTHOUGH THE PARTIES ACKNOWLEDGE THE POSSIBILITY OF
SUCH LOSSES OR DAMAGES, THEY AGREE THAT MOTOROLA WILL NOT BE
LIABLE FOR ANY COMMERCIAL LOSS; INCONVENIENCE; LOSS OF USE, TIME,
DATA, GOOD WILL, REVENUES, PROFITS OR SAVINGS; OR OTHER SPECIAL,
INCIDENTAL, INDIRECT, OR CONSEQUENTIAL DAMAGES IN ANY WAY RELATED
TO OR ARISING FROM THIS AGREEMENT OR THE PERFORMANCE OF SERVICES BY
MOTOROLA PURSUANT TO THIS AGREEMENT. This limitation of liability will survive
the expiration or termination of this Agreement and applies notwithstanding any contrary
provision.
25. WARRANTY. Motorola warrants that its Services under this Agreement will be
free of defects in materials and workmanship for a period of ninety (90) days from the date the
performance of the Services are completed. In the event of a breach of this warranty, Customer's
sole remedy is to require Motorola to re -perform the non -conforming Service or to refund, on a
pro-rata basis, the fees paid for the non -conforming Service. MOTOROLA DISCLAIMS ALL
8 City's Standard Agreement —2011 revision
OTHER WARRANTIES, EXPRESS OR IMPLIED, INCLUDING THE IMPLIED
WARRANTIES OF MERCHANTABILITY AND FITNESS FOR A PARTICULAR
PURPOSE.
26. MISCELLANEOUS PROVISIONS.
A. Computation of Time Periods. If any date or time period provided for in
this Agreement is or ends on a Saturday, Sunday or federal, state or legal holiday, then such date
shall automatically be extended until 5:00 p.m. Pacific Time of the next day which is not a
Saturday, Sunday or federal, state, or legal holiday.
B. Counterparts. This Agreement may be executed in multiple counterparts,
each of which shall be deemed an original, but all of which, together, shall constitute but one and
the same instrument.
C. Captions. Any captions to, or headings of, the sections or subsections of
this Agreement are solely for the convenience of the parties hereto, are not a part of this
Agreement, and shall not be used for the interpretation or determination of the validity of this
Agreement or any provision hereof.
D. No Obligations to Third Parties. Except as otherwise expressly provided
herein, the execution and delivery of this Agreement shall not be deemed to confer any rights
upon, or obligate any of the parties hereto, to any person or entity other than the parties hereto.
E. Exhibits and Schedules. The Exhibits and Schedules attached hereto arc
hereby incorporated herein by this reference for all purposes.
F. Amendment to this Agreement. The terms of this Agreement may not be
modified or amended except by an instrument in writing executed by each of the parties hereto.
G. Waiver. The waiver or failure to enforce any provision of this Agreement
shall not operate as a waiver of any future breach of any such provision or any other provision
hereof.
H. Applicable Law. This Agreement shall be governed by and construed in
accordance with the laws of the State of California.
I. Audit. [Intentionally omitted.]
J. Entire Agreement. This Agreement supersedes any prior agreements,
negotiations and communications, oral or written, and contains the entire agreement between the
parties as to the subject matter hereof. No subsequent agreement, representation, or promise
made by either party hereto, or by or to an employee, officer, agent or representative of any party
hereto shall be of any effect unless it is in writing and executed by the party to be bound thereby.
K. Successors and Assigns. This Agreement shall be binding upon and shall
inure to the benefit of the successors and assigns of the parties hereto.
L. Construction. The parties acknowledge and agree that (i) each party is of
equal bargaining strength, (ii) each party has actively participated in the drafting, preparation and
negotiation of this Agreement, (iii) each such party has consulted with or has had the opportunity
to consult with its own, independent counsel and such other professional advisors as such party
has deemed appropriate, relative to any and all matters contemplated under this Agreement, (iv)
each party and such party's counsel and advisors have reviewed this Agreement, (v) each party
has agreed to enter into this Agreement following such review and the rendering of such advice,
and (vi) any rule or construction to the effect that ambiguities are to be resolved against the
drafting party shall not apply in the interpretation of this Agreement, or any portions hereof, or
any amendments hereto.
9 City's Standard Agreement —2011 revision
M. Force Majeure. Neither party will be liable for its non-performance or
delayed performance if caused by an event, circumstance, or act of a third party that is beyond
such party's reasonable control.
IN WITNESS WHEREOF, the parties hereto have executed this Agreement on the date,
and year first above written.
CITY OF NATIONAL CITY
By:
Ron Morrison, Mayor
APPROVED AS TO FORM:
Claudia G. Silva
City Attorney
MOTOROLA SOLUTIONS, INC.
