HomeMy WebLinkAboutDocumentation_Regular_Tab 03_07/13/2017 Village of Tequesta
Memo
To: Michael R Couzzo, Jr., Village Manager
From: Merlene Reid, HR Director iftki
Date: June 9, 2017
Re: Call A Doctor Plus (Teladoc) Service Agreement
Attached is the renewal contract for Teladoc for October 1, 2017 to September 30,
2018. The Village continues to have higher than average utilization rates and the
current cost will move to $6.50 per person, in keeping with the terms of the
agreement for 100% utilization, inclusive of dependents. While we were able to
renegotiate the current rate of $4.50 per person for FY 2016/17, Teladoc advised
that they were no longer able to hold this rate.
With 100 eligible employees, the anticipated total cost is $7,800 for FY2017/18.The
agreements are attached for your approval.
Call A DeeterApfts
CADRPLUS CUSTOMER SERVICE AGREEMENT
(Group Services)
Effective Date: 10/01/17
Village of Tequesta
RE: Service Agreement between Providence Financial Group, LLC ("Company" or "CADRPIus"), a Michigan limited
liability company, exclusive Reseller of the CADRPIus Telehealth Program (also referred to as "Call A Doctor
Plus"and "CADRPIus"and "CADR+"), PO Box 361, Canton, CT 06019; and Village of Tequesta ("Customer")at
345 Tequesta Drive,Tequesta,FL 33469-0273.
Dear Village of Tequesta,
Call a Doctor Plus is pleased to provide your group with our telemedicine services pursuant to the terms and
conditions of this letter("Letter")and the following exhibits and schedules(collectively the"Agreement"):
Exhibit A: Terms and Conditions
Schedule 1: Description of Services
Schedule 2: Pricing
While it is important to have an Agreement, having a relationship with our customers is our highest priority.
CADRPIus is committed to customer service and satisfaction.
Please acknowledge your acceptance of the terms and conditions of this Agreement by signing this Letter in the
space provided below and retuming a signed copy of this Agreement to us. Thank you and we look forward to providing
you with our telemedicine services.
Providence Financial Group, LLC
BY
Louis Daniels,CEO
Acknowledged and Agreed to by Customer.
T!� V►►la �. d-F T�c� ike4 `
Print name of Cusbo
M i'C6e1.- e. cc Te.
Print name of Authorized Customer Representative
Print title presentative
Signature
3y S� IA eS#CL Ue.•
Customer address
eclues4-ct i F 33455
EXHIBIT A
TERMS AND CONDITIONS
1. SERVICES. During the Term (as defined below)and on a non-exclusive basis, CADRPIus will provide Customer with
the Teladoc telemedicine services set forth on the attached Schedule 1 ("Services")for use by Customer's members,
including their legal dependents(collectively,"Members"as more specifically defined on the attached Schedule 2).
2. DUTIES OF THE PARTIES.
A. Duties of CADRPIus. CADRPIus shall (i)deliver and support the Services; (ii) manage and securely maintain a
database of Member profile information provided by Customer; and (iii)provide Customer with utilization reports.
CADRPIus may discontinue any Service without liability at any time; provided, however, CADRPIus will use
reasonable efforts to notify Customer and Members in advance of any such discontinuation.
B. Duties of Customer. Customer shall(i)promote the use of the Services to Members; (ii)submit to Company or its
designated TPA enrollment and eligibility information from Members; (iii)provide updated enrollment and eligibility
information to Company or its designated TPA on a monthly basis; (iv) promptly distribute any Member
identification and password information which may be provided by Company or Teladoc to enable each Member
to activate his/her account and use the Services; (v)bil and collect all payments from Members, if applicable;and
(vi)timely make all payments to Company.
3. PRICING AND PAYMENT. Customer shall pay Company or its designated TPA(i)a per Eligible Member, per month
fee ("PEPM Fee") as set forth on the attached Schedule 2; and (ii) any other fees as indicated on the attached
Schedule 2. Before any Services will be delivered to Customer by Company, Customer shall pay Company or its
designated TPA the first PEPM payment and any enrollment fees as outlined on Schedule 2 for all members included
in Company's Member Census File. After Services are delivered, Company or its designated TPA will invoice
Customer on the basis indicated on Schedule 2, and all payments will be due upon receipt of invoice. Any payment
not received by Company or its designated TPA on or before the due date shall bear interest commencing 15 days
after the due date until paid in full at the lesser of one and one half percent (1%%) per month or the maximum rate
allowed by applicable law. Any invoice 28 days in arrears will result in suspension of the Services. Company
reserves the right to change the PEPM Fee and other fee pricing for any future Effective Period upon providing written
notice to Customer at least sixty (60) days prior to the expiration of the then-current Effective Period. Customer is
solely responsible for billing and collecting all monies due, if any, from Members in connection with the Services. All
amounts shall be payable by Customer to Company or its designated TPA without right of setoff, deduction or
demand. Payment must be made either by ACH transaction or by mailing a paper check to the following address:
CADR+
Attn:Accounts Receivable
PO Box 361
Canton,CT 06019
4. TERM AND TERMINATION. Unless otherwise set forth, this Agreement shall be effective until the one year
anniversary of the Effective Date of this Agreement, and shaA automatically renew for additional one-year periods on
each anniversary of the Effective Date. Each one-year period of this Agreement(or such shorter or longer period of
effectiveness as mutually agreed to by Company and Customer)is referred to as an"Effective Period"and collectively
all of the Effective Periods of this Agreement are referred to as the"Term."Either party may terminate this Agreement
at any time by providing the other party at least ninety (90) days prior written notice. Company may immediately
terminate this Agreement upon written notice to Customer if Customer(i)fails to make any payment to Company or its
designated TPA when due and such failure continues for a period of fifteen (15)days following written notice of such
failure by Company to Customer,or(I)breaches any provision of this Agreement.
5. OWNERSHIP. All materials, including all copyrights, trademarks, logos and other identifying marks (collectively
"Materials")provided by Company to promote and/or provide information about the Services are and shall remain the
exclusive property of Company. All Materials are proprietary and may not be reproduced, duplicated or disseminated
for any purpose other than to promote and/or inform Customer and Members about the Services. CADRPIus.com,
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Teladoc.com, MyLlfeValues.com and any other Web site(s) made available by Company for promotion and/or use of
the Services(collectively,the"Website"),are and shall remain the exclusive property of Company and Teladoc.
6. NON-DISCLOSURE. Company and Customer both agree, except as otherwise set forth in this Agreement and
unless otherwise required by law or compeiHed by a court of competent jurisdiction, not to disdose the terms and/or
conditions of this Agreement or any information provided to the other party with respect to this Agreement or the
Services to a third party,without the prior written consent of the other party.
7. REPRESENTATIONS AND WARRANTIES.
A. Company represents and warrants to Customer that Company and Teladoc will abide by and comply with the
Health Insurance Portability and Accountability Act of 1996 with respect to any personal medical information
provided to Company or Teladoc by Customer and/or a Member.
B. Customer admowledges, understands, and agrees that (i) the physicians providing services in connection with
the Services will not treat severe and/or emergency conditions as part of the Services and may recommend that
Members visit their primary care physicians, specialists or local facility if deemed appropriate, in the sole and
absolute discretion of such physicians; and (ii) when a Member provides prior written permission, physicians
providing services in connection with the Services will facilitate continuity of care.
C. Each party represents and warrants to the other party that(I)It has the full right, power,and authority to enter into
and to perform this Agreement; (ii) the execution, delivery, and performance of this Agreement have been duly
authorized by all necessary corporate action;and (iii)this Agreement constitutes a valid and binding obligation of
such party, enforceable against it in accordance with its terms, subject to applicable bankruptcy, insolvency,
reorganization,moratorium,and other laws affecting the rights of creditors generally.
D. DISCLAIMER OF WARRANTIES. COMPANY DOES NOT WARRANT THE UNINTERRUPTED OR ERROR-
FREE OPERATION OR PROVISION OF THE SERVICES. ALL INFORMATION, MATERIALS,AND SERVICES
ARE PROVIDED TO CUSTOMER AND/OR ANY MEMBER"AS IS." EXCEPT AS SPECIFICALLY SET FORTH
IN THIS AGREEMENT, COMPANY HEREBY DISCLAIMS ALL REPRESENTATIONS AND WARRANTIES,
EXPRESS OR IMPLIED, INCLUDING, BUT NOT LIMITED TO, WARRANTIES OF MERCHANTABILITY,
FITNESS FOR A PARTICULAR PURPOSE AND NON-INFRINGEMENT. COMPANY MAKES NO
REPRESENTATIONS OR WARRANTIES WITH RESPECT TO THE SATISFACTION OF GOVERNMENT
REGULATIONS REQUIRING DISCLOSURE OF INFORMATION ON PRESCRIPTION DRUG PRODUCTS, OR
ANY TREATMENT, ACTION OR APPLICATION OR PREPARATION OF MEDICATION BASED ON
INFORMATION OFFERED OR PROVIDED THROUGH THE SERVICES.
