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CONTRACT 5511 Service Agreement Agreement No. 5511 INSTALLATION SERVICES AND PURCHASE AGREEMENT I u BETWEEN THE CITY OF EL SEGUNDO AND WESTNET, INC. THIS INSTALLATION SERVICES AND PURCHASE AGREEMENT ("Agreement") is made and entered into this 10 day of April, 2018, by and between the CITY OF EL SEGUNDO, a general law city and municipal corporation ("CITY") and WESTNET, INC., a California corporation ("CONTRACTOR"). The Parties agree as follows: 1. CONSIDERATION. A. As partial consideration, CONTRACTOR agrees to perform the work listed in the SCOPE OF SERVICES, below; B. As additional consideration, CONTRACTOR and CITY agree to abide by the terms and conditions contained in this Agreement; C. As additional consideration, CITY agrees to pay CONTRACTOR for CONTRACTOR's services not to exceed a total of $220,000.00 for the entire term of this Agreement. CITY will pay for work on the basis of the hourly rates and cost reimbursement rates as specified in Exhibit "A," which is incorporated by reference. 2. SCOPE OF SERVICES. A. CONTRACTOR will provide the Fire Station Alerting System and perform the installation services listed in the attached Exhibit 'A," which is incorporated by reference. The provisions contained in this Agreement supersede any conflicting provisions in Exhibit A. B. CONTRACTOR will, in a workmanlike manner, furnish all of the labor, technical, administrative, professional and other personnel, all supplies and materials, equipment, printing, vehicles, transportation, office space and facilities, and all tests, testing and analyses, calculation, and all other means whatsoever, except as herein otherwise expressly specified to be furnished by CITY, necessary or proper to perform and complete the work and provide the professional services required of CONTRACTOR by this Agreement. 3. PREVAILING WAGES. A. Pursuant to Labor Code § 1720, and as specified in 8 California Code of Regulations § 16000, CONTRACTOR must pay its workers prevailing wages. It is CONTRACTOR's responsibility to interpret and implement any City of EI Segundo Installation Services and Purchase Agreement Page 1 Agreement No. 5511 prevailing wage requirements and CONTRACTOR agrees to pay any penalty or civil damages resulting from a violation of the prevailing wage laws. B. In accordance with Labor Code § 1773.2, copies of the prevailing rate of per diem wages are available upon request from CITY's Engineering Division or the website for State of California Prevailing wage determination at htt :// w. liw,,ca, ov/ .................... CONTRACTOR must . post a copy of the prevailing rate of per diem wages at the job site. C. CITY directs CONTRACTOR's attention to Labor Code §§ 1777.5, 1777.6 and 3098 concerning the employment of apprentices by CONTRACTOR or any subcontractor. D, Labor Code § 1777.5 requires CONTRACTOR or subcontractor employing tradesmen in any apprenticeship occupation to apply to the joint apprenticeship committee nearest the site of the public works project and which administers the apprenticeship program in that trade for a certificate of approval. The certificate must also fix the ratio of apprentices to journeymen that will be used in the performance of the contract. The ratio of apprentices to journeymen in such cases will not be less than one to five except: i. When employment in the area of coverage by the joint appren- ticeship committee has exceeded an average of 15 percent in the 90 days before the request for certificate, or ii, When the number of apprentices in training in the area exceeds a ratio of one to five, or iii. When the trade can show that it is replacing at least 1/30 of its membership through apprenticeship training on an annual basis state-wide or locally, or iv. When CONTRACTOR provides evidence that CONTRACTOR employs registered apprentices on all of his contracts on an annual average of not less than one apprentice to eight journeymen. V, CONTRACTOR is required to make contributions to funds estab- lished for the administration of apprenticeship programs if CONTRACTOR employs registered apprentices or journeymen in any apprenticeable trade on such contracts and if other contractors on the public works site are making such contributions. vi. CONTRACTOR and any subcontractor must comply with Labor Code §§ 1777.5 and 1777.6 in the employment of apprentices. City of EI Segundo Installation Services and Purchase Agreement Page 2 Agreement No. 5511 vii. Information relative to apprenticeship standards, wage schedules and other requirements may be obtained from the Director of Industrial Relations, ex-officio the Administrator of Apprenticeship, San Francisco, California, or from the Division of Apprenticeship Standards and its branch offices. E. CONTRACTOR and its subcontractors must keep an accurate certified payroll records showing the name, occupation, and the actual per diem wages paid to each worker employed in connection with this Agreement. The record will be kept open at all reasonable hours to the inspection of the body awarding the contract and to the Division of Labor Law Enforcement. If requested by CITY, CONTRACTOR must provide copies of the records at its cost. 4. PAYMENTS. A. For CITY to pay CONTRACTOR as specified by this Agreement, CONTRACTOR must submit a detailed invoice to CITY. B. Payments for work will only be made after CITY issues a written notice to proceed. All work is subject to all other terms and provisions of this Agreement. 