(Corporation —signatures of two corporate officers)
By:
Leo Heffernan
Director of System Integration
By:
(Name)
(Print)
(Title)
10
City's Standard Agreement —2011 revision
Exhibit A
DESCRIPTION OF COVERED PRODUCTS
MAINTENANCE AND SUPPORT AGREEMENT 262 TERM: 4/1/12 — 3/31/13
CUSTOMER: National City Police Department
Site Identification Numbers
Product
Premier MDCT"'
Site Id
PSA0344_(PMDC)
The following table lists the Products under maintenance coverage:
Product Description
Service Level Qty Term Fees
Premier MDCTm
Server Software License (21-40 units)
Client Software ((21-40 units)
In -House Client Software
Interface
CAD to Standard Motorola API
24x7
1
36
1
1
TOTAL MAINTENANCE
$25,089.00
Motorola Solutions, Inc. PSA M&SA Exhibit A Version 8-12-11
11
Exhibit B
CUSTOMER SUPPORT PLAN
MAINTENANCE AND SUPPORT AGREEMENT 262 TERM: 4/1/12 — 3/31/13
CUSTOMER: National City Police Department
Introduction
Welcome to Motorola Solutions Customer Support. We appreciate your business and look
forward to serving your needs on your Public Safety Applications system.
The Customer Support Plan is designed to provide Motorola Solutions customers the details
necessary for understanding Motorola Solutions overall support processes and policies as a
compliment to the Motorola Solutions Maintenance and Support Agreement.
The Motorola Solutions Maintenance and Support Agreement is the legal and binding
contractual terms for which services are provided under. Questions or concerns regarding your
support plan can be directed to your Support Manager.
Below are the topics outlined in this Customer Support Plan:
I. Service Offerings
II. Accessing Customer Support
III. Severity Levels and Case Management
IV. Responsibilities
V. Customer Call Flow
VI. Contacts
1. Service Offerings
Motorola Solutions Customer Support organization includes a staff of Support Analysts whom are
managed by Motorola Solutions Customer Support Managers and are chartered with the direct front-line
support of our customers. A Support Analyst is a system technologist responsible for providing direct or
escalation support. A Support Analyst is sometimes referred to as a Customer Support Analyst ("CSA")
or Technical Support Analyst ("TSA") or Technical Support Representative.
Motorola Solutions Support Organization offers a multi -layered approach to a total service solution.
Levels of support are defined as follows:
Service Levels
Logging, dispatching and tracking service requests
Selected is call support, triage and resolution
Telephone and/or on -site support for normal technical requirements
High-level technical support prior to Engineering escalation
Engineering software code fixes and changes
Level 0
Level 1
Level 2
Level 3
Level 4
Motorola Solutions, Inc. PSA M&SA Exhibit B
12
Version 8-12-11
Motorola Solutions provides to customers on an active maintenance and support agreement defined
services and Software Releases. Specific support definitions, offerings and customer responsibilities are
detailed in section 3 of the main body of the maintenance and support agreement.
11. Accessing Customer Support
The Motorola Solutions System Support Center Operations
Motorola Solutions' Public Safety Applications Technical Support personnel in cooperation with Motorola
Solutions' System Support Center ("SSC") provide the gateway to technical support for all of Motorola
Solutions Public Safety Application systems. Accessing support through Motorola Solutions' toll free 800
number, web ticketing or email ticketing ensures accurate case handling and tracking. The goal of the
Support team and SSC is to make certain systems are restored and running at peak levels as quickly as
possible. This is accomplished by obtaining accurate customer and problem details and by directing your
requests to the right support team in a timely manner.
The System Support Center offers total call management including:
• Single point of contact for Motorola Solutions service requests
• Logging, dispatching and tracking of service requests
• System capabilities to identify pending cases and automatically escalate to management
• Database and customer profile management
• Standard reports with on -demand distribution
• Case notification
Motorola Solutions' System Support Center operates 24 hours a day, 7 days a week, 365 days a year.
That means you can call us anytime. Support Center personnel enter requests for service, technical
assistance, or telephone messages into a database system. Every time you call us, we log information
about your request into the tracking system so that the information is available for reference and analysis
to better serve your future service needs. Another benefit of logging every service request is that
Motorola Solutions and customers can track the progress from initial contact to final resolution.
There are three options for accessing Support at Motorola Solutions:
1. Motorola Solutions System Support Center Toll Free Number
2. eCase Management through Motorola Solutions On -Line
3. Email Case Ticketing
Option 1 - Call Motorola Solutions System Support Center
Upon contact with the SSC personnel, you will provide the name and phone number for Customer contact
and your agency and product specific Site Identification number. Providing a brief problem description
will assist in defining the severity level and determine proper case routing to the appropriate Motorola
Motorola Solutions, Inc. PSA M&SA Exhibit B Version 8-12-11
13
Solutions technical support team member. A unique tracking number will be provided to your agency for
future reference.
Generally customers calling the toll -free 800 number will access Public Safety Applications technical
support directly. For heavy call times or after hours the caller will be directed to Motorola Solutions'
System Support Call Center Operations. Once the logging process is complete customers are transferred
directly to a Technical Support Analyst during Technical Support Operation Hours (6:00 a.m. to 6:00 p.m.
Mountain Time, Monday to Friday). After support operation hours (6:00 p.m. to 6:00 a.m. Mountain Time,
Weekends and Motorola Solutions Holidays) customers will be contacted within the contractually
specified period of time by a Technical Support Analyst.
Motorola Call Flow
An auto notification is sent to
the customer with the case
number that was created.
Response to these cases is
within 2 hours.
Custerner
Creates an
eCase via
OL or Emai
\ / A case is
auto logged
in Clarify
( Customer
calls 800-
323-9949
Yes
.(Follow process to
create a PO
Yes
Product support
team?