8. LIMITATION OF LIABILITY. NEITHER PARTY WILL BE LIABLE TO THE OTHER PARTY OR ANY THIRD PARTY
FOR ANY OF THE FOLLOWING ARISING OUT OF THIS AGREEMENT AND/OR THE SERVICES:ANY SPECIAL,
INDIRECT, INCIDENTAL, PUNITIVE, OR CONSEQUENTIAL DAMAGES, WHETHER BASED UPON BREACH OF
WARRANTY, BREACH OF CONTRACT, NEGLIGENCE, STRICT TORT OR ANY OTHER LEGAL THEORY, AND
WHETHER OR NOT ADVISED OF THE POSSIBILITY OF SUCH DAMAGES.CUSTOMER ACKNOWLEDGES AND
AGREES THAT COMPANY'S AGGREGATE LIABILITY TO CUSTOMER FOR ANY DAMAGES, LOSSES, FEES,
CHARGES, EXPENSES AND/OR LIABILITIES ARISING OUT OF OR IN CONNECTION WITH THIS AGREEMENT
AND/OR THE SERVICES SHALL NOT EXCEED THE FEES PAID BY CUSTOMER PURSUANT TO THIS
AGREEMENT FOR THE ONE (1) MONTH PERIOD PRIOR TO THE FIRST OCCURRENCE OF THE APPLICABLE
DAMAGES,LOSSES, FEES,CHARGES,EXPENSES,AND/OR LIABILITIES.
9. INDEMNIFICATION. Each party(each,the'Indemnifying Party")agrees to defend, indemnify and hold harmless the
other party and the other party's owners, officers, directors, employees, contractors, representatives, agents, and
affiliated entities (collectively, the "Indemnified Parties") from and against any third party claims (each, a "Claim")
arising out of or in connection with any breach of this Agreement by the Indemnified Party including,without limitation,
a breach of any representation, warranty, covenant, or obligation under this Agreement. The Indemnified Party shall
promptly notify the Indemnifying Party in writing of any Claim and shall reasonably cooperate with the Indemnifying
Party in the defense of such Claim. Nothing contained in this Agreement shall be construed as waiving Customer's
sovereign immunity beyond the waiver provisions of Sec. 768.28, Florida Statutes. Customer's responsibility to
indemnify CADRPIus shall be limited to the amounts set forth in Sec.768.28, Florida Statutes, including limits on the
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award of attomey's fees. Nothing contained in this Agreement shall be construed as Customer's consent to be sued.
10. GENERAL TERMS. This Agreement Is the entire agreement between Company and Customer and supersedes any
prior understandings or written or oral agreements between Company and Customer with respect to the subject
matter of this Agreement. No waiver of a breach of any provision of this Agreement by any party shall be construed as
a waiver of a subsequent breach of the same or any other provision of this Agreement.Customer's obligation to pay
for any Services received by Company or Teladoc and each of the provisions of Sections 5 through 12 shall survive
the expiration or earlier termination of this Agreement.The invalidity of any provision of this Agreement shall not affect
the enforceability of the remaining Agreement or any other provision of the Agreement. All exhibits and schedules to
this Agreement are true, correct, and are hereby incorporated into by reference and made a part of this Agreement
This Agreement shall be binding upon, inure to the benefit of, and be enforceable by Company and Customer and
their successors and assigns.This Agreement shall not be construed to give any person other than Company and the
Customer any legal or equitable right, remedy or daim under or with respect to this Agreement.This Agreement may
only be amended or changed pursuant to a written document duly executed by both Company and Customer. This
Agreement will not create a joint venture, partnership or other formal business relationship or entity of any kind,or an
obligation to form any such relationship or entity. Each party wil act as an independent entity and not as an agent of
the other party for any purpose,and neither will have the authority to bind the other.
11. NOTICES. All notices and other communications required pursuant to this Agreement shall be written and shall be
delivered by hand-delivery or by nationally recognized overnight delivery service(such as FedEx,UPS, DHL or USPS
Express Mail). All such notices and other communications shall be addressed to the parties at the addresses set forth
In the Letter or to such other address as a party may designate by notice complying with the terms of this Section.
Each such notice shall be deemed delivered (1)on the date delivered if by hand-delivery; or(il)on the date delivered
or the date delivery is refused by the recipient, if by nationally recognized ovemight delivery service.
12. DISPUTE RESOLUTION. Except as otherwise specifically set forth in this Agreement, the parties hereby agree to
resolve any and all controversies, claims and/or disputes arising out of this Agreement (each, a "Dispute") solely
pursuant to the terms of this Section.
A. Manaoement Resolution. All Disputes shall first be referred to the parties' authorized representatives for
discussion and resolution of the Dispute ("Management Resolution"), which representatives are the individuals
who have executed this Agreement on behalf of their party.
B. Arbitration. If Management Resolution fails to resolve the Dispute, then the Dispute shall be resolved by final,
binding arbitration ("Arbitration') administered by the American Arbitration Association ("AAA") under the AAA's
Commercial Arbitration Rules. In the event of any Arbitration, action to compel Arbitration, action to enforce an
Arbitration award or action to seek injunctive relief pursuant to this Agreement, the prevailing party in such
proceeding shah be entitled to an award of their reasonable attorneys'fees and costs for each such proceeding,
induding the Arbitration,trial and for all levels of appeal.
C. Govemino Law; Venue: Jurisdiction. This Agreement shall be govemed by, and construed in accordance with,
the laws of the State of Michigan (without giving effect to principles of conflicts of laws). For any action to compel
Arbitration, enforce an Arbitration award or seek injunctive relief pursuant to this Agreement, the parties hereby
expressly consent to the (i)venue of Oakland County, Michigan, USA, and each party hereby expressly waives
any objection to such venue based upon forum non-conveniens or otherwise; and (ii) jurisdiction of the state
and/or federal courts in and/or for Oakland County, Michigan, USA.
D. Injunctive Relief:Cumulative Remedies. Each party acknowledges and agrees that a violation or breach of any of
the ownership or non-disclosure provision of this Agreement could cause irreparable harm to the non-breaching
party for which monetary damages may be difficult to ascertain or an inadequate remedy. Therefore, each party
will have the right, in addition to its other rights and remedies,to seek and obtain injunctive relief for any violation
of the ownership or non-disclosure provisions of this Agreement, and each party hereby expressly waives any
objection, in any such equitable action,that the other party may have an adequate remedy at law.The rights and
remedies set forth in this Agreement are cumulative and concurrent and may be pursued separately,successively
or together.
13. Office of the Inspector General: Pursuant to Article XII of the Palm Beach County Charter, the Office of the
Inspector General has jurisdiction to investigate municipal matters, review and audit municipal contracts and other
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transactions, and make reports and recommendations to municipal goveming bodies based on such audits, reviews or
investigations. All parties doing business with the Village of Tequesta shall fully cooperate with the inspector general in
the exercise of the inspector general's functions, authority and power. The inspector general has the power to take swom
statements, require the production of records and to audit, monitor, investigate and inspect the activities of the Village of
Tequesta, as well as contractors and lobbyists of the Village of Tequesta in order to detect, deter, prevent and eradicate
fraud,waste,mismanagement, misconduct and abuses.
Public Records: In accordance with Sec. 119.0701,Florida Statutes, CADRPIus must keep and maintain this Agreement
and any other records ansnriated therewith and that are associated with the performance of the worts described in the
Scope of Services. Upon request, CADRPIus must provide the public with access to such records in accordance with
access and cost requirements of Chapter 119, Florida Statutes. Further, CADRPIus shall ensure that any exempt or
confidential records associated with this Agreement or associated with the performance of the work described in the
Scope of Services are not disclosed except as authorized by law. Finally,CADRPIus shall retain the records described in
this paragraph throughout the performance of the work described in the Scope of Services, and at the conclusion of said
work and upon request, transfer to the Customer, at no cost to the Customer, all such records in the possession of
CADRPIus and destroy any duplicates thereof. Records that are stored electronically must be transferred to the
Customer in a format that is compatible with the Customer's information technology systems.
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SCHEDULE 1
DESCRIPTION OF SERVICES
CADRPIus:
I. CADRPIus provides an exdusive bundled service compromised of two leading services, TELADOC and
WELLCARD HEALTH
II. Implementation-CADRPIus services can be implemented within 30 days of receipt of eligibiity data.
a. Member Eligibility File: CADRPIus or its designated TPA to provide eligibility file template detailing the
information required from Customer to enroll Members in CADRPIus:
• Name/Address/Phone/Email/DOB/Gender/Company
III. Fulfillment-CADRPIus or its designated TPA will provide the following.
1. A welcome email sent to the email address provided outlining the steps to activate the member's
account and access services.
2. Membership Card with integrated Color tri-fold brochure mailed to facility where member works.
3. Toil-free numbers and website login information.
IV. Utilization Marketing Awareness Program Online/OFfline-CADRPIus will provide Customer with marketing
materials in digital format to use as needed with communications with eligible persons about the CADRPIus
benefits.
a. Customer agrees to communicate about CADRPIus benefits minimum quarterly:
1. Create joint Marketing/Awareness Team and agree on schedule of communication to eligible
persons.
2. Rollout Internal Awareness Program incorporating CADRPIus Services
a. Information on its intranet, newsletters,email and other communication methods.
3. Digital examples of, posters,payrol stuffers, Employee PPT, 18,2 page brochures, letters, etc.
4. Flash Demo with link
5. CADRPIus to work with Customer to develop employee testimonial to use in intemal communications
6. Content can be put on the insurance card provided by your current plan
b. Additional offline marketing initiatives and pieces can be available and customized at additional cost.
i. Branding and customizing brochures,magnates,key chains,etc.