5. FAMILIARITY WITH WORK. A. By executing this Agreement, CONTRACTOR represents that CONTRACTOR has i. Thoroughly investigated and considered the scope of services to be performed; ii. Carefully considered how the services should be performed; and iii. Understands the facilities, difficulties, and restrictions attending performance of the services under this Agreement. B. If services involve work upon any site, CONTRACTOR warrants that CONTRACTOR has or will investigate the site and is or will be fully acquainted with the conditions there existing, before commencing the services hereunder. Should CONTRACTOR discover any latent or unknown conditions that may materially affect the performance of the services, CONTRACTOR will immediately inform CITY of such fact and will not proceed except at CONTRACTOR's own risk until written instructions are received from CITY. 6. INSPECTION. The Fire Station Alerting System ("Product") shall be installed in a commercially reasonable manner in accordance with Attachment A-2 and A-3 to Exhibit A. City of EI Segundo Installation Services and Purchase Agreement Page 3 Agreement No. 5511 The Product shall be subject to inspection and testing by CITY at all times and places in accordance with the System Acceptance specifications and methods as more fully set forth in Attachments E & F to Exhibit A. If, before final acceptance, any Product is found to be incomplete, or not as specified, CITY may reject it and require CONTRACTOR to correct it without charge. If CONTRACTOR is unable or refuses to correct such items within a time deemed reasonable by CITY, CITY may terminate this Agreement in whole or in part. CONTRACTOR bears all risks as to rejected Product and, in addition to any costs for which CONTRACTOR may become liable to CITY under other provisions of this order, must reimburse CITY for all transportation costs, other related costs incurred, or payments to CONTRACTOR in accordance with the terms of this order for unaccepted Product. Notwithstanding CITY's acceptance of any Product, CONTRACTOR is liable for latent defects, fraud, or such gross mistakes as constitute fraud. 7. WARRANTY. The Products shall be covered by the terms of Westnet's Standard Limited Warranty as more fully set forth in Attachment B to Exhibit A . 8. INSURANCE, A. Before commencing performance under this Agreement, and at all other times this Agreement is effective, CONTRACTOR will procure and maintain the following types of insurance with coverage limits complying, at a minimum, with the limits set forth below: TvDe of Insurance Limits (combined single) Commercial general liability: $2 Million Business automobile liability $1 Million Workers compensation Statutory requirement B. Commercial general liability insurance will meet or exceed the requirements of ISO-CGL Form No. CG 00 01 11 85 or 88, or equivalent. The amount of insurance set forth above will be a combined single limit per occurrence for bodily injury, personal injury, and property damage for the policy coverage. Liability policies will be endorsed to name City, its officials, and employees as "additional insureds" under said insurance coverage and to state that such insurance will be deemed "primary" such that any other insurance that may be carried by City will be excess thereto. CITY's additional insured status will apply with respect to liability and defense of suits arising out of LICENSEE's acts or omissions. Such insurance will be on an "occurrence," not a "claims made," basis and will not be cancelable or subject to reduction except upon thirty (30) days prior written notice to City. C. Automobile coverage will be written on ISO Business Auto Coverage Form CA 00 01 06 92, including symbol 1 (Any Auto). D. CONTRACTOR will furnish to City valid Certificates of Insurance City of EI Segundo Installation Services and Purchase Agreement Page 4 Agreement No. 5511 evidencing maintenance of the insurance required under this Agreement, a copy of an Additional Insured Endorsement as required herein, and such other evidence of insurance or copies of policies as may be reasonably required by City from time to time. Insurance must be placed with insurers with a current A.M. Best Company Rating equivalent to at least a Rating of "A:VII." Certificate(s) must reflect that the insurer will provide thirty (30) day notice of any cancellation of coverage.. E. Should CONTRACTOR, for any reason, fail to obtain and maintain the insurance required by this Agreement, City may obtain such coverage at CONTRACTOR's expense and deduct the cost of such insurance from payments due to CONTRACTOR under this Agreement or terminate. 9. TIME FOR PERFORMANCE. CONTRACTOR will not perform any work under this Agreement until: A. CONTRACTOR furnishes proof of insurance as required under Section 8 of this Agreement; and B. CITY gives CONTRACTOR a written notice to proceed. C� Should CONTRACTOR begin work in advance of receiving written authorization to proceed, any such professional services are at CONTRACTOR's own risk. 10.TERMINATION. A. Except as otherwise provided, CITY may terminate this Agreement at any time with or without cause. Notice of termination will be in writing. B� CONTRACTOR may terminate this Agreement upon providing written notice to CITY at least thirty (30) days before the effective termination date. C. Should the Agreement be terminated pursuant to this Section, (i) CITY may procure on its own terms services similar to those terminated, and (ii) Contractor shall be entitled to receive payments for all services provided up through the date of termination D. By executing this document, CONTRACTOR waives any and all claims for damages that might otherwise arise from CITY's termination under this Section. 