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City of Nashua, NH
Citywide Communications Division
Wireless Communications

October 10, 2017

To: James Donchess, Mayor

From: William Mansfield, Radio Systems Manager

RE: Motorola System Upgrade Agreement (SUA Il)

Mayor Donchess,

Attached please find a copy of the Motoroia Proposal for the System Upgrade Agreement, also known as
the SUA Il. In this proposal there is a Service Agreement totaling $191,960.77, a Statement of Work, |

Service Terms and Conditions and Lifecycle Sustainment Services Firm Offer. The Lifecycle Sustainment
Services includes pricing for a 6 Year Plan of a SUAII Agreement.

2017 - $191,960.77 2020 - $198,151.91
2018 - $193,963.79 2021 - $200,340.64
2019 - $196,026.90 2022 - $202,595.07

Currently the City of Nashua’s radio system is at the 7.15 Platform Release. After Motorola receives
payment for 2017 {FY18) and 2018 (FY19) the City would be upgrading to the 7.17 Platform Release.
After the 2019 and 2020 payment the system would be upgraded to the 7.19 Platform Release and after
the 2021 and 2022 payment it is assumed that the system would be upgraded to the 7.21 Platform
Release. | have attached an equipment list that will be included in the currently proposed upgrade.

The Communications Division would like to purchase the first installment for the SUA II along with the
previously discussed Maintenance services which are listed below. The Legal Departrnent has reviewed
and approved the Motorola standard contract language for these maintenance contracts and we would
like to be included on the Finance Committee agenda in October.

Pursuant to NRO Sec 5-84 {A}(4), Special purchasing procedures for sole-source procurements, a
quotation dated September 28, 2017 was solicited from Motorola Solutions inc. to purchase
Maintenance Services for the System Upgrade Agreement. Funding in the amount of $191,960.77 is
available in account 57.1010-54435.

SERVICE AGREEMENT
1299 E Algonquin Road Contract Number. USCO0000-TBD
Schaumburg, iL 60196 Contract Modifier: RN3O-MAY-17
(800) 247-2346
Date: 28-SEP-2017 Required P.O.:
a .. C r# 1 1
Company Name: Nashua Police Dept, City Of Billo Tao bor
Attn: Contract Start date: 01-OCT-2017
Billing Address: 229 Main St Contract End date: 30-SEP-2018
City, Province, Postal Code: Nashua,NH,03060 Anniversary Day: Sep 30th
Customer Coniact: Lt William Mansfield Payment Cycle: ANNUAL
Phone: 603-594-3521 Currency: USD
QTy MODEL/OPTION SERVICES DESCRIPTION oe | EXTENDED
““** Recurring Services *****
1 SVCO4SVCOIB9A | SYSTEM UPGRADE AGREEMENT II $15,996.73 $191,960.77
Sub Total $15,996.73 $191,960.77
Taxes
SPECIAL INSTRUCTIONS - arracu Grand Total $15,996.73 $191,960.77

STATEMENT OF WORK FOR PERFORMANCE OESCRIPTIONS

TAXES MAY APPLY AS PER THE JURISDICTIONS

I received Statements of Work that describe the services provided on this Agreement. Motorola's Service Terms and Conditions, a copy of
which Is attached to this Service Agreement, ts incorporated herein by this reference.

AUTHORIZED CUSTOMER SIGNATURE TITLE DATE
CUSTOMER (PRINT NAME)