TELADOC:
V. Teladoc provides a network of licensed physicians and specialists accessible via telephone, video or mobile
phone application.
VI. Coverage for Members,including legal dependents.
VII. Membership Cards with unique identification number for each Member.
VI II. Physician Consultations-Available 24 hours per day, 7 days per week,and 365 days per year.
b. BY PHONE Members access to a special Member only toll-free number.
i. Priority:Usually within f hour. Requires receipt of a completed Medical Assessment and History
Questionnaire to create a physician/patient relationship and for medication to be ordered.
ii. By Appointment: available by next day. Requires receipt of a completed Medical Assessment
and History Questionnaire to create a physician/patient relationship and ordering medications.
c. ONLINE
L Video:Secure video consultation with a physician through our secure video conferencing system.
IX. Prescription Program - Only Members who have accurately and fully completed the Medical Assessment and
History Questionnaire and established a physician/patient relationship are eligible to receive medications. NO
controlled medications are available through Teladoc.
X. Member Services Toll Free Support:Members have access to Member only toll-free support.24/7.
XI. Physician Response Times:
a. Tele-Consult By Appointment—Within approximately 24 hours.
b. Tele-Consult Priority—Within approximately 10 minutes,but no later than within 1 hour.
XII. System Availability-Commercially reasonable efforts to make the Services available in fuN at all times.
XIII. Reports-Access to utilization repots of the Members for Customer's review-minimum quarterly
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SCHEDULE 2
PRICING
MEMBERS:'
El Full-Time Empbyees 0 Legal Dependents up to five(5) 0 Part-Time Employees
Total Members Covered: 100
Enrollment Date: 10/01/17
PLAN SUBSCRIBED:
O WHOLE GROUP
RECURRING PEPM FEES:
O WHOLE GROUP-Member+Dependents $6.50 PEPMZ_
ONE-TIME FULFILLMENT FEES:
O Electronic Fulfillment(Confirmation&Welcome Emails) 0 Included ❑ Customer
O Hard Mailer to House Welcome Brochure $1.75 PM, 0 Included ❑ Customer
BILLING CYCLE:
O Monthly ❑ Quarterly ❑ Annually
Member CADRPIus Registration Fees Paid bv:
❑ Member ❑ Customer El Waived
Dependent CADRPIus Registration Fees Paid bv:
❑ Member ❑ Customer 0 Waived
Consultation and Telephonic Fees:
By Appointment $00.00 Paid by: 0 Included ❑ Member ❑ Customer
Priority $00.00 Paid by: 0 Included ❑ Member ❑ Customer
Video Consult $00.00 Paid by: 0 Included ❑ Member ❑ Customer
Online Resources $00.00 Paid by: 0 Included ❑ Member ❑ Customer
'The tens'Member"means each employee of Customer,or,in the case of a trade association,registered members of such association,including up to
five(5)legal dependents of each employee/member.Only employees/members,and not their legal dependents,are included In the count of Members
for calculating the PEPM Fee.
2 This PEPM price of$6.50 reflects 100%ublizabon of the Teladoc service for 2016-2017. The PEPM rate will be adjusted upon renewal each year up
or down by$.04 PEPM per 1%difference from 100%for the annual utilization of the prior calendar year. The additional cost or refund of$.04 per 1%
rate is guaranteed to remain the same and will not be subject to increase prior to renewal in October 2019.
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Village of Tequesta
Utilization Cost Increases for 2017 Renewal Estimates
Utilization Price
Below 50% $ 4.50
55% $ 4.70
60% $ 4.90
75% $ 5.50
10096 $ 6.50
150% $ 8.50
20096 $ 10.50
PUBLIC RECORDS. In accordance with Sec. 119.0701, Florida Statutes,
CONTRACTOR must keep and maintain this Agreement and any other
records associated therewith and that are associated with the
performance of the work described in the Proposal or Bid. Upon request
from the Village's custodian of public records, CONTRACTOR must provide
the Village with copies of requested records, or allow such records to be
inspected or copied, within a reasonable time in accordance with access
and cost requirements of Chapter 119, Florida Statutes. A CONTRACTOR
who fails to provide the public records to the Village,or fails to make them
available for inspection or copying, within a reasonable time may be
subject to attorney's fees and costs pursuant to Sec. 119.0701, Florida
Statutes,and other penalties under Sec. 119.10,Florida Statutes. Further,
CONTRACTOR shall ensure that any exempt or confidential records
associated with this Agreement or associated with the performance of the
work described in the Proposal or Bid are not disclosed except as
authorized by law for the duration of the Agreement term, and following
completion of the Agreement if the CONTRACTOR does not transfer the
records to the Village. Finally, upon completion of the Agreement,
CONTRACTOR shall transfer, at no cost to the Village, all public records in
possession of the CONTRACTOR, or keep and maintain public records
required by the Village. If the CONTRACTOR transfers all public records to
the Village upon completion of the Agreement, the CONTRACTOR shall
destroy any duplicate public records that are exempt or confidential and
exempt from public records disclosure requirements. If the CONTRACTOR
keeps and maintains public records upon completion of the Agreement,
the CONTRACTOR shall meet all applicable requirements for retaining
public records. Records that are stored electronically must be provided to
the VILLAGE, upon request from the Village's custodian of public records,
in a format that is compatible with the Village's information technology
systems.
IF CONTRACTOR HAS QUESTIONS REGARDING THE
APPUCATION OF CHAPTER 119, FLORIDA STATUTES, TO
CONTRACTOR'S DUTY TO PROVIDE PUBLIC RECORDS
RELATING TO THIS AGREEMENT, PLEASE CONTACT THE
VILLAGE CLERK, RECORDS CUSTODIAN FOR THE VILLAGE, AT
(561) 768-0685, OR AT Imcwilliams@teauesta.orR, OR AT 345
TEQUESTA DRIVE, TEQUESTA, FLORIDA 33469.
\ TEQUESTA POLICE DEPARTMENT
) IGE
� �u MEMORANDUM P��
To: Michael.Couzzo,Village Manager
From: Jim McGrew
Date: June 7, 2017
Subject: Motorola Service Agreement
The Tequesta Police Department's current service agreement with Motorola Solutions will
expire 09/30/2017. The new service agreement is scheduled to start on 10/1/2017. The
service agreement will cover portable and mobile radios as well as the dispatch consoles for a
period of one year.
The amount of the new service agreement is $17,745.68. This is an annual three percent
increase of$458.64.
0 MOTOROLA SOLUTIONS SERVICES AGREEMENT
Attn:National Service Support/4th fl Contract Number: S00001025123
1301 East Algonquin Road
(800)247-2346
Date:04/24/2017
Company Name: Tequesta,Village Of Required P.O.: No
Attn: Customer#: 1012622016
Billing Address: 357 Tequesta Dr Bill to Tag#: 0001
City, State,Zip: Tequesta,FL,33469 Contract Start Date: 10/01/2017
Customer Contact: Contract End Date: 09/30/2018
Phone: Anniversary Day: Sep 30th
Payment Cycle: MONTHLY
PO#:
QTY MODEUOPTION SERVICES DESCRIPTION MONTHLY EXTENDED
EXT _AMT
Total Services $1,312.14 $15,745.68
SPECIAL INSTRUCTIONS-ATTACH Subtotal-Recurring Services
STATEMENT OF WORK FOR PERFORMANCE DESCRIPTIONS
Subtotal-One-Time Event
Services
Total $1,312.14 $15,745.68
Taxes - -
SERVICE AGREEMENT TO COVER 2 MCC5500 Grand Total
CONSOLES,29 APX6000 PORTABLES,10 $1,312.14 $15,745.68
APX6500 MOBILES AND 3 APX7500 THIS SERVICE AMOUNT IS SUBJECT TO STATE AND LOCAL TAXING
CONSOLETTES.SERVICES INCLUDED: JURISDICTIONS WHERE APPLICABLE,TO BE VERIFIED BY MOTOROLA.
DISPATCH,TECHNICAL SUPPORT,
INFRASTRUCTURE REPAIR WITH ADVANCED
REPLACEMENT,ON SITE INFRASTRUCTURE
RESPONSE-PREMIER AND LOCAL RADIO
COMBO PACKAGE.
The prices quoted via this service contract renewal
are valid only until expiration of the current service
contract. If Customer does not provide to MSI a
valid,executed contract renewal within 30 days of
contract expiration a one-time administrative fee
equal to 5%of the subsequent year's annual
contract rate will be billed to the Customer upon
reestablishment of the expired service contract.
Price with 5%Administration fee once delinquent=
$764.00
Subcontractor(s) City State
MOTOROLA SOUTH FLORIDA FSO PLANTATIO FL
N
MOTOROLA SYSTEM SUPPORT CENTER ELGIN IL
MOTOROLA SYSTEM SUPPORT CTR-CALL SCHAUMBU IL
CENTER D0066 RG
MOTOROLA SYSTEM SCHAUMBU IL
SUPPORT-TECHNICAL SUPPORT D0068 RG
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, is Incorporated herein by this reference.