CAD, JAIL, MOBILE, LRMS, CSR
r Use the keyword list to
determine customers case
severity
L—
Yes
Create a tech
support case.
Provide customer
their case number
RMS-
Open and refer to
existing Case
r
Yes
Create a tech
support case.
Provide customer
their case number
Use the keyword list to
determine cutomer's case
severity
Motorola Solutions, Inc. PSA M&SA Exhibit B
14
Version 8-12-11
Technical Staff Cali Flow
An auto notification is sent to
the customer with resolution
information
The Support
Analyst works the
issue making
updates to the
Clarify case.
Is the issue
escalated to an SR
in Clearquest?
No
The Support
Analyst works the
Clarify case to
resolution.
Support technician
closes the Clarify
case
End customer),
process J_
An auto notification is sent to
the custorner with an update
The Support
---Yes---*, Analyst logs the
SR.
An Engineer works
the SR and makes
updates to the
Clarify case.
The Engineer
works the SR to
resolution.
Support technician
closes the Clarify
case after FRB
and CrashTrack
process.
An auto notification is sent to
the customer with an update
An auto notification is sent to
the customer with an update
An auto notification is sent to
the customer with an update
Motorola Solutions, Inc. PSA M&SA Exhibit B Version 8-12-11
15
Call Row After -Hours
Afters
H�
Is the,;
ustomer'eniltled to
servic ?
Yes
CAD, PMDC, JAIL, LRMS, CSR
•
Gall kne, 1�-Call, `
Technicalj$uppprt''
Ahalysj
End Process
Call Support
Manger and On
CaII Tashnical
Support Analyst
Use the keyword list to
determine customer's case
severity
Motorola Solutions, Inc. PSA M&SA Exhibit B Version 8-12-11
16
How to Obtain Technical Support for Products
Action / Response
Step 1. Call the System Support Center 1-800-323-9949
Step 2. Select option 2 (Technical Support)
Step 3. Select option 6 (Public Safety Applications)
Step 4. Select product specific option
Step 5. Provide Site Identification Number (See Exhibit A -Description of Covered Products for
Site Identification Numbers)
Step 6. Provide Your Information
Caller Name
Contact Phone Number
Description of problem
Severity of system problem determined at time of call
Time available for call back
Email address
Step 7. Case Number Generated
Caller will receive a Case number for tracking the service
request.
Check Status
The caller may check the status of a Case at any time by
calling the System Support Center at 1-800-323-9949 and
following steps 2-4 above and providing the case number.
Case Assignment
The Customer Support Representative will determine a
course of action and assign the Case to the appropriate
group.
Standard Response Time
RESPONSE See Section III for Severity Level definitions
Severity 1: 1 hour
Severity 2: 3 business hours
Severity 3: 6 business hours
Severity 4: 2 business days
Step 8. Notification of CASE All
Activity
Case Notifications are available for up to 4 persons.
Notifications are sent via pager or email when any of the
following events occur on a Case: Open, Assigned, Site
Arrival, Deferred or Closure.
To request case notifications, please contact your Support
Manager.
Notification of CASE Open/Close
Activity
Case Notifications are available for up to 4 persons.
Notifications are sent via pager or email when any of the
following events occur on a Case: Open or Closure.
To request case notifications, please contact your Support
Manager.
Motorola Solutions, Inc. PSA M&SA Exhibit B
Version 8-12-11
17
Option 2 - Submit a ticket via eCase Management from Motorola Solutions On -Line
Motorola Solutions On -Line eCase Management provides a fast, intuitive, and efficient interface for
Technical Case Management that allows customers to open, update, and view the status of their cases
on the web.
Accessing the Technical Case Management web site
Once you have set up your agency's Motorola Solutions On -Line Account, to access the site simply
log onto Motorola Solutions at businessonline.Motorola.com with your user ID and password, click on
the Contact Us 4 Open Case, and select System Support Issue from the Issue Type drop -down.
Primary Features of On -Line Technical Case Management
Motorola Solutions customers have three main functions available through Motorola Solutions On -
Line to manage their cases:
A. Open new cases
8. Search for existing cases and view details of the existing case
C. Update existing cases by adding notes
A. Open a New Case
1. Log into Motorola Solutions On -Line
2. Click on the "Contact Us" 4 Open Case
3. Then select the Reason Code = System Support Issue (and the page will automatically reload)
Motorola Solutions, Inc. PSA M&SA Exhibit B
18
Version 8-12-11
Welcome to the Open Request Screen. From here, you may open a request which will be tracked and routed to the proper
Motorola Employees.