MOTOROLA REPRESENTATIVE (SIGNATURE) TITLE DATE
Joshua Morick 406-980-0342

MOTOROLA REPRESENTATIVE (PRINT NAME} PHONE

Company Name

: Nashua Police Dept, City Of

® MOTOROLA SOLUTIONS

STATEMENT OF WORK

ASTRO 25 SYSTEM UPGRADE AGREEMENT II (SUA ID

1.0 Description of Service and Obligations

11

1.2

1.3

1.4

1.5

1.6

1.7

As system releases become available, Motorola agrees to provide the Customer with the software,
hardware and implementation services required to execute up to one system infrastructure upgrade
in a two-year period for their ASTRO 25 system. At the time of the system release upgrade,
Motorola will provide applicable patches and service pack updates when and if available.
Currently, Motorola’s service includes 3rd party SW such as Microsoft Windows and Server OS,
Red Hat Linux, Sun Solaris and any Motorola software service packs that may be available.
Motorola will only provide patch releases that have been analyzed, pre-tested, and certified in a
dedicated ASTRO 25 test lab to ensure that they are compatible and do not interfere with the
ASTRO 25 network functionality. Additionally, if purchased, the Security Update Service (SUS)
coverage is defined in Appendix C.

The Customer will have, at its option, the choice of upgrading in either Year 1 or Year 2 of the
coverage period. To be eligible for the ASTRO 25 SUA II, the ASTRO 25 system must be at

system release 7.7 or later.

ASTRO 25 system releases are intended to improve the system functionality and operation from
previous releases and may include some minor feature enhancements. At Motorola’s option,
system releases may also include significant new feature enhancements that Motorola may offer
for purchase. System release software and hardware shall be pre-tested and certified in Motorola’s
Systems Integration Test lab.

The price quoted for the SUAII requires the Customer to chose a system upgrade from the list of
System Release Upgrade Paths available to the Customer as per the system release upgrade chart
referenced and incorporated in Appendix A. Should the Customer elect an upgrade path other than
one listed in Appendix A, the Customer agrees that additional costs may be incurred to complete
the implementation of the system upgrade. In this case, Motorola agrees to provide a price
quotation for any additional materials and services necessary.

ASTRO 25 SUA II entitles a Customer to past software versions for the purpose of downgrading
product software to a compatible release version.

The following ASTRO 25 certified system release software for the following products are covered
under this ASTRO 25 SUA IZ: base stations, site controllers, comparators, routers, LAN switches,
servers, dispatch consoles, logging equipment, network management terminals, Network Fault
Management (“NFM”) products, network security devices such as firewalls and intrusion detection
sensors, and associated peripheral infrastructure software.

Product programming software such as Radio Service Software (“RSS”), Configuration Service
Software (“CSS”), and Customer Programming Software (“CPS”) are also covered under this SUA
I.

ASTRO 25 System Upgrade Agreement I] SOW October 14, 2014

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NOTICE TO PROCEED

DATED:

TO:

(Contractor)

ADDRESS:

PROJECT:

(Insert name of Contract as it appears in the Contract Agreement)

You are notified that the Contract Times under the above contract will commence to run on

, 20 . By that date, you are to start performing your obligations under the
Contract Documents. In accordance with Article 3 — Period of Performance of the Agreement, the dates of
Substantial Completion and Final Completion are and
respectively.

,

Also before you may start any Work at the site you must:

(Add other requirements)

By

(For the City of Nashua)

(Title)

IFBO779-021022 2022 SEWER REPLACEMEN TPROJECT
Notice to Proceed

1.8 ASTRO 25 SUA II makes available the subscriber radio software releases that are shipping from
the factory during the SUA II coverage period. New subscriber radio options and features not
previously purchased by the Customer are excluded from ASTRO 25 SUA II coverage.
Additionally, subscriber software installation and reprogramming are excluded from the ASTRO
25 SUA II coverage.

1.9 Motorola will provide certified hardware version updates and/or replacements necessary to
upgrade the system with an equivalent level of functionality up te once in a two-year period.
Hardware will be upgraded and/or replaced if required to maintain the existing feature and
functionality. Any updates to hardware versions and/or replacement hardware required to support
new features or those not specifically required to maintain existing functionality are not included.
Unless otherwise stated, platform migrations such as, but not limited to, stations, consoles,
backhaul, civil, network changes and additions, and managed services are not included.