1
•# � =a3 -/�
4166:1�� ,ems'
AUTHORIZED COST• IG T E DATE
• I i 1e• .•, O _.�
CUSTOMER(PRINT NAME)
MOTOROLA REPRESENTATIVE(SIGNATURE) TITLE DATE
Cindee Markes 954-723-4718
MOTOROLA REPRESENTATIVE(PRINT NAME) PHONE
Company Name: Tequesta,Village Of
Contract Number: S00001025123
Contract Start Date: 10/01/2017
Contract End Date: 09/30/2018
2
MOTOROLA SOLLIT/QNS
Call Center Operations 1-800-323-9949
Tequesta, Village of
To Place a Service Call for the Radio System (excludes subscribers)
Step What you need to do: Information to Provide
1 Call Motorola Call Center Operations 1-800-323-9949 (use prompt#1,then prompt#7)
2 Provide Your Customer Name Village of Tequesta
3 Type of Request "I would like to open a service call."
4 Provide System & Site ID# SZ05981 D18
5 Identify the Severity Level See Severity Table below
6 Your Name and Telephone Number
7 Descri tion of the Problem/Failure As detailed as ossible
8 Record the Service Case Number provided to you by Motorola Call Center
O erations for service call trackin ur oses
If on site support is required to resolve the service request, the Motorola call
Center Operations will dispatch the appropriate local field service provider.
To inquire on the Status of a Service Call
1 Call Motorola Call Center Operations 1-800-323-9949
2 Provide your"Customer" Name Village of Tequesta
"I would like to check on the staus of a service
3 Provide Type of Request call."
The Service Case number assigned at the time
4 the service call was opened. The number you documented in Step #8
SEVERITY LEVELS
Severity & Response Times
Level Response Definition
Severity 1 2 Hour Response System/Site down or extremely degraded
Severity 2 4 Hour Response Degraded System/Site
Severity 3 1 Day Response Non emergency, non user effecting
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Customer Name: Village of Tequesta Effective Date: 10/1/2017
Site ID Number: SZ05981
QTY Equipment Description Covered
2 MCC5500 Consoles
29 APX6000 Portables
10 APX6500 Mobiles
3 APX7500 Consolettes
4
Customer Name: Village of Teguesta PD Start Date: 10/1/2017
Contract Number: S00001025123
QTY Model Type Serial
1 APX7500 Consolette 761 CQK0514
2 APX7500 Consolette 761 CQK0515
3 APX7500 Consolette 761 CQK0516
1 APX6500 527CQK1574
2 APX6500 527CQK1575
3 APX6500 527CQK1576
4 APX6500 527CQK1577
5 APX6500 527CQK1578
6 APX6500 527CQK1579
7 APX6500 527CQK1580
8 APX6500 527CQK1581
9 APX6500 527CQK1582
10 APX6500 527CQK1583
1 APX6000 481C0K4378
2 APX6000 481CQK4379
3 APX6000 481 CQK4380
4 APX6000 481CQK4381
5 APX6000 481 CQK4382
6 APX6000 481CQK4383
7 APX6000 481 CQK4384
8 APX6000 481 CQK4385
9 APX6000 481 CQK4386
10 APX6000 481CQK4387
11 APX6000 481CQK4388
12 APX6000 481 CQK4389
13 APX6000 481 CQK4390
14 APX6000 481 CQK4391
15 APX6000 481CQK4392
16 APX6000 481 CQK4393
17 APX6000 481 CQK4394
18 APX6000 481CQK4395
19 APX6000 481CQK4396
20 APX6000 481 CQK4397
21 APX6000 481CQK4398
22 APX6000 481 CQK4399
23 APX6000 481CQK4400
24 APX6000 481CQK4401
25 APX6000 481 CQK4402
26 APX6000 481CRM3438
27 APX6000 481CRM3439
28 APX6000 481CRM3440
29 APX6000 481CRM3441
5
Service Terms and Conditions
Motorola Solutions Inc.("Motorola")and the customer named in this Agreement("Customer")hereby agree as follows:
Section 1.APPLICABILITY
These Service Terms and Conditions apply to service contracts whereby Motorola will provide to Customer either(1)
maintenance,support,or other services under a Motorola Service Agreement,or(2)installation services under a Motorola
Installation Agreement.
Section 2. DEFINITIONS AND INTERPRETATION
2.1. "Agreement"means these Service Terms and Conditions;the cover page for the Service Agreement or the
Installation Agreement,as applicable; and any other attachments,all of which are incorporated herein by this reference. In
interpreting this Agreement and resolving any ambiguities,these Service Terms and Conditions take precedence over any
cover page, and the cover page takes precedence over any attachments, unless the cover page or attachment states
otherwise.
2.2."Equipment"means the equipment that is specified in the attachments or is subsequently added to this Agreement.
2.3. "Services"means those installation, maintenance, support,training,and other services described in this Agreement.
Section 3.ACCEPTANCE
Customer accepts these Service Terms and Conditions and agrees to pay the prices set forth in the Agreement. This
Agreement becomes binding only when accepted in writing by Motorola.The term of this Agreement begins on the"Start
Date"indicated in this Agreement.
Section 4.SCOPE OF SERVICES
4.1. Motorola will provide the Services described in this Agreement or in a more detailed statement of work or other
document attached to this Agreement.At Customer's request, Motorola may also provide additional services at Motorola's
then-applicable rates for the services.
4.2. If Motorola is providing Services for Equipment, Motorola parts or parts of equal quality will be used;the Equipment
will be serviced at levels set forth in the manufacturer's product manuals;and routine service procedures that are
prescribed by Motorola will be followed.
4.3. If Customer purchases from Motorola additional equipment that becomes part of the same system as the initial
Equipment,the additional equipment may be added to this Agreement and will be billed at the applicable rates after the
warranty for that additional equipment expires.
4.4.All Equipment must be in good working order on the Start Date or when additional equipment is added to the
Agreement. Upon reasonable request by Motorola,Customer will provide a complete serial and model number list of the
Equipment.Customer must promptly notify Motorola in writing when any Equipment is lost,damaged,stolen or taken out
of service.Customer's obligation to pay Service fees for this Equipment will terminate at the end of the month in which
Motorola receives the written notice.
4.5. Customer must specifically identify any Equipment that is labeled intrinsically safe for use in hazardous
environments.
4.6. If Equipment cannot, in Motorola's reasonable opinion, be properly or economically serviced for any reason, Motorola
may modify the scope of Services related to that Equipment; remove that Equipment from the Agreement;or increase the
price to Service that Equipment.
4.7. Customer must promptly notify Motorola of any Equipment failure. Motorola will respond to Customer's notification in
a manner consistent with the level of Service purchased as indicated in this Agreement.
Section 5. EXCLUDED SERVICES
5.1. Service excludes the repair or replacement of Equipment that has become defective or damaged from use in other
than the normal,customary, intended,and authorized manner; use not in compliance with applicable industry standards;
excessive wear and tear; or accident, liquids,power surges, neglect,acts of God or other force majeure events.
5.2. Unless specifically included in this Agreement,Service excludes items that are consumed in the normal operation of
the Equipment,such as batteries or magnetic tapes.; upgrading or reprogramming Equipment;accessories,belt clips,
battery chargers, custom or special products, modified units, or software;and repair or maintenance of any transmission
line, antenna, microwave equipment, tower or tower lighting, duplexer, combiner,or multicoupler. Motorola has no
6
obligations for any transmission medium,such as telephone lines, computer networks,the internet or the worldwide web,
or for Equipment malfunction caused by the transmission medium.
Section 6.TIME AND PLACE OF SERVICE
Service will be provided at the location specified in this Agreement.When Motorola performs service at Customer's
location,Customer will provide Motorola, at no charge,a non-hazardous work environment with adequate shelter, heat,
light, and power and with full and free access to the Equipment.Waivers of liability from Motorola or its subcontractors will
not be imposed as a site access requirement. Customer will provide all information pertaining to the hardware and
software elements of any system with which the Equipment is interfacing so that Motorola may perform its Services.
Unless otherwise stated in this Agreement,the hours of Service will be 8:30 a.m.to 4:30 p.m., local time,excluding
weekends and holidays.Unless otherwise stated in this Agreement,the price for the Services exclude any charges or
expenses associated with helicopter or other unusual access requirements;if these charges or expenses are reasonably
incurred by Motorola in rendering the Services,Customer agrees to reimburse Motorola for those charges and expenses.
Section 7.CUSTOMER CONTACT
Customer will provide Motorola with designated points of contact(list of names and phone numbers)that will be available
twenty-four(24)hours per day,seven(7)days per week, and an escalation procedure to enable Customer's personnel to
maintain contact, as needed,with Motorola.
Section 8.PAYMENT
Unless alternative payment terms are stated in this Agreement, Motorola will invoice Customer in advance for each
payment period.All other charges will be billed monthly,and Customer must pay each invoice in U.S.dollars within twenty
(20)days of the invoice date. Customer will reimburse Motorola for all property taxes,sales and use taxes, excise taxes,
and other taxes or assessments that are levied as a result of Services rendered under this Agreement(except income,
profit, and franchise taxes of Motorola)by any govemmental entity.
Section 9.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.
Section 10. DEFAULT(TERMINATION
10.1. If either party defaults in the performance of this Agreement,the other party will give to the non-performing party a
written and detailed notice of the default.The non-performing party will have thirty(30)days thereafter to provide a written
plan to cure the default that is acceptable to the other party and begin implementing the cure plan immediately after plan
approval. If the non-performing party fails to provide or implement the cure plan,then the injured party, in addition to any
other rights available to it under law,may immediately terminate this Agreement effective upon giving a written notice of
termination to the defaulting party.