To permanently change your email address or phone number, you must go to the Motorola Membership Site
Contact Name: Motorola Online WebID
Contact Phone: 800-814-0601
comas Email: cucmhl 0@hotmail. corn
Reason:
Title:
Description:
Website Issue
Credit Issue
Order Issue
Pre -Sale Inquiry
Product Issue
Service Issue
Training Issue
Website Issue
4. Fill in the Case Title (description of request) and choose the applicable Site (which are listed
alphabetically)
5. Choose case type Technical Support, Severity Level and Public Safety Applications
System
6. Fill in a detailed description of your issue
7. Click "Create Case"
Screen Shot from Steps 4-6
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Email Confirmation
1. eCase Management will give immediate confirmation of case number (new case
numbers are 8 digits long)
2. The confirmation screen includes "expand all" and 'collapse all" buttons for case notes
Motorola Solutions, Inc. PSA M&SA Exhibit B
Version 8-12-11
19
C. Add Notes to an Existing Case
1. You can also add notes after submitting your case, by clicking on the "Add Notes"
button
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B. Search for a Case
1. Log into Motorola Solutions On -Line
2. Click on the "Contact Us" 4 Search Case
3. Select the "System Support Issue" type (the webpage will automatically reload)
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Motorola Solutions, Inc. PSA M&SA Exhibit B
20
Version 8-12-11
1. Motorola Solutions does not recommend using this tool for opening Severity 1 or 2 cases. For any
critical issues, customers should contact the System Support Center by calling 800-323-9949 and
following the appropriate prompts.
2. The same guidelines would apply to updating cases with critical information. Any critical updates
should be reported directly to Support at 800-323-9949.
3. When updating case notes, please provide your contact information, which includes your phone
number, pager number, etc.
For questions on Motorola Solutions On -Line eCase Management or administrative support, please
contact the Motorola Solutions Online Helpdesk at molhelpl ( Motorolasolutions.com or call 800-814-
0601.
Motorola Solutions, Inc. PSA M&SA Exhibit B Version 8-12-11
21
Requirements for effective usage:
Browser: Internet Explorer 5.0 or greater
Valid MOL user ID and Password
Motorola On-line Flow
pease
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s the produc
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Assign the case to
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Assign the Tech
Support case to
the "PSA Salt Lake
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The case is
assigned to the
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the owners of the queue.
Motorola Solutions, Inc. PSA M&SA Exhibit B
22
Version 8-12-11
Option 3 - Submit a ticket via Email Case Management
An alternative Customer Support tool is available for PSA customers. Along with the toll -free phone
number and Motorola Solutions Online, customers can request technical support by email. For many
customers who use their PDA as a means to open cases, email ticketing provides additional flexibility for
initiating cases.
To ensure proper case management and contractual response, email ticketing is only available for
severity levels three and four. In order to properly process a ticket via email, the message must be
formatted exactly as described below: Instructions are also located under "Resources" at:
https://motonline.mot.com
1. Address your email to PSACASE(a.MotorolaSolutions.com
2. Type PSA Service Request and a brief description of the system issue in the Subject line of the
e-mail message. This will become the case title
3. Type Site ID = followed by the site identification number of the system location
4. Type Product Type= followed by the product family type. Choose from the following list:
• CAD (OR FRIENDS OF CAD, such as AWW, ATM, AVL and UDT)
• CSR (CUSTOMER SERVICE REQUEST)
• INFOTRAK, LRMS
• JAIL MANAGEMENT (OFFENDERTRAK)
• MOBILE APPLICATIONS (PMDC, AIRMOBILE, TXMESSENGER)
• NETRMS
5. Type Contact First Name = followed by your first name or the name of the person you would like
support personnel to contact
6. Type Contact Last Name = followed by your last name or the name of the person you would like
support personnel to contact.
7. Type Phone Number = followed by the area code and phone number where the contact person
may be reached
8. Type Severity Level = followed by either severity level 3 or 4. All severity level one or two cases
must be opened via the toll -free PSA customer support number
9. Type Problem Description = followed by a comprehensive description of the problem
10. Send the message to us. You will receive an email with your case number for future reference.
If an email response is not received, or if you need to open a severity level one or two case, please
contact the PSA customer support at 1 800-323-9949 for further assistance.
SAMPLE Email Ticket Formatting:
psacese@motorola. coml
,T?[+sa7adtipfinP1,10,“ ^uu, ,�w+m+�w'^cs^rN�oiuuas�a,nru�+e�14,m�e tiiva�m�piu
PSA Service Request: NetRM5 Reports Not Functional
n iiordia'.mnixmmn.,awn�«nw.,,.. vrs+ ry
Site ID number: PSA12345_(NetRMS) (Clarify site identification number)
Product type: NetRMS (Specific product such as LRMS, NetRMS, Premier MOO, etc.)
Contact fitst name: John
Contact last name: Doe
Phone number:303-123-4567
Severity level: Level 3 (Email ticketing is available for severity levels three and four oniV)
Problem description: NetRMS does not allow for the creation of manual -case reports
which is affecting the generation of daily reports (Include a comprehensive description of the problem)
Motorola Solutions, Inc. PSA M&SA Exhibit B
Version 8-12-11
23
lll. Severity Levels and Case Management
Motorola Solutions services and response times are based on the severity levels of the error a customer
is experiencing as defined below. This method of response allows Motorola Solutions to prioritize its
resources for availability on our customer's more severe service needs. Severity level response time
defines the actions that will be taken by Motorola Solutions' Support team. Due to the urgency involved
in some service cases, Motorola Solutions will make every reasonable effort to provide a temporary or
work around solution. When a permanent solution is developed and certified through testing, it will be
incorporated in to the applicable Supplemental and or Standard Release.