1.10 The following hardware components, if originally provided by Motorola, are eligible for full
product replacement when necessary per the system release upgrade :

1.10.1 Servers

1.16.2 PC Workstations
1.10.3 Routers

1.10.4 LAN Switches

1.11 The following hardware components, if originally provided by Motorola, are eligible for board-
level replacement when necessary per the system release upgrade. A “board-level replacement” is
defined as any Field Replaceable Unit (“FRU”) for the products listed below:

1.11.1 GTR 8000 Base Stations
1.11.2 GCP 8000 Site Controllers
1.11.3. GCM 8000 Comparators
1.11.4 MCC 7500 Console Operator Positions
1.11.5 STR 3000 Base Stations
1.11.6 Quantar Base Stations
1.11.7 Centracom Gald Elite Console Operator Interface Electronics
1.11.8 Centracom Gold Elite Central Electronics Banks
1.11.9 Ambassador Electronics Banks
11.10 Motorola Gold Elite Gateways
AlL11 ASTROTAC Comparators
LL12 PSC 9600 Site Controllers
11.13 PBX Switches for Telephone Interconnect
11.14 NFM/NFM XC/MOSCAD RTU

1.12 The ASTRO 25 SUA II does not cover all products. Refer to section 2.0 for exclusions and
limitations.

1.13 Motorola will provide implementation services necessary to upgrade the system to a future system
release with an equivalent level of functionality up to once in a two-year period. Any
implementation services that are not directly required to support the system upgrade are not
included, Unless otherwise stated, implementation services necessary for system expansions,
platform migrations, and/or new features or functionality that are implemented concurrent with the
system upgrade are not included.

ASTRO 25 System Upgrade Agreement Il SOW October 14, 2014

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© MOTOROLA SOLUTIONS

1.14 As system releases become available, Motorola will provide up to once in a two-year period the
following software design and technical resources necessary to complete system release upgrades:

1.14.1 Review infrastructure system audit data as needed.

1.14.2 identify additional system equipment needed to implement a system release, if
applicable.

1.14.3 Complete a proposal defining the system release, equipment requirements, installation
plan, and impact to system users.

1.14.4 Advise Customer of probable impact to system users during the actual field upgrade
implementation.

1.14.5 Program management support required to perform the system upgrade.

1.14.6 Field installation labor required to perform the system upgrade.

1.14.7 Upgrade operations engineering labor required to perform the system upgrade.

1.15 ASTRO 25 SUA I pricing is based on the system configuration outlined in Appendix B. This
configuration is to be reviewed annually from the contract effective date. Any change in system
configuration may require an ASTRO 25 SUA II price adjustment.

1.16 The ASTRO 25 SUA II applies only to system release upgrades within the ASTRG 25 7.x

platform.

1.17 Motorola will issue Software Maintenance Agreement (“SMA”) bulletins on an annual basis and
post them in soft copy on a designated extranet site for Customer access. Standard and optional
features for a given ASTRO 25 system release are listed in the SMA bulletin.

2.6 Upgrade Elements and Corresponding Party Responsibilities

2.1 Upgrade Planning and Preparation: All items listed in this section are to be completed at least 6
months prior to a scheduled upgrade.

2.1.1 Motorola responsibilities

2.1.1.1
2.1.1.2

2.1.1.3
2.1.1.4
2.1.1.5
2.1.1.6
2.1.1.7
2.1.1.8

2.1.1.9

Obtain and review infrastructure system audit data as needed.

Identify additional system equipment needed to implement a system release, if
applicable.

Complete a proposal defining the system release, equipment requirements,
installation plan, and impact to system users.

Advise Customer of probable impact to system users during the actual field
upgrade implementation.

Inform Customer of high speed internet connection requirements.

Assign program management support required to perform the system upgrade.
Assign field installation labor required to perform the system upgrade.