11.INDEMNIFICATION. A. For a period of four (4) years following CITY's acceptance of the work, CONTRACTOR indemnifies and holds CITY harmless from and against any claim, action, damages, costs (including, without City of EI Segundo Installation Services and Purchase Agreement Page 5 Agreement No. 5511 limitation, attorney's fees), injuries, or liability, arising out of this Agreement, or its performance. Should CITY be named in any suit, or should any claim be brought against it by suit or otherwise, whether the same be groundless or not, arising out of this Agreement, or its performance, CONTRACTOR will defend CITY (at CITY's request and with counsel satisfactory to CITY) and will indemnify CITY for any judgment rendered against it or any sums paid out in settlement or otherwise. B. Intellectual Property Infringement. Contractor shall indemnify City for Intellectual Property Infringement pursuant to the terms of Attachment B to Exhibit A.. C. For purposes of this section "CITY" includes CITY's officers, officials, employees, agents, representatives, and certified volunteers. D. It is expressly understood and agreed that the foregoing provisions will survive termination of this Agreement. 12.INDEPENDENT CONTRACTOR. CITY and CONTRACTOR agree that CONTRACTOR will act as an independent contractor and will have control of all work and the manner in which it is performed. CONTRACTOR will be free to contract for similar service to be performed for other employers while under contract with CITY. CONTRACTOR is not an agent or employee of CITY and is not entitled to participate in any pension plan, insurance, bonus or similar benefits CITY provides for its employees. Any provision in this Agreement that may appear to give CITY the right to direct CONTRACTOR as to the details of doing the work or to exercise a measure of control over the work means that CONTRACTOR will follow the direction of the CITY as to end results of the work only. 13.NOTICES. A. All notices given or required to be given pursuant to this Agreement will be in writing and may be given by personal delivery or by mail. Such noticing does not include day-to-day communications between CITY's and CONTRACTOR's project managers. Notice sent by mail will be addressed as follows: To CITY: City of EI Segundo 350 Main Street EI Segundo, CA 90245 To CONTRACTOR: Westnet, Inc. 15542 Chemical Lane Huntington Beach, CA 92649 Attn: Dawn Matheny B. When addressed in accordance with this paragraph, notices will be City of EI Segundo Installation Services and Purchase Agreement Page 6 Agreement No. 5511 deemed given upon deposit in the United States mail, postage prepaid. In all other instances, notices will be deemed given at the time of actual delivery. C. Changes may be made in the names or addresses of persons to whom notices are to be given by giving notice in the manner prescribed in this paragraph. 14.TAXPAYER IDENTIFICATION NUMBER. CONTRACTOR will provide CITY with a Taxpayer Identification Number. 15.WAIVER. A waiver by CITY of any breach of any term, covenant, or condition contained in this Agreement will not be deemed to be a waiver of any subsequent breach of the same or any other term, covenant, or condition contained in this Agreement, whether of the same or different character. 16.CONSTRUCTION. The language of each part of this Agreement will be construed simply and according to its fair meaning, and this Agreement will never be construed either for or against either party. 17.SEVERABLE. If any portion of this Agreement is declared by a court of competent jurisdiction to be invalid or unenforceable, then such portion will be deemed modified to the extent necessary in the opinion of the court to render such portion enforceable and, as so modified, such portion and the balance of this Agreement will continue in full force and effect. 18.CAPTIONS. The captions of the paragraphs of this Agreement are for convenience of reference only and will not affect the interpretation of this Agreement. 19.WAIVER. Waiver of any provision of this Agreement will not be deemed to constitute a waiver of any other provision, nor will such waiver constitute a continuing waiver. 20.INTERPRETATION. This Agreement was drafted in and will be construed in accordance with the laws of the State of California, and exclusive venue for any action involving this agreement will be in Los Angeles County. The titles or section headings of the various provisions of this Agreement are intended solely for convenience and ease of reference and shall not in any manner amplify, limit, modify or otherwise be used in, the interpretation of any such provisions. 21.AUTHORITY/MODIFICATION. This Agreement may be subject to and conditioned upon approval and ratification by the EI Segundo City Council. This Agreement is not binding upon CITY until executed by the City Manager. The Parties represent and warrant that all necessary action has been taken by the Parties to authorize the undersigned to execute this Agreement and to engage in the actions described herein. This Agreement may be modified by written agreement. CITY's city manager may execute any such amendment on behalf of CITY. City of EI Segundo Installation Services and Purchase Agreement Page 7 Agreement No. 5511 22.ACCEPTANCE OF ELECTRONIC SIGNATURES. The Parties agree that this Agreement, agreements ancillary to this Agreement, and related documents to be entered into in connection with this Agreement will be considered signed when the signature of a party is delivered by electronic (pdf) or facsimile transmission. Such electronic or facsimile signature will be treated in all respects as having the same effect as an original signature. 23.EFFECT OF CONFLICT. In the event of any conflict, inconsistency, or incongruity between any provision of this Agreement, its attachments, the purchase order, or notice to proceed, the provisions of this Agreement will govern and control. 