10.2.Any termination of this Agreement will not relieve either party of obligations previously incurred pursuant to this
Agreement, including payments which may be due and owing at the time of termination.All sums owed by Customer to
Motorola will become due and payable immediately upon termination of this Agreement. Upon the effective date of
termination, Motorola will have no further obligation to provide Services.
Section 11. LIMITATION OF LIABILITY
Except for personal injury or death, 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 the price of
twelve(12)months of Service provided under this Agreement.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. No action for contract breach or otherwise relating to the transactions contemplated by this
Agreement may be brought more than one (1)year after the accrual of the cause of action,except for money due upon an
open account.This limitation of liability will survive the expiration or termination of this Agreement and applies
notwithstanding any contrary provision.
Section 12. EXCLUSIVE TERMS AND CONDITIONS
7
12.1. This Agreement supersedes all prior and concurrent agreements and understandings between the parties,whether
written or oral, related to the Services, and there are no agreements or representations conceming the subject matter of
this Agreement except for those expressed herein.The Agreement may not be amended or modified except by a written
agreement signed by authorized representatives of both parties.
12.2. Customer agrees to reference this Agreement on any purchase order issued in furtherance of this Agreement,
however,an omission of the reference to this Agreement will not affect its applicability. In no event will either party be
bound by any terms contained in a Customer purchase order,acknowledgement,or other writings unless:the purchase
order, acknowledgement,or other writing specifically refers to this Agreement; clearly indicate the intention of both parties
to override and modify this Agreement; and the purchase order,acknowledgement,or other writing is signed by authorized
representatives of both parties.
Section 13.PROPRIETARY INFORMATION; CONFIDENTIALITY; INTELLECTUAL PROPERTY RIGHTS
13.1.Any information or data in the form of specifications,drawings, reprints,technical information or otherwise fumished
to Customer under this Agreement will remain Motorola's property,will be deemed proprietary,will be kept confidential,
and will be promptly retumed at Motorola's request.Customer may not disclose,without Motorola's written permission or
as required by law,any confidential information or data to any person,or use confidential information or data for any
purpose other than performing its obligations under this Agreement.The obligations set forth in this Section survive the
expiration or termination of this Agreement.
13.2. Unless otherwise agreed in writing,no commercial or technical information disclosed in any manner or at any time
by Customer to Motorola will be deemed secret or confidential. Motorola will have no obligation to provide Customer with
access to its confidential and proprietary information,including cost and pricing data.
13.3.This Agreement does not grant directly or by implication,estoppel,or otherwise,any ownership right or license
under any Motorola patent,copyright,trade secret,or other intellectual property including any intellectual property created
as a result of or related to the Equipment sold or Services performed under this Agreement.
Section 14.FCC LICENSES AND OTHER AUTHORIZATIONS
Customer is solely responsible for obtaining licenses or other authorizations required by the Federal Communications
Commission or any other federal,state,or local government agency and for complying with all rules and regulations
required by govemmental agencies. Neither Motorola nor any of its employees is an agent or representative of Customer
in any govemmental matters
Section 15.COVENANT NOT TO EMPLOY
During the term of this Agreement and continuing for a period of two(2)years thereafter, Customer will not hire,engage
on contract,solicit the employment of,or recommend employment to any third party of any employee of Motorola or its
subcontractors without the prior written authorization of Motorola.This provision applies only to those employees of
Motorola or its subcontractors who are responsible for rendering services under this Agreement. If this provision is found
to be overly broad under applicable law,it will be modified as necessary to conform to applicable law
Section 16.MATERIALS,TOOLS AND EQUIPMENT
All tools,equipment,dies,gauges, models,drawings or other materials paid for or fumished by Motorola for the purpose
of this Agreement will be and remain the sole property of Motorola. Customer will safeguard all such property while it is in
Customer's custody or control, be liable for any loss or damage to this property,and return it to Motorola upon request.
This property will be held by Customer for Motorola's use without charge and may be removed from Customer's premises
by Motorola at any time without restriction.
Section 17.GENERAL TERMS
17.1. If any court renders any portion of this Agreement unenforceable,the remaining terms will continue in full force and
effect.
17.2.This Agreement and the rights and duties of the parties will be interpreted in accordance with the laws of the State in
which the Services are performed
17.3. Failure to exercise any right will not operate as a waiver of that right,power, or privilege.
17.4. Neither party is liable for delays or lack of performance resulting from any causes that are beyond that party's
reasonable control, such as strikes, material shortages,or acts of God.
17.5. Motorola may subcontract any of the work,but subcontracting will not relieve Motorola of its duties under this
Agreement.
8
17.6. Except as provided herein, neither Party may assign this Agreement or any of its rights or obligations hereunder
without the prior written consent of the other Party,which consent will not be unreasonably withheld.Any attempted
assignment,delegation,or transfer without the necessary consent will be void. Notwithstanding the foregoing, Motorola
may assign this Agreement to any of its affiliates or its right to receive payment without the prior consent of Customer. In
addition, in the event Motorola separates one or more of its businesses(each a"Separated Business"),whether by way of
a sale, establishment of a joint venture,spin-off or otherwise(each a"Separation Event"), Motorola may,without the prior
written consent of the other Party and at no additional cost to Motorola,assign this Agreement such that it will continue to
benefit the Separated Business and its affiliates(and Motorola and its affiliates,to the extent applicable)following the
Separation Event
17.7.THIS AGREEMENT WILL RENEW, FOR AN ADDITIONAL ONE(1)YEAR TERM, ON EVERY ANNIVERSARY OF
THE START DATE UNLESS EITHER THE COVER PAGE SPECIFICALLY STATES A TERMINATION DATE OR ONE
PARTY NOTIFIES THE OTHER IN WRITING OF ITS INTENTION TO DISCONTINUE THE AGREEMENT NOT LESS
THAN THIRTY(30)DAYS OF THAT ANNIVERSARY DATE.At the anniversary date,Motorola may adjust the price of the
Services to reflect its current rates.
17.8. If Motorola provides Services after the termination or expiration of this Agreement,the terms and conditions in effect
at the time of the termination or expiration will apply to those Services and Customer agrees to pay for those services on
a time and materials basis at Motorola's then effective hourly rates.
Revised Jan 1,2010
9
41) IKOTORCILA
Statement of Work
On Site Infrastructure Response and Dispatch Service
1.0 Description of Services
The Motorola System Support Center(SSC)will receive Customer request for service and dispatch a Servicer.
The Servicer will respond to the Customer location based on pre-defined Severity Levels set forth in the
Severity Definitions Table and Response times set forth in the Response Time Table in order to Restore the
System.
Motorola will provide Case management as set forth herein.The SSC will maintain contact with the on-site
Servicer until System Restoral and Case is closed.The SSC will Continuously track and manage Cases from
creation to close through an automated Case tracking process. This Case management allows for Motorola to
provide Case activity reports.
The terms and conditions of this Statement of Work(SOW)are an integral part of Motorola's Service Terms
and Conditions or other applicable Agreement to which it is attached and made a part thereof by this reference.
2.0 Motorola has the following responsibilities:
2.1. Continuously receive service requests.
2.2. Create a Case as necessary when service requests are received. Gather information to perform the
following:
2.2.1. Characterize the issue.
2.2.2. Determine a plan of action.
2.2.3. Assign and track the Case to resolution.
2.3. Dispatch a Servicer as required by Motorola standard procedures and provide necessary Case information
collected in 2.2.
2.4. Ensure the required personnel have access to Customer information as needed.
2.5. Servicer will perform the following on-site:
2.5.1. Run diagnostics on the Infrastructure or FRU.
2.5.2. Replace defective Infrastructure or FRU,as applicable.Customer,Servicer or Motorola may
provide Infrastructure or FRU.
2.5.3. Provide materials,tools,documentation,physical planning manuals,diagnostic/test equipment and
any other requirements necessary to perform the Maintenance service.
2.5.4. If a third party Vendor is needed to Restore the System,the Servicer may accompany that Vendor
onto the Customer's premises.
2.6. Verify with Customer that Restoration is complete or System is functional,if required by Customer's
repair Verification in the Customer Support Plan required by section 3.2. If Verification by Customer
cannot be completed within 20 minutes of Restoration,the Case will be closed and the Servicer will be
released.
2.7. Escalate the Case to the appropriate party upon expiration of a Response time.
2.8. Close the Case upon receiving notification from Customer or Servicer,indicating the Case is resolved.
2.9.Notify Customer of Case Status as defined required by the Customer Support Plan:
2.9.1. Open and closed;or
2.9.2. Open,assigned to the Servicer,arrival of the Servicer on-site,deferred or delayed,closed.
2.10. Provide Case activity reports to Customer.
3.0 Customer has the following responsibilities:
3.1. Contact Motorola,as necessary,to request service.
3.2. Provide Motorola with pre-defined Customer information and preferences prior to Start Date necessary to
complete Customer Support Plan.
3.2.1. Case notification preferences and procedure.
3.2.2. Repair Verification preference and procedure.
10
mCrrORQLA
3.2.3. Database and escalation procedure forms.
3.2.4. Submit changes in any information supplied in the Customer Support Plan to the Customer
Support Manager.