1
Total System Failure - occurs when the System is not functioning
and there is no workaround; such as a Central Server is down or
when the workflow of an entire agency is not functioning. This level
is meant to represent a major issue that results in an unusable
System, Subsystem, Product, or critical features. No work around
or immediate solution is available.
Telephone conference
within 1 Hour of initial
voice notification
Critical Failure - Critical process failure occurs when a crucial
element in the System that does not prohibit continuance of basic
operations is not functioning and there is usually no suitable work-
2 around. Note that this may not be applicable to intermittent
problems. This level is meant to represent a moderate issue that
limits a Customer's normal use of the System, Subsystem, Product
or major non -critical features.
Telephone conference
within 3 Business Hours
of initial voice notification
during normal business
hours
3
Non -Critical Failure - Non -Critical part or component failure occurs
when a System component is not functioning, but the System is still
useable for its intended purpose, or there is a reasonable
workaround. This level is meant to represent a minor issue that
does not preclude use of the System, Subsystem, Product, or
critical features.
Telephone conference
within 6 Business Hours
of initial notification
during normal business
hours
4
Inconvenience - An inconvenience occurs when System causes a
minor disruption in the way tasks are performed but does not stop
workflow. This level is meant to represent very minor issues, such
as cosmetic issues, documentation errors, general usage questions,
and product or System Update requests.
Telephone conference
within 2 Standard
Business Days of initial
notification
Incoming cases are automatically assigned an initial Severity Level of 3, unless otherwise indicated
or determined at the time the case is logged. When escalation is required, Motorola Solutions
adheres to strict policy dictated by the level of problem severity.
Motorola Solutions, Inc. PSA M&SA Exhibit B Version 8-12-11
24
Severity Level One Escalation
Once an issue is escalated to Engineering, the following table is used as an Engineering resolution
guideline for standard product problems.
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CRITICAL
ACTION RESPONSIBILITY
0 Hours
Initial service request is placed. Support Analyst begins
working on problem and verifies / determines severity Support Analyst
level.
2 Hours
If a resolution is not identified within this timeframe, SA
escalates to the Customer Support Manager who Support Analyst
assigns additional resources. Email notification to Customer Support Manager
Director of Customer Support and Director of System
Integration.
4 Hours
If a resolution is not identified within this timeframe,
Customer Support Manager escalates to the Director of Customer Support Manager
Customer Support and Director of System Integration to
assign additional resources. Email notification to Vice Director of Customer Support
President of System Integration and Vice President Director of Systems Integration
Customer Support.
8 Hours
If a resolution is not identified within this timeframe, Customer Support Manager
Director of Customer Support escalates to Vice Director of Customer Support
President of System Integration, Vice President of Director of Systems Integration
Support, and account team. VP of System Integration
VP of Customer Support
12 Hours
If a resolution is not identified within this timeframe, Senior Management
Director of Customer Support escalates to Vice Su ort
President of System Integration, Vice President of pp
Support, and account team, Senior Vice President's of Operations
Operations, System Integration, Customer Support and Systems Integration
Engineering. Engineering
All Severity Level 1 problems will be transferred or dispatched immediately to the assigned Motorola
Solutions technical support representative, to include notification to Motorola Solutions management
24x7. All other severity level problems logged after business hours will be dispatched the next business
morning.
3.1 Reporting a Problem. Customer will assign an initial Severity Level for each error reported,
either verbally or in writing, based upon the definitions listed above. Because of the urgency involved,
Severity Level 1 or 2 problems must be reported verbally to the Motorola Solutions' call incoming center.
Motorola Solutions will notify the Customer if Motorola Solutions makes any changes in Severity Level (up
or down) of any Customer -reported problem.
3.2 Motorola Solutions will use best efforts to provide Customer with a resolution for Severity 1 and
Severity 2 issues within a reasonable time and in accordance with the assigned Severity Level when
Customer allows timely access to the System and Motorola Solutions diagnostics indicate that a Residual
Error is present in the Software. Should Customer report an error that Motorola Solutions cannot
reproduce, Motorola Solutions may enable a detail error capture/logging process to monitor the System.
If Motorola Solutions is unable to correct the reported Residual Error within a reasonable time, Motorola
Solutions will escalate its procedure and assign such personnel or designee to correct such Residual
Error promptly. Should Motorola Solutions, in its sole discretion, determine that such Residual Error is not
present in its Release, Motorola Solutions will verify: (a) the Software operates in conformity to the
Motorola Solutions, Inc. PSA M&SA Exhibit B Version 8-12-11
25
System Specifications, (b) the Software is being used in a manner for which it was intended or designed,
and (c) the Software is used only with approved hardware or software.
Error Correction Status Report. Motorola Solutions will provide verbal status reports on Severity
Level 1 and 2 Residual Errors. Written status reports on outstanding Residual Errors will be provided to
System Administrator on a monthly basis.
IV. Key Responsibilities
4.1 Motorola Solutions Responsibilities
4.1.1 Anti -virus software. At Customer's request, Motorola Solutions will make every reasonable
effort to test and verify specific anti -virus, anti -worm, or anti -hacker patches against a
replication of Customer's application. Motorola Solutions will respond to any reported
problem as an escalated support call.