24.CAPTIONS. The captions of the paragraphs of this Agreement are for convenience of reference only and will not affect the interpretation of this Agreement. 25.FORCE MAJEURE. Should performance of this Agreement be prevented due to fire, flood, explosion, war, terrorist act, embargo, government action, civil or military authority, the natural elements, or other similar causes beyond the Parties' control, then the Agreement will immediately terminate without obligation of either party to the other. 26.ENTIRE AGREEMENT. This Agreement and its one attachment constitutes the sole agreement between CONTRACTOR and CITY respecting the Scope of Services. To the extent that there are additional terms and conditions contained in Exhibit "A" that are not in conflict with this Agreement, those terms are incorporated as if fully set forth above. There are no other understandings, terms or other agreements expressed or implied, oral or written. [SIGNATURES ON FOLLOWING PAGE] City of EI Segundo Installation Services and Purchase Agreement Page 8 Agreement No. 5511 IN WITNESS WHEREOF the parties hereto have executed this Agreement the day and year first hereinabove written. CIT5anager EL GUNDO WEA CT"�INC r. o Grerpent By: City Its: , ATTEST: Tr . f aver,° p. Taxpayer ID No. .3 �� � g64 Ci;'y I tI � Business License No. - "0 -7 State License No. 9 9 0„-7 - APPROVED AS TO FORM: Mark . Hensley,c-") City Attorney V—L S - 1-- 'r �� City of EI Segundo Installation Services and Purchase Agreement Page 9 Agreement No. 5511 WEST E. EXHATBIT '"A " City Of El Segundo Fire Diepartment ............................ N �I UI I .:,„oipiN� lir II: Ips', is Statement of Work for installation of First-In Fire Station Alerting Systems Westnet, Inc. Huntington Beach, CA 92649 (800) 807-1700 www.FirstinAlerting.com WESTNET SOW FOR EL SEGUNDO FD 2018 Page 1 of 20 Agreement No. 5511 WESTNET PROJECT OVERVIEW: This purpose of this project is to implement a new Westnet First-In®Fire Station Alerting System. The parties to this project are: Westnet, Inc. (Westnet or"Contractor") as the provider, installer, and implementer of the system and the City of EI Segundo ("City") as the"Client", or"Customer". Westnet will provide and install a First-In Fire Station Alerting Core Systems. Upon receipt of an alert from the Client's CAD, the Westnet System will utilize the Client's network and radio system to activate the Westnet Systems in the Client Fire Stations. Depending upon Station relays and interfaces, the various First-In Smart Station Units (Units) and/or other non-Smart Station units, if implemented, (i.e. Client's public address system, traffic lights, stove, etc.) will emit an audible and/or visual indication of an incoming alert from Dispatch. ATTACHMENTS: The Attachments listed below are incorporated into and made a part of this Contract. In interpreting this Contract and resolving any ambiguities, the main body of this Contract will take precedence over the Attachments and any inconsistency between the Attachments will be resolved in the order in which they are listed. Attachment A Delivery, Installation, and Audio Level Verification Forms Attachment B Warranty Attachment C Contract Price and Deliverables Attachment D Payment Schedule Attachment E Acceptance Test Plan Attachment F Final System Acceptance Certificate Attachment G Maintenance and Support Statement of Work PROJECT SCHEDULE: The estimated project timeline starts upon Westnet's acceptance of the Customer's purchase order which includes by reference this Statement of Work. The timeline for completion is 90 days from the later of the accepted Purchase Order or receipt by Westnet of all programming information necessary to deliver the System. Factors that may expedite or delay this schedule are: each party completing their respective tasks, the technical assistance or items provided by Client third parties(i.e. CAD vendor)and successful completion of a project milestone. CHANGE ORDERS: No changes to this SOW that result in additional charges will be implemented without an approved written Change Order executed by both parties. WESTNET TO PROVIDE: 1. The Deliverables as listed Attachment C. 2. Installation of the Deliverables, which includes installation and testing of the new station cabling. 3. Participation in on-site acceptance testing as listed in Attachment E. 4. A Westnet Representative at the conclusion of the installation to certify the installation and provide operator training. Operator training will consist of one (1)class per fire station. 5. Project management and coordination with Customer technical staff on system configuration. WESTNET SOW FOR EL SEGUNDO FD 2018 Page 2 of 20 Agreement No. 5511 6. A one-year warranty per Attachment B. The warranty and technical support period commences upon first beneficial use as described in the Westnet Limited Warranty. 7. Provide as-built drawings depicting the Westnet equipment in the fire station(s), CUSTOMER TO PROVIDE: 1. Complete and return to Westnet all RFI documents and provide written approval of a completed Voice Track Configuration Sheet thirty (30) days prior to scheduled equipment shipment. 2. A VPN or IP connection for remote system adjustments, maintenance, troubleshooting and updates. It is estimated that the System will need one (1) additional IP address for maintenance purposes. 3. Rough-in of boxes and any conduit required by the electrical code or Customer, 4. Confirmation that all rough-in is complete prior to scheduling installation of the System. 5. Removal or disposal of any existing equipment. 6. Existing amplifier or speaker troubleshooting, repair or replacement. 