3.3. Provide the following information when initiating a service request:
3.3.1. Assigned System ID number.
3.3.2. Problem description and site location.
3.3.3. Other pertinent information requested by Motorola to open a Case.
3.4. Allow Servicers access to Equipment.
3.5. Supply Infrastructure or FRU,as applicable,in order for Motorola to Restore the System as set forth in
paragraph 2.5.2.
3.6. Maintain and store in an easily accessible location any and all Software needed to Restore the System.
3.7. Maintain and store in an easily accessible location proper System backups.
3.8. For E911 systems,test the secondary/backup PSAP connection to be prepared in the event of a
catastrophic failure of a system. Train appropriate personnel on the procedures to perform the function of
switching to the backup PSAP.
3.9. Verify with the SSC that Restoration is complete or System is functional,if required by Repair
Verification preference provided by Customer in accordance with section 3.2.
3.10.Cooperate with Motorola and perform all acts that are reasonable or necessary to enable Motorola to
provide these services.
11
41) MOTOROLA
Severity Definitions Table
Severity Level Problem Types
Severity 1 Response is provided Continuously
Major System failure
33%of System down
33%of Site channels down
Site Environment alarms(smoke,access,temp,AC power.
This level is meant to represent a major issue that results in an unusable
system,sub-system,Product,or critical features from the Customer's
perspective. No Work-around or immediate solution is available.
Severity 2 Response during Standard Business Day
Significant System Impairment not to exceed 33%of system down
System problems presently being monitored
This level is meant to represent a moderate issue that limits a Customer's
normal use of the system,sub-system,product,or major non-critical
features from a Customer's perspective
Severity 3 Response during Standard Business Day
Intermittent system issues
Information questions
Upgrades/Preventative maintenance
This level is meant to represent a minor issue that does not preclude use of
the system,sub-system,product,or critical features from a Customer's
perspective.It may also represent a cosmetic issue,including
documentation errors,general usage questions,recommendations for
product enhancements or modifications,and scheduled events such as
preventative maintenance or product/system upgrades.
Response Times Table(Customer's Response Time Classification is designated in the Service Agreement)
Severity Level Premier Regular
Response Time Response Time
Severity 1 Within 2 hours from receipt of Within 4 hours from receipt of
Notification Notification
Continuously 24 x 7 Standard Business Day
Severity 2 Within 4 hours from receipt of Within 4 hours from receipt of
Notification Notification
Standard Business Day Standard Business Day
Severity 3 Within 24 hours from receipt of Within 24 hours from receipt of
Notification Notification
Standard Business Day Standard Business Day
12
1MOTOROLA
Statement of Work
Technical Support Service
1.0 Description of Services
The Technical Support service provides centralized remote telephone support for technical issues that
require a high level of communications systems expertise or troubleshooting on Equipment.The
Motorola System Support Center's(SSC)Technical Support Operation is staffed with technologists
who specialize in the diagnosis and resolution of system performance issues. Technical Support
Service(i)does not include software upgrades that may be required for issue resolution;and(ii)does
not include Customer training(iii)is only available for those system types supported and approved by
Technical Support Operations.
Technical Support is applicable to the following system types:Astro 25 6.x,SmartZone v2.0.3 and
higher,SmartZone/OmniLink,E911,Private Data v2.0.3 and higher,SmartNet and Conventional Two-
Way.
The terms and conditions of this Statement of Work(SOW)are an integral part of Motorola's Service
Terms and Conditions or other applicable Agreement to which it is attached and made a part thereof by
this reference.
2.0 Motorola has the following responsibilities:
2.1. Respond to requests for Technical Support for the Restoration of failed Systems and diagnosis
of operation problems in accordance with the response times set forth in the Remote
Technical Support Response Times Table and the Severity Level defined in the Severity
Definitions Table.
2.2. Advise caller of procedure for determining any additional requirements for issue
characterization,Restoration,including providing a known fix for issue resolution when
available.
2.3. Attempt remote access to System for remote diagnostics,when possible.
2.4. Maintain communication with the Servicer or Customer in the field until close of the Case,as
needed.
2.5. Coordinate technical resolutions with agreed upon third party vendor(s),as needed.
2.6. Escalate and manage support issues,including Systemic issues,to Motorola engineering and
product groups,as applicable.
2.7. Escalate the Case to the appropriate party upon expiration of a Response time.
2.8. Provide Configuration Change Support and Work Flow changes to Systems that have dial in
or remote access capability.
2.9. Determine,in its sole discretion,when a Case requires more than the Technical Support
services described in this SOW and notify Customer of an alternative course of action.
3.0 Customer has the following responsibilities:
3.1. Provide Motorola with pre-defined information prior to Start Date necessary to complete
Customer Support Plan.
3.1.1. Complete database and escalation procedure forms.
3.1.2. Submit changes in any information supplied in the Customer Support Plan to the
Customer Support Manager.
3.2. Contact the SSC in order to access the Technical Support Operation,provide name of caller,
name of Customer,System 1D number,Service Agreement number,site(s)in questions,and brief
description of the problem.
3.3. Supply on-site presence when requested by System Support Center.
3.4. Validate issue resolution prior to close of the Case.
13
(1) MOTORQLA
3.5. Allow Motorola remote access to the System by equipping the System with the necessary
Connectivity.
3.6. Acknowledge that Cases will be handled in accordance with the times and priorities as defined in
Remote Technical Support Response Times Table and the Severity Level defined in the Severity
Definitions Table.
3.7. Cooperate with Motorola and perform all acts that are reasonable or necessary to enable Motorola
to provide the Technical Support service to Customer.
Severity Definitions Table
Severity Level Problem Types
Severity I Response is provided Continuously
Major System failure
33%of System down
33%of Site channels down
Site Environment alarms(smoke,access,temp,AC power.
This level is meant to represent a major issue that results in an unusable
system,sub-system,Product,or critical features from the Customer's
perspective. No Work-around or immediate solution is available.
Severity 2 Response during Standard Business Day
Significant System Impairment not to exceed 33%of system down
System problems presently being monitored
This level is meant to represent a moderate issue that limits a Customer's
normal use of the system,sub-system,product,or major non-critical
features from a Customer's perspective
Severity 3 Response during Standard Business Day
Intermittent system issues
Information questions
Upgrades/preventative maintenance
This level is meant to represent a minor issue that does not preclude use of
the system,sub-system,product,or critical features from a Customer's
perspective.It may also represent a cosmetic issue,including
documentation errors,general usage quesrions,recommendations for
product enhancements or modifications,and scheduled events such as
preventative maintenance or product/system upgrades.
Remote Technical Support Response Times Table
SEVERITY RESPONSE
Severity 1 Within 1 Hour from receipt of Notification,Continuously
Severity 2 Within 4 Hours from receipt of Notification,Standard Business Day
Severity 3 Within next Business Day,Standard Business Day
14
ip MOTOROLA
Statement of Work
Infrastructure Repair with Advanced Replacement
LO Description of Services
Infrastructure Repair with Advanced Replacement is a repair service for Motorola and select third party
Infrastructure as set forth in the applicable attached Exhibit(s),all of which are hereby incorporated into this
Statement of Work(SOW)by this reference. Infrastructure may be repaired down to the Component level,as
applicable,at the Motorola Infrastructure Depot Operations(IDO).At Motorola's discretion,select third party
Infrastructure may be sent to the original equipment manufacturer or third party vendor for repair.If
Infrastructure is no longer supported by the original equipment manufacturer or third party vendor,Motorola
may replace Infrastructure with similar Infrastructure,when possible.
When available,Motorola will provide Customer with an Advanced Replacement unit(s)or FRU(s)in exchange
for Customer's malfunctioning FRU(s).Non-standard configurations,Customer-modified Infrastructure and
certain third party Infrastructure are excluded from Advanced Replacement service.Malfunctioning FRU(s)
will be evaluated and repaired by IDO and returned to IDO FRU inventory upon completion of repair.
The terms and conditions of this SOW are an integral part of Motorola's Service Terms and Conditions or other
applicable agreement to which it is attached and made a part thereof by this reference.
2.0 Motorola has the following responsibilities:
2.1. Use commercially reasonable efforts to maintain an inventory of FRU.
2.2. Provide new or reconditioned units as FRU to Customer or Servicer,upon request and subject to
availability. The FRU will be of similar kit and version,and will contain like boards and chips,as the
Customer's malfunctioning Infrastructure.
2.3. Program FRU to original operating parameters based on templates provided by Customer as required in
Section 3.5. If Customer template is not provided or is not reasonably usable,a standard default template
will be used.
2.4. Properly package and ship Advanced Replacement FRU from IDO or select third party FRU inventory to
Customer specified address.
2.4.1. During normal operating hours of Monday through Friday 7:00am to 7:00pm CST,excluding
holidays,FRU will be sent next day air via Federal Express Priority Overnight or UPS Red,unless
otherwise requested. Select third party FRU may ship second day air via Federal Express Priority
Overnight or UPS red as noted in the attached exhibit(s). Motorola will pay for such shipping,
unless Customer requests shipments outside of the above mentioned standard business hours
and/or carrier programs,such as NFO(next flight out). In such cases,Customer will be subject to
shipping and handling charges.