4.1.2 Customer Notifications. Motorola Solutions will provide access to (a) Field Changes; (b)
Customer Alert Bulletins; and (c) hardware and firmware updates, as released and if
applicable.
4.1.3 Account Reviews. Motorola Solutions will provide annual account reviews to
include (a) service history of site; (b) downtime analysis; and (c) service trend
analysis.
4.1.4 Remote Installation. At Customer's request, Motorola Solutions will provide remote
installation advice or assistance for Updates.
4.1.5 Software Release Compatibility. At Customer's request, Motorola Solutions will provide:
(a) current list of compatible hardware operating system releases, if applicable; and (b) a list
of Motorola Solutions' Software Supplemental or Standard Releases
4.1.6 On -Site Correction. Unless otherwise stated herein, all suspected Residual Errors will be
investigated and corrected from Motorola Solutions' facilities. Motorola Solutions will decide
whether on -site correction of any Residual Error is required and will take appropriate action.
4.1.7 Decision Support System ("DSS") Products. (Applies to Motorola Solutions' Premier CAD
Software only). The CAD DSS products are supported on a consultative basis only with
annual consultation hours not to exceed eight (8) hours. Any additional consultation will be
invoiced on a time and material basis at Motorola Solutions' then current rates for
professional services.
4.1.8 Compliance to Local, County, State and/or Federal Mandated Changes. (Applies to
Software and interfaces to those Products) Unless otherwise stated herein, compliance to
local, county, state and/or federally mandated changes, including but not limited to IBR, UCR,
NCIC and state interfaces are not part of the covered Services.
4.1.9 Annual System Performance Review and Report. Motorola Solutions will prepare the
following reports to include:
4.1.9.1 (Applies to Premier CAD Software only)
(a)
System Analysis MEASURE:
PEEK:
VIEWSYS:
EMSAITMDS:
File Sizing
(b) Pathway Analysis
Evaluate disk and CPU load
Evaluate memory availability and use
Evaluate use and availability of PCBs
Review logs for hardware reports
Review file sizing on changeable files
Evaluate effectiveness of system configuration for current load
Evaluate TCP/Server statistics
Evaluate efficiency of server class maximum and minimum
Motorola Solutions, Inc. PSA M&SA Exhibit B Version 8-12-11
26
settings
(c) Performance TMX Timings: Evaluate application response times
Analysis
4.1.9.2 (Applies to Motorola Solutions® Computer Aided Dispatch Software installed on
Stratus ftServer only)
• Update Equipment drivers
• Upload Equipment patches, hot fixes and firmware
• Evaluate effectiveness of System configuration for current load based upon
overall CPU Utilization
4.1.9.3 Based on the Annual System Performance Review and Reports, Motorola
Solutions' Technical Support Analyst will review findings and recommend
software or hardware changes to improve overall operations.
(The below listed terms are applicable only when the Maintenance and Support Agreement includes (a)
Equipment which is shown on the Description of Covered Products, Exhibit A to the Maintenance and
Support Agreement; or (b) CAD HP NonStop S-Series hardware in addition to the Motorola Solutions
CAD Software.)
4.1.10 On -site Product Technical Support Services. Motorola Solutions will furnish labor and
parts required due to normal wear to restore the Equipment to good operating condition.
4.1.11 Seller Response. Motorola Solutions will provide telephone and on -site response to Central
Site, defined as the Customer's primary data processing facility, and Remote Site, defined as
any site outside the Central Site, as shown in Support Plan Options and Pricing Worksheet.
4.1.12 At Customer's request, Motorola Solutions will provide continuous effort to repair a reported
problem beyond the PPM. Provided Customer gives Motorola Solutions access to the
Equipment before the end of the PPM, Motorola Solutions will extend a two (2) hour grace
period beyond PPM at no charge. Following this grace period, any additional on -site labor
support will be invoiced on a time and material basis at Motorola Solutions' then current rates
for professional services.
4.1.13 CAD HP NonStop S-Series Services
Continuous The PPM is 24 hours a day, 7 days a week. On -site response time is
Availability within two (2) hours for customers within 50 miles of an HP Service
Center. Includes on -site coverage for national holidays.
High Availability The PPM is 24 hours a day, 7 days a week. On -site response time is
within four (4) hours. Includes on -site coverage for national holidays.
Enhanced Availability The PPM is 8 a.m. — 5 p.m. Monday -Friday, excluding national
holidays. On -site response time is next business day.
4.1.13.1 Under all CAD HP NonStop Series hardware. service plans, coverage will include:
• Perform corrective service during the PPM specified in the Plan.
• Log all service requests and furnish telephone and/or on-line diagnostic services from the
Motorola Solutions' call intake center or the HP Nonstop Global Management Call
Support Center (GMCSC) 24 hours per day, 7 days per week.
• Furnish all labor, parts, materials, and on -site service during the PPM as necessary to
ensure HP NonStop Series hardware is operating in accordance with applicable
published specifications. Replacement parts will be new or equivalent of new in
performance. Replaced parts will become the property of HP.
Motorola Solutions, Inc. PSA M&SA Exhibit B Version 8-12-11
27
Install any mandatory Field Change Order(s) required for the safety or proper operation
of maintained HP NonStop Series hardware.