7. Any interfaces in Dispatch (i.e. CAD or radio console) or licenses to other dispatcher centers. 8. Locked storage for the equipment. The Customer will bear the risk of loss on the equipment once it has been delivered to the Customer, or permanently affixed to the fire station. The Customer's Project Manager will inspect the equipment as each Station's equipment is delivered and will execute the Delivery Verification Form in Attachment A-1. 9. All antivirus and operating system updates for any Dispatch computers supplied for this project. The Customer will need to schedule the updates in order to minimize system interruption. 10. Provide a minimum of five (5) business days notice to the Westnet Project Manager or Westnet's Installation Company should the Customer need to postpone the scheduled installation or any project- related visits. Remobilization charges may apply if the Customer has not provided all items listed in this Statement of Work prior to the scheduled installation and if Westnet is unable to reasonably continue work at another Customer location. 11. One unused electrical wall outlet for each UPS, Appliance and Systems Interface Unit, flat panel display or Messenger. 12. Adequate space to install the System. If the Customer desires the System to be installed in a rack, a First-In rack mount kit and other accessories will be required. The Master Control Unit, Power Module and UPS must not be more than six (6) feet from the fire station radio(s), the network switch and a 110-volt outlet. 13. Provide the radio equipment necessary for integration. The installed radio equipment includes, but is not limited to, a properly operating radio, installed outside antenna and feedline, and a lightening arrestor with a five-ohm earth ground circuit connected to the radio antenna lightening suppressing circuit. The radio must produce an acceptable level of signaling, as well as an acceptable level of Dispatch voice audio. An acceptable level of signaling shall be a fixed line level output of 500 millivolts peak-to-peak of Dispatch audio and alerting data (e.g. DTMF, P25, Digital, 2-tone sequential, etc.). 14. Access for Westnet at its discretion to install a Westnet-owned Performance Monitoring Computer in Dispatch. The computer is used to administer technical support and maintenance services. The computer will be returned to Westnet at the conclusion of the warranty and/or maintenance period. WESTNET SOW FOR EL SEGUNDO FD 2018 Page 3 of 20 ....mm . _............................................................ ............._.................................__... Agreement No. 5511 VVESMET 15. Technical assistance on integration with the Customer equipment to be integrated with the alerting system and associated with fire station alerting (e.g. radio, network equipment). 16. If permits are required, the Customer will provide electronic drawings of the station. These drawings must be capable of being edited and used for the permit process. Unless otherwise listed as a Deliverable, a separate fee will be assessed for permit fees. 17. The supply or install of any conduit work, power receptacles, shunt trip circuit breakers, coils for the kitchen appliances, gas solenoid, power contactors, any wiring in excess of 24-volts, bond fees, or any other work and/or materials not specifically included or listed herein 18. Provide any other support to Westnet to ensure successful installation and integration of the alerting Systems. DEPENDENCIES AND ASSUMPTIONS: 1. The Customer will obtain any required installation approval of the Historical Society or other agencies having jurisdiction over installing/relocating equipment in the Fire Stations. The Customer agrees to pay the permit fees if any. 2. The number of contact closures in a Control Remote will not exceed 8. Stations requiring more zones or contact closures will require an additional Control Remote. There is no physical limit to the number of Control Remotes that can be installed in a station. Westnet will not do any high-voltage wiring. 3. Alerting Equipment Tone, Voice or Programming Changes: Any changes in the wording or tones of the voice announcements or reprogramming to any units once the Customer had signed the System Configuration Form may be billable to the Customer. 4. If during the installation process, Westnet suspects or encounters asbestos, Westnet will inform the Customer. Westnet will use best efforts to utilize alternate installation methods, but will not drill any holes or disturb the asbestos in the related area. Westnet shall have no liability to the Customer, its employees or to any other persons for any asbestos related claims, including, without limitation, removal or cleanup costs, loss of use, lost profits or personal injury or property damages. 5. Westnet will use best efforts to conceal all wiring. However,due to station construction or other installation limitations (i.e. the possibility of asbestos, inaccessibility), certain cables and raceway may need to be surface-mounted or devices relocated to a more practical location. Westnet understands that the term "optimal" is subjective. Although Westnet will attempt to place the equipment in the Customer's desired locations,Westnet reserves the right to place the equipment in the safest and most beneficial location for system performance 6. Any issue affecting the installation such as corrections or repairs, discrepancies among Customer personnel in regards to the placement, mounting methods or other installation matters, must be resolved within twenty-four(24) hours while Westnet personnel is on-site. If such resolution does not occur, Westnet may bill the Customer and customer agrees to pay for any standby time until such discrepancy is resolved. EXCLUSIONS: Unless specifically stated otherwise, the following items are excluded from the goods and services to be provided by Westnet: 1. Any equipment not listed in the Contract Deliverables Schedule (Attachment C). 