Assign upgrade operations engineering labor required to perform the system
upgrade,

Deliver release impact and change management training to the primary zone
core owners, outlining the changes to their system as a result of the upgrade
path elected. This training needs to be completed at least 12 weeks prior to the
scheduled upgrade. This training will not be provided separately for user
agencies who reside on a zone core owned by another entity. Unless

ASTRO 25 System Upgrade Agreement Il SOW October 14, 2014

Jory

MOTOROLA SOLUTIONS

specifically stated in this document, Motorola will provide this training only
once per system.

2.1.2 Customer responsibilities

2.1.2.1

2.1.2.2

2.1.2.3
2.1.2.4

2.1.2.5

2.1.2.6

2.1.2.7

Contact Motorola to schedule and engage the appropriate Motorola resources
for a system release upgrade.

Provide high-speed intermet connectivity at the zone core site(s) for use by
Motorola to perform remote upgrades and diagnostics. Specifications for the
high-speed connection are provided in Appendix D. High-speed internet
connectivity must be provided at least 12 weeks prior to the scheduled upgrade.
In the event access to a high-speed connection is unavailable, Customer may be
billed additional costs to execute the system release upgrade.

Assist in site waiks of the system during the system audit when necessary.
Provide a list of any FRUs and/or spare hardware to be included in the system
release upgrade when applicable.

Purchase any additional software and hardware necessary to implement
optional system release features or system expansions.

Provide or purchase labor to implement optional system release features or
system expansions.

Participate in release impact training at least 12 weeks prior to the scheduled
upgrade. This applies only to primary zone core owners. It is the zone core
owner’s responsibility to contact and include any user agencies that need to be
trained or to act as a training agency for those users not included.

2.2 System Readiness Checkpoint: All items listed in this section must be completed at least 30 days
prior to a scheduled upgrade.

2.2.1 Motorola responsibilities

2.2.1.1
2.2.1.2
2.2.1.3

Perform appropriate system backups.

Work with the Customer to validate that all system maintenance is current.
Work with the Customer to validate that all available patches and antivirus
updates have been updated on the customer’s system.

2.2.2. Customer responsibilities

2.2.2.1
2.2.2.2

2.3. System Upgrade

Validate system maintenance is current.
Validate that all available patches and antivirus updates to their system have
been completed.

2.3.1 Motorola responsibilities

2.3.1.1

Perform system infrastructure upgrade in accordance with the system elements
outlined in this SOW.

2.3.2 Customer responsibilities

2.3.2.1 Inform system users of software upgrade plans and scheduled system
downtime.
ASTRO 25 System Upgrade Agreement 11 SOW October 14, 2014

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2.4

MOTOROLA SOLUTIONS

2.3.2.2 Cooperate with Motorola and perform all acts that are reasonable or necessary
to enable Motorola to provide software upgrade services.

Upgrade Completion

2.4.1 Motorola responsibilities
2.4.1.1 Validate all system upgrade deliverables are complete as contractually required.
2.4.1.2 Deliver post upgrade implementation training tc the customer as needed, up to
once per system.
2.4.1.3. Obtain upgrade completion sign off from the customer.

2.4.2 Customer Responsibilities

2.4.2.1 Cooperate with Motorola in efforts to complete any post upgrade punch list
items as needed.

2.4.2.2 Cooperate with Motorola to provide relevant post upgrade implementation
training as needed. This applies only to primary zone core owners. It is the
zone core owner’s responsibility to contact and include any user agencies that
need to be trained or to act as a training agency for those users not included.

2.4.2.3 Provide Motorola with upgrade completion sign off.

3.0 Exclusions and Limitations

3.1

3.2

3.3

3.4

The parties agree that Systems that have non-standard configurations that have not been certified
by Motorola Systems Integration Testing are specifically excluded from the ASTRO 25 SUA II
unless otherwise agreed in writing by Motorola and included in this SOW.