• Assign an HP area Lead with rotational Customer Engineers based on geographical
regions that will be responsible for providing service.
• Provide unlimited level 0 support provided by Motorola Solutions' System Support Center
• Provide unlimited level 1, 2, and 3 technical telephone support provided by Motorola
Solutions' Technical Support Team
• Escalation to Engineering for 4th level support as appropriate
• Telephone and Remote dial -in support
• Software patches, bug fixes and Supplemental (maintenance) releases as described in
the maintenance and support agreement terms
• Repair or exchange of hardware component failures during the warranty term (as
applicable)
• Respond to customer's support requests timely. Response criteria are based on severity
level as described in Section III of this document.
4.1.14 Support on Hardware
Customer will provide all on -site hardware service or is responsible for purchasing on -going
maintenance for 3rd party on -site hardware support. Third party support on some system components
may be available through Motorola Solutions' maintenance and support agreement.
Customer will contact the appropriate vendor directly for parts and hardware service if not purchased
through Motorola Solutions' maintenance and support agreement.
4.1.15 Support on Motorola Solutions Software
Motorola Solutions will provide any required software fixes in the form of either a "patch" or in a
Supplemental (maintenance) Release.
4.1.16 Maintenance Contract Administration
Motorola Solutions' Maintenance Contracts Administration Department manages the maintenance
agreement following the warranty term that may be included in the purchase of a Motorola Solutions
system.
Approximately four months prior to the expiration of the warranty period, the Contracts Administration
team will contact the customer to discuss the options available for their specific site. The terms of the
agreement can be customized to your agency's budgetary requirements and cycle. Motorola
Solutions offers various levels of support to meet an agency's requirements, for example:
• Telephone, dial in support for software fixes
• Varying hours of coverage
• Third party vendor services
• On -site services
• Users Conference
• Professional Services
4.1.17 Reports
Service history reports and notifications are available from the Motorola Solutions call tracking
system. If you are interested in obtaining access to service history reports and ticketing notifications,
inquire with your Technical Support Representative.
4.2 Customer Responsibilities
4.2.1 Initial logging of issue
Motorola Solutions, Inc. PSA M&SA Exhibit B
28
Version 8-12-11
4.2.2 Assist in assessing severity level
4.2.3 Contact Motorola Solutions to escalate service requests
4.2.4 Parts replacement (if applicable)
4.2.5 Dial in connectivity and telephone access to Motorola Solutions personnel
4.2.6 Anti -virus software. Customer is responsible for running any installed anti -virus software.
4.2.7 Operating System ("OS") Upgrades. Unless otherwise stated herein, Customer is
responsible for any OS upgrades to its System. Before installing any OS upgrade, Customer
will contact Motorola Solutions to verify that a given OS upgrade is appropriate.
4.2.8 Trouble Report Form To better assist us in gathering details for analyzing and repairing your
system errors, Motorola Solutions has created the Trouble Report Form (page 17).
Completion of this form by the customer is voluntary.
The Trouble Report form helps Motorola Solutions Technical Support reduce errors by
increasing the understanding of the problem description definition. It may also improve repair
time by understanding the probability of repeat errors. Additionally, should escalation to
Motorola Solutions' Engineering team be required, information gathered on this form will aid
by potentially avoiding the wait associated with error reoccurrence.
Information customers provide on the Trouble Report form will assist Motorola Solutions
Support team expedite the troubleshooting process. Your assistance in providing the
information is appreciated. Once you complete the form, please e-mail or fax this form to the
Technical Support Representative assigned to work on the issue reported.
Motorola Solutions, Inc. PSA M&SA Exhibit B Version 8-12-11
29
Trouble Report Form
Agency Name:
Contact Name:
Contact Phone:
Severity Level:
Subject:
ProductNersion:
Problem
Description:
Steps to
Duplicate:
Step One:
Step Two:
Step Three:
Step Four:
Step Five:
Step Six:
Step Seven:
Additional Steps:
Expected
Results:
Actual
Results:
Configuration
Checked:
Motorola
Solutions Case
Number:
E-mail Address:
Contact Fax:
CAD Correction#:
Please ensure that the description provided is as detailed as possible. By including accurate details, Motorola
Solutions' opportunity to resolve the issue promptly and successfully increases. Please be sensitive to the use of
verbiage that is specific to your agency or area of the country. Full understanding of the facts on a reported issue
increases Motorola Solutions' probability of locating a root cause and achieving a timely resolution.
Motorola Solutions understands that duplication is not always easy. However, if you are able to duplicate the issue,
providing us with the detailed keystrokes will greatly improve our ability to correct the issue in question. When unable
to duplicate the issue on demand, providing us with detailed steps that preceded the issue reported will greatly help.