2. Spare/loaner equipment unless an on-site warranty is purchased. WESTNET SOW FOR EL SEGUNDO FD 2018 Page 4 of 20 .... w.. Agreement No. 5511 wsrwr 3. Westnet does not warranty equipment provided under this Statement of Work should a party other than Westnet or Westnet's installation subcontractor or Westnet trained installer install or integrate any non-Westnet equipment into the alerting or dispatch systems. An exception to this is the CAD interface and Customer's radio system. 4. Westnet and/or any Westnet-supplied equipment will not make a recommendation as to which apparatus or personnel assigned to an emergency call. Rather, Dispatch personnel, the CAD and/or any other Customer mechanism are responsible for equipment and personnel assignment. 5. The Customer will be notified of any non-functioning Customer equipment. Westnet's proposal does not include repair or replacement of any Customer-owned systems. If a station's public address, lighting, or any other existing systems to be tied into the alerting system are not functioning properly, the Customer will need to repair those items. 6. Westnet's pricing does not include any new circuits, breakers or upgrades to the electrical system or wiring to the emergency panel or generator. 7. Aesthetic restoration of installation areas (e.g. color/texture matching), of ceilings, walls, or conduit runs, beyond what Westnet determines is commercially viable. 8. Taxes and Permit Fees: Unless specifically included in Attachment C, the Contract Price excludes federal, state, or local sales, use, or other taxes (other than federal, state, and local taxes based on Westnet's income or net worth), all of which will be paid by Customer except as exempt by law. Increases in any tax rate as listed in Attachment C shall be paid by Customer. The Customer agrees to pay or reimburse Westnet plus overhead for all permit fees, fees by others, and related expenses unless specifically listed and at the amount in Attachment C. In witness whereof, the parties hereby agree to this Statement of Work on the dates set forth below. WESTNET: CUSTOMER: WESTNET, INC. CITY OF EL SEGUNDO B . ................. By. vlez Name: Dawn Mathenv Name: 99ocn Title: VP of Contracts Title: el^ Date: t t Date: WESTNET SOW FOR EL SEGUNDO FD 2018 Page 5 of 20 Agreement No. 5511 WESIXET ATTACHMENT A-1 DELIVERY VERIFICATION FORM* First-In Fire Station Alerting Equipment The signature below serves as verification that the boxes with equipment listed for Station in Attachment C were delivered with no apparent damage. Customer Representative Date Printed Name &Title (For partial deliveries, the following form shall be used.) The signature below serves as verification that the following boxes with equipment listed for Station in Attachment C were delivered with apparent damage: 2. 4. Customer Representative Date Printed Name &Title * Print and execute one copy of this form for each station. WESTNET SOW FOR EL SEGUNDO FD 2018 Page 6 of 20 Agreement No. 5511 IMT E Ir ATTACHMENT A-2 INSTALLATION VERIFICATION FORM* The signature below serves as verification that the Fire Station Alerting equipment enumerated in Attachment C, plus or minus the following mutually agreed upon changes, has been installed in a commercially reasonable manner and functions properly in the System Test Mode. Any punch-list items will be resolved prior to final System Acceptance. A check in this box means that no equipment changes were made, and that the only equipment installed at the Fire Station is that which is listed in Attachment C. A check in this box means the following mutually agreed upon changes have been installed, 1. 6. 3. 8. 4. 9. 5. 10, Customer Representative Date Printed Name &Title * Print and execute one copy of this form for each station. WESTNET SOW FOR EL SEGUNDO FD 2018 Page 7 of 20 _....... .. ............... ........ . Agreement No. 5511 ZE ATTACHMENT A-3 AUDIO LEVEL ACCEPTANCE FORM* First-in Fire Station Alerting Equipment The signature below serves as verification that the speaker audio levels for the First-In equipment located in Station are set at the requested volume. For requested changes after signoff(if Westnet does not have remote access capability), there will be a charge for on-site volume changes. A check in this box indicates that the DAY AUDIO is set at the requested level. A check in this box indicates that the NIGHT AUDIO is set at the requested level Customer Representative Date Printed Name&Title ...................................................................................................................... * Print and execute one copy of this form for each station. WESTNET SOW FOR EL SEGUNDO FD 2018 Page 8 of 20 ...............