2.4.2. When sending the Advanced Replacement FRU to Customer,provide a return air bill in order for
Customer to return the Customer's malfunctioning FRU. The Customer's malfunctioning FRU
will become property of IDO or select third party and the Customer will own the Advanced
Replacement FRU.
2.4.3. When sending a Loaner FRU to Customer,IDO will not provide a return air bill for the
malfunctioning Infrastructure. The Customer is responsible to arrange and pay for shipping the
malfunctioning Infrastructure to IDO. IDO will repair and return the Customer's Infrastructure
and will provide a return air bill for the customer to return IDO's Loaner FRU.
2.5. Provide repair retum authorization number upon Customer request for Infrastructure that is not classified
as an Advanced Replacement or Loaner FRU.
2.6. Receive malfunctioning Infrastructure from Customer and document its arrival,repair and return.
2.7. Perform the following service on Motorola Infrastructure:
2.7.1. Perform an operational check on the Infrastructure to determine the nature of the problem.
2.7.2. Replace malfunctioning FRU or Components.
2.7.3. Verify that Motorola Infrastructure is resumed to Motorola manufactured specifications,as applicable
2.7.4. Perform a Box Unit Test on all serviced Infrastructure.
2.7.5. Perform a System Test on select Infrastructure.
15
4110 16110roPrCIia
2.8. Provide the following service on select third party Infrastructure:
2.8.1.Perform pre-diagnostic and repair services to confirm Infrastructure malfunction and eliminate
sending Infrastructure with no trouble found(NTF)to third party vendor for repair,when
applicable.
2.8.2.Ship malfunctioning Infrastructure to the original equipment manufacturer or third party vendor
for repair service,when applicable.
2.8.3. Track Infrastructure sent to the original equipment manufacturer or third party vendor for service.
2.8.4. Perform a post-test after repair by Motorola,original equipment manufacturer,or third party
vendor to confirm malfunctioning Infrastructure has been repaired and functions properly in a
Motorola System configuration,when applicable.
2.9. Re-program repaired Infrastructure to original operating parameters based on templates provided by
Customer as required by Section 3.5.If Customer template is not provided or is not reasonably usable,a
standard default template will be used.If IDO determines that the malfunctioning Infrastructure is due to a
Software defect,IDO reserves the right to reload Infrastructure with a similar Software version.
Enhancement Release(s),if needed,are subject to additional charges to be paid by Customer unless the
Customer has a Motorola Software Subscription agreement.
2.10.Properly package repaired Infrastructure unless Customer's malfunctioning FRU was exchanged with an
IDO FRU.Motorola will return Customer's FRU(s)to IDO's FRU inventory,upon completion of repair.
2.11.Ship repaired Infrastructure to the Customer specified address during normal operating hours set forth in
2.4.1.FRU will be sent two-day air unless otherwise requested. Motorola will pay for such shipping,
unless Customer requests shipments outside of the above mentioned standard business hours and/or carrier
programs,such as NFO(next flight out). In such cases,Customer will be subject to shipping and handling
charges.
3.0 Customer has the following responsibilities:
3.1. Contact or instruct Servicer to contact the Motorola System Support Center(SSC)and request an
Advanced Replacement,or Loaner FRU and a retum authorization number(necessary for all non-
Advanced Replacement repairs)prior to shipping malfunctioning Infrastructure or third party
Infrastructure named in the applicable attached Exhibit.
3.1.1. Provide model description,model number,serial number,type of System and Firmware version,
symptom of problem and address of site location for FRU or Infrastructure.
3.1.2. Indicate if Infrastructure or third party Infrastructure being sent in for service was subjected to
physical damage or lightning damage.
3.1.3. Follow Motorola instructions regarding inclusion or removal of Firmware and Software
applications from Infrastructure being sent in for service.
3.1.4. Provide Customer purchase order number to secure payment for any costs described herein.
3.2 Pay for shipping of Advanced Replacement or Loaner FRU from IDO if Customer requested shipping
outside of standard business hours or carrier programs set forth in section 2.4.1.
3.3 Within five(5)days of receipt of the Advanced Replacement FRU from IDO's FRU inventory,properly
package Customer's malfunctioning Infrastructure and ship the malfunctioning Infrastructure to IDO for
evaluation and repair as set forth in 2.7.Customer must send the return air bill,referenced in 2.4.2 above
back to IDO in order to ensure proper tracking of the returned Infrastructure. Customer will be subject to a
replacement fee for malfunctioning Infrastructure not properly returned. For Infrastructure and/or third
party Infrastructure repairs that are not exchanged in advance,properly package Infrastructure and ship the
malfunctioning FRU,at Customer's expense and risk of loss to Motorola.Customer is responsible for
properly packaging the Customer malfunctioning Infrastructure FRU to ensure that the shipped
Infrastructure arrives un-damaged and in repairable condition. Clearly print the retum authorization
number on the outside of the packaging.
3.4 If received,Customer must properly package and ship Loaner FRU back to IDO within five(5)days of
receipt of Customer's repaired FRU.
3.5 Maintain templates of Software/applications and Firmware for reloading of Infrastructure as set forth in
paragraph 2.3 and 2.9.
3.6 For Digital In-Car Video Infrastructure,remove video from equipment prior to sending Infrastructure in for
repair. Video retrieval is a separate service and is not included as part of this SOW.Additional services
and fee applies.
3.7 Cooperate with Motorola and perform all acts that are reasonable or necessary to enable Motorola to
provide the Infrastructure Repair with Advanced Replacement services to Customer.
16
MOTOFiOLA
4.0 In addition to any exclusions named in Section 5 of the Service Terms and Conditions or in any other
underlying Agreement to which this SOW is attached,the following items are excluded from Infrastructure
Repair with Advanced Replacement:
1. All Infrastructure over seven(7)years from product cancellation date.
2. All Broadband/WiNS Infrastructure three(3)years from product cancellation date.
3. Physically damaged Infrastructure.
4. Third party Equipment not shipped by Motorola.
5. Consumable items including,but not limited to,batteries,connectors,cables,tone/ink cartridges.
6. Video retrieval from Digital In-Car Video equipment.
7. Test equipment.
8. Racks,furniture and cabinets.
9. Firmware and/or Software upgrades.
17
lNOTOROLA
Console Only Infrastructure Exhibit Inclusions,Exclusions,Exceptions and Notes
Card Cages Included
Central Electronics Bank(s)(CEB) Includes Logging Recorder Interface and Network Hub,Base Interface Module(BIM),Console Operator
Interface Module(COIM),Operator Interface Module(OMI).
Excludes all other technologies
see SOW s ecificall for NICE to ing recorders
Central Electronic Shelf(CES) Included
Computer(s) Includes computers that directly interface with CEB.Includes keyboards,mice and trackballs.
Excludes laptop computers and all 286,386,486 computers.Defective or phosphor-bumed cathode ray
tubes CRTN and burned-in flat panel display image retention.
Console(s) Includes consoles(CommandSTAR,CommandSTAR lite,Centracom Gold Elite MCC7500,MCC7500 w/
VPM,MCC5500,MIP5000,MC1000.MC2000,MC2500,MC3000)as part of complete communication
System—Including headset jacks,dual footswitches,and gooseneck microphones and Console Interface
Electronics. Excludes cables
Console Audio Box(CAB) Included
Dictaphones,Logging Recorders and Recording Excludes all technologies
Equipment see SOW specifically for NICE logging recorders
Junction Box Included
Microwave Equipment. Excluded from service agreement but may be repaired on an above contract,time and material basis.All
Equipment must be shipped to IDO.
Excludes any on-site services.
Monitor(s) Includes all Motorola certified monitors connected to computers that directly interface with or control the
communications System.
Excludes defective or phosphor-burned cathode ray tubes CRT(s)and burned-in flat panel displays image
retention as well as monitors not shipped by Motorola and/or cannot be confirmed by a Motorola factory
order number.
Site Frequency Standard(s) Includes Netclocks systems
Excludes MFS-Rubidium Standard Network Time and Frequency devices
UPS Systems. Excluded from service agreements but may be repaired on an above contract,time and material basis.All
UPS Systems must be shipped to IDO for repair.
Excludes batteries and any on-site services.
18
Statement of Work
Local Radio Combo Package
1.0 Description
Local Radio Combo Package provides operational check and board level repair services for mobile,portable,
two-way and mobile data. An operational check is an analysis of the Equipment to identify external or internal
defects. Local Radio Combo Package also includes service on standard palm microphones and single mobile
controls heads,provided that they are required for normal operation of the two-way mobile and are included at
the point of manufacture.Service is only included on Equipment specifically named in the applicable
Agreement to which this Statement of Work is attached.
Local Radio Combo Package excludes repairs to:optional accessories;iDEN accessories;iDEN mobile
microphones;non-standard mobile microphones,mobile external speakers;optional or additional control
heads,single and multiple unit portable chargers;batteries,mobile antennas;mobile power&antenna cables
and power supplies.
The following are excluded from Local Radio Combo service unless they are purchased as an option for an
additional fee.The options are OnSite,Radio Survey and Analysis,Portable Remote Speaker Microphones,
Portable Antenna Replacements Mobile Remote Control Heads.
The terms and conditions of this SOW are an integral part of Motorola's Service Terms and Conditions or other
applicable agreement to which it is attached and made a part thereof by this reference.