Motorola Solutions, Inc. PSA M&SA Exhibit B
30
Version 8-12-11
V. Customer Call Flow
To Be Provided By Customer
VI. Contact Information
Motorola Solutions Contacts
CONTACT
Motorola Solutions System Support Center
PHONE NUMBER
(800) 393-9949
Mike Burpoe
Director, Customer Support
MVW436@motorolasolutions.Com
(303)
527-4010
Ken Atkinson
Technical Support Manager — CAD, Records, Mobile
ken.atkinson@motorolasolutions.com
(303)
526-4088
Wayne Parent
Technical Support Lead — Records Applications
Wayne.Parent@motorolasolutions.com
(801)
230-7032
Phillip Askey
Technical Support Lead — Mobile Applications
P.Askey@motorolasolutions.com
(720)
565-4764
Shelley Rhoads
Customer Support Business Manager
srhoads@motorolasolutions.com
(951)
245-7416
Customer Contacts (to be provided by Customer
Customer Agency Name:
Address:
City, State and Zip:
Billing Contact Name:
Phone No:
Fax No:
Email:
Backup System Administrator Name:
Phone No:
Fax No:
Email:
Service Escalations Contact Name:
Title:
Phone No:
Email:
Motorola Solutions, Inc. PSA M&SA Exhibit B
Version 8-12-11
31
Exhibit C
SUPPORT PLAN OPTIONS AND PRICING WORKSHEET
Maintenance and Support Agreement # 262
Term Start Date 4/1/12
Term Length
Term End Date
12 Months
3/31/13
CUSTOMER AGENCY
Address
City, State, Zip
Contact Name
Contact Title
Telephone Number
Email Address
National City Police Department
1200 National City Blvd.
National City, CA 91950
David Noteware
(619) 336-4509
Dnoteware@ci.national-city.ca.us
BILLING AGENCY
Address
City, State, Zip
Contact Name
Telephone Number
Email Address
National City Police Department
1200 National City Blvd.
National City, CA 91950
David Noteware
(619) 336-4509
Dnoteware@ci.national-city.ca.us
MOTOROLA SOLUTIONS SERVICES TERM FEES
® STANDARD SUPPORT SERVICES $ 25,089.00
1 Customer Support Plan $ Included
2 Case Management 24X7 $ Included
3 Technical Support Monday through Friday
8:00 a.m. to 5:00 p.m. Customer local time $ Included
4 Third -party Vendor Coordination $ Included
5 On -site Support (when applicable) $ Included
6 System Audit for PremierCAD HP NonStop $ Included
7 SW Releases: Standard & Supplemental $ Included
8 Access to Users Group Site $ Included
® SUPPLEMENTAL SERVICE OPTIONS
Service Descriptions Available Upon Request
1 24x7 Technical Support Svcs $ Included
2 Time and Materials $
3 Professional Services Training $
4 Professional Services Upgrades $
5 Preventive Maintenance $
6 Users Conference Advance Purchase $
7 On -site Support (Dedicated Resource) $
8 GeoFile Services $
MOTOROLA SOLUTIONS TOTAL FEES $ 25,089.00
USERS CONFERENCE ATTENDANCE ADVANCE PURCHASE DETAILS
❑ Users Conference Attendance ($2,650 per Attendee) Year
• Registration fee •
• Hotel accommodations (booked by Motorola Solutions)
• Dail meal allowance determined b Motorola Solutions •uidelines
2012 Number Attendees 0
Roundtrip travel for event (booked by Motorola Solutions)
Rental car (booked by Motorola Solutions)
Prepared by: CindyMarnin, 303-527-4097 CindyMarnin@MotorolaSolutions.com
Motorola Solutions, Inc. PSA M&SA Exhibit C
32
Version 8-12-11
Exhibit D
LABOR RATES
MAINTENANCE AND SUPPORT AGREEMENT 262 TERM: 4/1/12 — 3/31/13
CUSTOMER: National City Police Department
The following are Motorola Solutions' current billable rates, subject to an annual change.
The following rates apply to Customers with a current, active Maintenance and Support
Agreement. Billable rates apply to services provided outside of the PPM.
SERVICE HOURS
8 a.m.-5 p.m. M-F (local time)
LABOR RATES
$186 per hour, 2 hours minimum
After 5 p.m., Saturday, Sunday, Motorola Solutions Holidays
$279 per hour, 2 hours minimum
The following rates apply to Customers without a current, active Maintenance and Support
Agreement.
SERVICE HOURS
8 a.m.-5 p.m. M-F (local time)
LABOR RATES
$372 per hour, 2 hours minimum
After 5 p.m., Saturday, Sunday, Motorola Solutions Holidays
$558 per hour, 2 hours minimum
Above rates reflect labor rate only. Additional fees for on -site travel expenses, third party expenses and
/or materials will be quoted at the time of customer request for services.
Motorola Solutions, Inc. PSA M&SA Exhibit D Version 8-12-11
33
OFFICE OF THE CITY CLERK
1243 National City Blvd.
National City, California 91950
RCOft alit J Michael R. Dalla, CMC - City Clerk
619-336-4228 phone / 619-336-4229 fax
June 14, 2012
Ms. Cindy Marvin
Motorola Solutions, Inc.
7237 Church Ranch Blvd., Suite 406
Westminster, CO 80021
Dear Ms. Marvin,
On April 174h, 2012, Resolution No. 2012-88 was passed and adopted by the City Council
of the City of National City, authorizing execution of an Agreement with Motorola
Solutions, Inc.
We are enclosing for your records a certified copy of the above Resolution and a fully
executed original Agreement.
Michael R. Dalla, CMC
City Clerk
Enclosures
cc: MIS Dept.