___­ Agreement Agreement No. 5511 AWB �V W1 IW I&ii ATTACHMENT B WESTNET, INC. STANDARD LIMITED WARRANTY Westnet, Inc. ("Westnet') is providing its Standard Limited Warranty ("Limited Warranty") covering the First- InTM products, parts, components, software and systems purchased by Customer(collectively, the"Product"). If Westnet, or an authorized Westnet subcontractor performs the installation, such installation service will be deemed to be part of the Product for purposes of this Limited Warranty. Warranty Commencement Date: When Westnet, or an authorized Westnet subcontractor, installs the Product, this Warranty shall commence upon the (1) first beneficial use of the Product by Customer, or (2) when installation is complete, whichever occurs first. In all other instances, this warranty commences upon delivery. This Limited Warranty is not extended if Westnet repairs or replaces the Product. Scope of Warranty: Westnet warrants exclusively to Customer that the Product will be free from defects in material and workmanship for a period of one (1)year from the Warranty Commencement Date. Westnet will perform all warranty work at its service location only, unless Westnet agrees, in its sole discretion, to perform at Customer's location. Customer's exclusive remedy for any breach of this Limited Warranty will be either(1) the repair or replacement, at Westnet's option, of the non-conforming Product, or (2) at Westnet's sole discretion, reimburse Customer the purchase price paid by Customer for the Product, provided Customer has returned the Product to Westnet. Repairs may be made with either new or reconditioned components and will be shipped to Customer at the expense of Westnet. Any replaced Product becomes the property of Westnet. Limitations/Exclusions: This Limited Warranty applies only if Westnet confirms that the alleged defect or non-conformance exists and was not caused by Customer's or any third person's misuse, negligence, improper installation or testing, or unauthorized attempts to open, repair or modify the Product, or by accident, fire, water, lightening, power cuts or outages, power or telephone line transients, viruses, other hazards, or acts of God, or by any other cause beyond the range of intended use in accordance with the Product's normal usage and Westnet's published instructions. This Limited Warranty does not cover the following: (1) Any parts and cabling used in the installation of a Product unless Westnet or an authorized Westnet subcontractor(and not Customer or a third party installation company) performs the complete installation, (2) Physical damage to the surface of the Product after its delivery to Customer, including cracks or scratches on the LCD or outside casing, (3) When the malfunction results from the use of this Product in conjunction with other products, or ancillary or peripheral equipment, and Westnet determines there is no fault with the Product itself, (4) Any defect or malfunction of the Product due to any communications software or device Customer may use with the Product, (5) Any damages to or defects in the delivered Products that are observable in a reasonable visual inspection unless a Claim is made in writing to Westnet within thirty(30)days after the date of delivery. This Limited Warranty does not cover loss or damage of any kind resulting from any delay in delivery. EXCEPT FOR THIS EXPRESS LIMITED WARRANTY AND WESTNET'S STATUTORY WARRANTY OF GOOD TITLE, WESTNET MAKES NO WARRANTIES OR REPRESENTATIONS, EITHER EXPRESS OR IMPLIED, STATUTORY OR OTHERWISE, REGARDING THE PRODUCT COVERED HEREBY, AND EXPRESSLY DISCLAIMS THE IMPLIED WARRANTY OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, SATISFACTORY QUALITY, CORRESPONDENCE WITH DESCRIPTION, OR (SUBJECT TO THE INFRINGEMENT PARAGRAPH SET FORTH HEREIN) NONINFRINGEMENT OF PATENTS OR OTHER PROPRIETARY RIGHTS. NO EMPLOYEE, AGENT OR REPRESENTATIVE OF WESTNET IS AUTHORIZED TO MAKE ANY REPRESENTATION OR WARRANTY ON BEHALF OF WESTNET RELATING TO THE PRODUCTS EXCEPT TO THE EXTENT SPECIFICALLY STATED HEREIN. WESTNET NEITHER ASSUMES NOR AUTHORIZES ANY OTHER PERSON TO ASSUME FOR IT ANY OTHER LIABILITY IN CONNECTION WITH THE SALE, INSTALLATION, MAINTENANCE OR USE OF THE PRODUCTS. Warranty Claims: In order to make a Claim under this Limited Warranty, Customer must first notify Westnet in writing not more than one (1) year after the Warranty Commencement Date. Notice must be sent to: WESTNET SOW FOR EL SEGUNDO FD 2018 Page 9 of 20 Agreement No. 5511 WE'SINET Westnet, Attention Warranty Department, 15542 Chemical Lane, Huntington Beach, California 92649 or can be faxed to (714) 901-5610. Inquiries regarding this Limited Warranty can also be directed by phone to(714) 548-3500. Upon receipt of written notice, Westnet will first, at its option and expense, inspect the Product in its installed location. Unless otherwise waived by Westnet in writing, Customer must return the alleged non-conforming Product to Westnet's designated service center. Customer shall be responsible for all expenses associated with the transportation to/from Westnet's designated service center.Westnet shall not be liable for any damage incurred in the transportation of Product to/from Westnet's designated service center. LIMITATION OF LIABILITY: IN NO EVENT SHALL WESTNET, ITS OFFICERS, DIRECTORS, EMPLOYEES, AGENTS OR SUBCONTRACTORS, BE LIABLE TO CUSTOMER OR ANY THIRD PARTY FOR ANY INCIDENTAL, SPECIAL, INDIRECT, EXEMPLARY, PUNITIVE, OR CONSEQUENTIAL DAMAGES (INCLUDING DAMAGES FOR LOST PROFITS, LOSS OF USE, LOSS OF DATA OR LOSS OF GOODWILL) COST OF CAPITOL OR COST OF COVER ARISING OUT OF OR RELATING TO CUSTOMER'S SELECTION, ORDERING, DELIVERY, PURCHASE, USE, RESALE OR DISTRIBUTION OF THE PRODUCT, EVEN IF WESTNET HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES. AGGREGATE LIABILITY: TO THE EXTENT PERMITTED BY APPLICABLE LAW, IN NO EVENT WILL THE TOTAL AGGREGATE LIABILITY OF WESTNET, ITS OFFICERS, DIRECTORS, SHAREHOLDERS, EMPLOYEES, AGENTS, OR SUBCONTRACTORS, ARISING FROM, RELATING TO, OR CONNECTED WITH THE PRODUCT, EXCEED THE PURCHASE PRICE OF THE PRODUCT. IT IS INTENDED THAT THIS LIMITATION WILL APPLY TO ANY AND ALL LIABILITY OR CAUSE OF ACTION, EXCEPT FOR THAT PROVIDED FOR IN THE INFRINGEMENT PARAGRAPH SET FORTH HEREIN, HOWEVER ALLEGED OR ARISING. INFRINGEMENT.Westnet agrees to defend Customer and to pay (1) any damages award issued by a court of competent jurisdiction against Customer, and (2)direct expenses, including reasonable attorneys'fees(but