The parties acknowledge and agree that the ASTRO 25 SUA II does not cover the following
products:

MCC5500 Dispatch Consoles

MIP5000 Dispatch Consoles

Plant/E911 Systems

MOTOBRIDGE Solutions

ARC 4000 Systems

Motorola Public Sector Applications Software (“PSA”)
Custom SW, CAD, Records Management Software
Data Radio Devices

Mobile computing devices such as Laptops
Non-Motorola two-way radio subscriber products
Genesis Products

Point-to-point products such as microwave terminals and association multiplex equipment

ASTRO 25 SUA II does not cover any hardware or software supplied to the Customer when
purchased directly from a third party, unless specifically included in this SOW.

ASTRO 25 SUA II does not cover software support for virus attacks or other applications that are
not part of the ASTRO 25 system, or unauthorized modifications or other misuse of the covered
software. Motorola is not responsible for management of anti-virus or other security applications
{such as Norton).

ASTRO 25 Sysiem Upgrade Agreement I] SOW October 14, 2014

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3.5

© MOTOROLA SOLUTIONS

Upgrades for equipment add-ons or expansions during the term of this ASTRO 25 SUA II are not
included in the coverage of this SOW unless otherwise agreed to in writing by Motorola.

4.0 Special provisions

4.1]

4.2

4.3

44

4,5

4.6

Customer acknowledges that if its System has a Special Product Feature, additional engineering
may be required te prevent an installed system release from overwriting the Special Product
Feature. Upon request, Motorola will determine whether a Special Product Feature can be
incorporated into a system release and whether additional engineering effort is required. If
additional engineering is required Motorola will issue a change order for the change in scope and
associated increase in the price for the ASTRO 25 SUA IL.

Customer will only use the software (including any System Releases) in accordance with the
applicable Software License Agreement.

ASTRO 25 SUA II services do not include repair or replacement of hardware or software that is
necessary due to defects that are not corrected by the system release, nor does it include repair or
replacement of defects resulting from any nonstandard, improper use or conditions; or from
unauthorized installation of software.

ASTRO 25 SUA II coverage and the parties’ responsibilities described in this Statement of Work
will automatically terminate if Motorola no longer supports the ASTRO 25 7.x software version in
the Customer’s system or discontinues the ASTRO 25 SUA II program; in either case, Motorola
will refund to Customer any prepaid fees for ASTRO 25 SUA II services applicable to the
terminated period.

If Customer cancels a scheduled upgrade within less than 12 weeks of the scheduled on site date,
Motorola reserves the right to charge the Customer a cancellation fee equivalent to the cost of the
pre-planning efforts completed by the Motorola Solutions Upgrade Operations Team.

The SUA IT annualized price is based on the fulfillment of the two year term. If Customer
terminates, except if Motorola is the defaulting party, Customer will be required to pay for the
balance of payments owed if a system release upgrade has been taken prior to the point of
termination.

ASTRO 25 System Upgrade Agreement 1] SOW October 14, 2014

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© MOTOROLA SOLUTIONS

Appendix A ~ ASTRO 25 System Release Upgrade Paths

Release Platform
Date Release Available Upgrade Paths
Oct-05 R7.0 N/A
Jun-06 R7.2 N/A
Dec-06 R7.2 77
Mar-07 R7.1.1 N/A
Dec-07 R7.4 77
Jun-08 R7.5 77
Dec-08 R7.6 7.7
Jun-09 R?.7 7.9 7.44
sJan-10 R7.8 7.9
Dec-10 R7.9 7.11 7.43
Aug-11 R7.11 7.43 7.14
Mar-12 R7.12 N/A -
Nov-12 R7.13 7.14 7.15 (planned) |
Nov-13 R7.14 7.15 (planned) 7.16 (planned)
Nov-14 R7.15 (planned) 7.16 (planned) 7.17 (planned)

+ The information contained herein is provided for information purposes only and is intended only to
outline Motorola’s presently anticipated general technology direction. The information in the
roadmap is not a commitment or an obligation to deliver any product, product feature or software
functionality and Motorola reserves the right to make changes to the coatent and timing of any
product, product feature or software release.

+ The most current system release upgrade paths can be found in the most recent SMA bulletin.

ASTRO 35 System Upgrade Agreement I] SOW

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October 14, 2014