2.0 Motorola has the following responsibilities:
2.1 Service to be performed at the Servicer facility during Standard Business Days.
2.2 Perform an operational check on the Equipment to determine the nature of the problem.
2.3 Remove/reinstall mobile or data Equipment from/to Customer's vehicle as needed for additional servicing.
2.4 Test and Restore the Equipment to Motorola factory specifications.
2.5 Remove any dust,and/or foreign substances from the Equipment.
2.6 Reprogram Equipment necessary to retum Equipment to original operating parameters based on the
template in the Equipment,if the template information can be retrieved from the Equipment,or from a
backup diskette provided by Customer containing the template information. If the Customer template is
not provided or not reasonably usable,a generic template utilizing the latest Radio Service Software
(RSS)version for that Equipment will be used. The Equipment will require additional programming by
the Customer to Restore the original template.
2.7 Notify Customer upon completion of repair for pickup of Equipment.
3.0 Customer has the following Responsibilities:
3.1 Deliver and pick up Equipment to/from the Servicer facility.
3.2 Inform Servicer of description of problem for Equipment brought in for service.
3.3 If the Equipment will not power up,or if desired,supply Servicer with a backup diskette with the
Software template or programming in order to assist in returning the Equipment to original operating
parameters. If applicable,record the current flashcode for each radio.
3.4 If Motorola must use a generic template to restore Equipment to operating condition,Customer is
responsible for any programming required to Restore Equipment to desired parameters.
3.5 Cooperate with Motorola and perform all acts that are reasonable or necessary to enable Motorola to
provide the Local Radio Combo Package service to Customer.
19
0 MOTOROLA
Statement of Work
Local Radio Combo Package
OnSite Option—Pick up & Delivery
1.0 Description of Service
Equipment will be picked up from and delivered to the Customer's location,within a designated radius of the
Servicer facility.Schedule pickups will be mutually agreed upon and outlined in the Customer Support Plan.
This Option covers Equipment that is specifically named in the applicable Agreement to which this Statement
of Work is attached.
2.0 Motorola has the following responsibilities:
2.1 Use reasonable efforts to pickup and deliver Equipment per the mutually agreed upon Customer location,
days of week,and preferred time. If a pick up/delivery cannot occur according to the preferred schedule,
Customer will be contacted prior to the scheduled pick up/delivery,to arrange a mutually agreeable
alternative date and/or time for pick up/delivery.
2.2 Generate service receipt and leave with Customer.
3.0 Customer has the following responsibilities:
3.1 Designate mutually agreeable location for service pickup and delivery,days of week,and preferred time.
3.2 Provide problem description along with unit.
20
0 1MOTOROLA SOLUTIONS
Statement of Work
Subscriber Preventative Maintenance (Local)
1.0 Description of Service:
Subscriber Preventative Maintenance provides for one annual operation test to ensure the Customer's Equipment meets
manufacturer's specifications. This service will be provided during Standard Business Days at the Servicer facility. This
service covers Equipment that is specifically named in the applicable Agreement to which this Statement of Work is
attached.
2.0 Motorola has the following responsibilities:
2.1 Physically inspect the Equipment.
2.2 Remove any dust,and/or foreign substances from the Equipment.
2.3 Measure(original measurements and the adjusted measurements),record,align and adjust the
following applicable Equipment parameters,to the frequency and modulation outlined in the Rules
and Regulations of the Federal Communications Commission(FCC):
2.3.1. Receive frequency
2.3.2. Transmit frequency
2.3.3. Deviation
2.3.4. Transmitter power
2.3.5. Reflected power in antenna line(mobile antennas only)
2.3.6. Receive sensitivity
2.3.7. Audit output levels
3.0 Customer has the following responsibilities:
3.1 Provide prefeaed schedule for Subscriber Preventative Maintenance to Motorola.
3.2 Contact the Servicer prior to Equipment being brought in for service.
3.3 Deliver portable Equipment and/or drive vehicles with mobile Equipment to Service
21
Village of Tequesta
345 Tequesta Drive " '`°,, 561-768-0700
Tequesta,FL 33469 sp vvww.tequesta.org
ti
Village Clerk's Office Memorandum
TO: Michael Couzzo,Village Manager
FROM: Lori McWilliams,Village Clerk
CC: Brad Gomberg,IT Manager
DATE: 6/1/17
SUBJECT: 2017 Nixie / Everbridge Emergency Notification System Renewal
In 2014, I received quotes from seven companies to implement an emergency notification system
all-in-one approach. We have received this year's renewal quote,which has an increase of$139.05.
However, we saw a decrease last year of $1465 over the previous year. I recommend we remain
with Nixie (who has recently merged with Everbridge) as our residents have become accustomed to
this program and software. The program is user friendly and has served the Village well.
Per the Manager(in 2014),the cost of the software is split between General and Utilities.
9/3/17—9/2/18 COST- $4,774.05
ACCOUNTS:
• 001-175-541.300-$2387.03
• 401-241-541.300-$2387.02
Vice-Mayor Vince Arena Mayor Abby Brennan Council Member Tom Paterno
Council Member Steve Okun Council Member Frank D'Ambra
Village Manager Michael Couzzo
•
, a)
- bt� 1X
,.,. .
Everbridge acquired Nixle in 2014
Quotation
Prepared for: Quote#: Q-04603-1
Date: 5/30/2017
Lori McWilliams
Expires On: 9/2/2017
Village of Tequesta Confidential
345 Tequesta Drive
Tequesta FL 33469 Salesperson: Rose Scott
United States Phone: 7818195176
Ph:(561)768-0443 Email: rose.scott®everbridgemaitcom
Fax:
Email:Imcwilliams@tequesta.org
Contract Summary Information:
Contract Period: 12 Months
Contract Start Date: 9/3/2017
Contract End Date: 9/2/2018
Note:"Quantity on this quote represents the population count
QTY DESCRIPTION PRICE
5,875 Nixie 360 USD 4,774.05
Pricing Summary:
Year One Fees: USD 4,774.05
One-time Implementation and Setup Fees: USD 0.00
Professional Services: USD 0.00
Total Year One Fees Due: USD 4.774.05
1. Additional rates apply for all international calls.
2. This Quote and the Service(s)provided are subject to the Everbridge,Inc.—Nixie Solutions service agreement entered
into by and between Everbridge and the client identified above(the"Service Agreement").
3. Subject to sales taxes where applicable.
4. Except for currency designation,the supplemental notes below,if any,supplied in this Quote are for informational
purposes and not Intended to be legally binding or override the language of the Service Agreement.
('Year One Fees are the total of the first year annual subscription fees and any one-time fees,i.e.,Professional Services.)
Page 1 of 2
Authorized by Everbridge:
Signature: Date:
Name(Print): Title:
To accept this quote,sign,date and return: \
Signature: _ i to Date: "/
Name(Print): Ai►' f��_, ZU Title: U�{ �[. rY'_'_'0_"
If
v
155 North Lake Avenue,Suite 900
Pasadena,CA 91101 USA
Tel:+1-818-230-9700
Fax:+1-818-230-9505
THANK YOU FOR YOUR BUSINESS!
Page 2 of 2
PUBLIC RECORDS. In accordance with Sec. 119.0701, Florida Statutes,
CONTRACTOR must keep and maintain this Agreement and any other
records associated therewith and that are associated with the
performance of the work described in the Proposal or Bid. Upon request
from the Village's custodian of public records,CONTRACTOR must provide
the Village with copies of requested records, or allow such records to be
inspected or copied, within a reasonable time in accordance with access
and cost requirements of-Chapter 119, Florida Statutes. A CONTRACTOR
who fails to provide the public records to the Village,or fails to make them
available for inspection or copying, within a reasonable time may be
subject to attorney's fees and costs pursuant to Sec. 119.0701, Florida
Statutes,and other penalties under Sec. 119.10,Florida Statutes. Further,
CONTRACTOR shall ensure that any exempt or confidential records
associated with this Agreement or associated with the performance of the
work described in the Proposal or Bid are not disclosed except as
authorized by law for the duration of the Agreement term, and following
completion of the Agreement if the CONTRACTOR does not transfer the
records to the Village. Finally, upon completion of the Agreement,
CONTRACTOR shall transfer, at no cost to the Village, all public records in
possession of the CONTRACTOR, or keep and maintain public records
required by the Village. If the CONTRACTOR transfers all public records to
the Village upon completion of the Agreement, the CONTRACTOR shall
destroy any duplicate public records that are exempt or confidential and
exempt from public records disclosure requirements. If the CONTRACTOR
keeps and maintains public records upon completion of the Agreement,
the CONTRACTOR shall meet all applicable requirements for retaining
public records. Records that are stored electronically must be provided to
the VILLAGE, upon request from the Village's custodian of public records,
in a format that is compatible with the Village's information technology
systems.
IF CONTRACTOR HAS QUESTIONS REGARDING THE
APPLICATION OF CHAPTER 119, FLORIDA STATUTES, TO
CONTRACTOR'S DUTY TO PROVIDE PUBUC RECORDS
RELATING TO THIS AGREEMENT, PLEASE CONTACT THE
VILLAGE CLERK, RECORDS CUSTODIAN FOR THE VILLAGE, AT
(561) 768-0685, OR AT Imcwilliams@tequesta.orK, OR AT 345
TEQUESTA DRIVE, TEQUESTA, FLORIDA 33469.