excluding any lost revenues, lost profits or other consequential economic damages of Customer) as a result of any action brought against Customer, if and to the extent the action is based on a valid claim that any Product purchased by Customer under this Agreement infringes another person's U.S. patent, copyright,trade secret or trademark. Westnet will not have liability for, and Customer will defend Westnet against, and pay any damages awarded against Westnet and direct expenses, including reasonable attorneys' fees (but excluding any lost revenues, lost profits or other consequential economic damages of Westnet) to the extent the claimed infringement is based on or results in any material part from (a) any use of the Product other than in accordance with Westnet's published instructions, (b) any unauthorized modification or alteration of the Product, (c) any combination or use of the Product with any other product or system or technologies not supplied by Westnet; (d)Westnet's compliance with Customer's design or specifications, or(d) any refusal to accept or use suitable modified or replacement Products provided by Westnet to avoid infringement. Westnet's obligations under this paragraph will be conditioned upon Customer promptly notifying Westnet in writing of the existence of any such claim, giving Westnet full authority to conduct the defense and settlement of the claim, at Westnet's expense and with counsel of Westnet's selection, and cooperating fully with Westnet and such counsel. This Limited Warranty will be governed by the laws of the State of California, U.S.A., excluding their conflicts of laws principles. The United Nations Convention of Contracts for the International Sale of Goods is hereby excluded in its entirety from application to this Limited Warranty. WESTNET SOW FOR EL SEGUNDO FD 2018 Page 10 of 20 Agreement No. 5511 WESYNETi ATTACHM C CONTRACT PRICE AND DELIVERABLES Proiect 1: EI Segundo Fire Station#1 First-in Alerting Smart Station System (Quote ID#Q-03314-1<9K) Description:This is a quote for the First-In Alerting System including installation and one year of technical support on the First-IN System.Customer is responsible for all network connectivity between dispatch and station, as well as the CAD interface if network activation is desired. Customer is responsible to have the network equipment and power within 6 feet of the Master Control Unit and radio location.Quote does not include conduit of more than 20 feet,if required.Customer to provide VPN access to Westnet for remote adjustments and support.Client agrees to pay additional wages if the rate is different.Client agrees to pay additional sales tax should the sales tax rate change.Westnet will not be responsible for removing existing Comtech equipment.Quote includes prevailing wages rate.Westnet will not service, repair or replace any Comtech equipment. Product ID Product QTY I Price Sub Total IN-Eth-T10 Ethernet Data Activated First-In Type 10 MCU 1.00 $7,395.95 $7,395.95 CR26-24VC5 Control Remote(each controls up to 8 functions) 1.00 $1,175.95 $1,175.95 �SDRM38V-FM Dorm Remote-Flush Mount Kit also required 8.00 $898.25 $7,186.0(. �SDRMKIT-STD Dorm Remote Mounting Kit-Standard 8.00 $218.25 $1,746.00 �SHPA150 ,High Power Paging Audio Module(includes one speaker) 1.00 $1,495.00 $1,495.00 �SHPA150-1) High Power Paging Audio Module(includes two speakers) 2.00 $2,175.49 $4,350.98 �SPC28-HS-iK2PS Power Module w/Hub&Spoke Controller,UPS&Dual Power Supplies 1.00 $3,194.38 $3,194.3£ �SPC28-HSL-11<21PS 'Power Module w/Dual Mode,UPS&Dual Power Supplies 1.00 $3,194.38 $3,194.38 S-AST-LF Alerting Strobe Light Fixture 2.00 $225.00 $450.00 SAT Satellight(driven off Satellight Controller) 6.00 $295.00 $1,770.00 SSATKIT-TBD Satellight Mounting Kit-TBD 16.00 $48.00 $768.0( SSAT-M �Satellight Controller 10.00 $599.98 $5,999.8 SS-CI5C-M ,Company Indicator(Apparatus Bay) 1.00 $825.00 $825.0 SSETS Emergency Button 1.00 $225.00 $225.0 �SSPK-SW-M Smart Station Speaker Switch-Main 1.00 $225.00 $225.0 ISS-TIM-01 ,Telephone Interface Module 1.00 $1,199.95 $1,199.95 PS-TTMR-M Turnout Timer(Medium) 1.0 $825.00 $825.0gI SVC-LIFT-FEE Lift Service Fee 1.0 $895.00 $895.0( EclOpment Total $42,921.39 �Instatl Supplies $1,710.00 [ notal Tax(9.0000000000%) $4,016.83 Shipping and Handling $1,069.05 I�Station Equipment Install $24,980.25 tie Year Toll Free Technical Support $3,852.84 lOn Site Warranty $3,545.00 (Project Coordination $1,345.01 pecial'Engineering Services $1,250.0(1 (Total Amount $84,690.3 WESTNET SOW FOR EL SEGUNDO FD 2018 Page 11 of 20 a Agreement No. 5511 WESIMET Proiect 2: EI Segundo Fire Station #2 First-In Alerting Smart Station System (Quote ID#Q-03949-K9H3) Description:This is a quote for the First-In Alerting System including installation and one year of technical support on the First-IN System.Customer is responsible for all network connectivity between dispatch and station, as well as the CAD interface if network activation is desired. Customer is responsible to have the network equipment and power within 6 feet of the Master Control Unit and radio location.Quote does not include conduit of more than 20 feet,if required.Customer to provide VPN access to Westnet for remote adjustments and support.Client agrees to pay additional wages if the rate is different.Client agrees to pay additional sales tax should the sales tax rate change.Westnet will not be responsible for removing existing Comtech equipment.Quote includes prevailing wages rate.Westnet will not service, repair or replace any Comtech equipment. Product ID Product QTY I Price Sub Total'l IDLSP MCU Data Line Surge Protector 1.0 $95.00 $95.0 1FIN-Eth-T10 Ethernet Data Activated First-In Type 10 MCU 1.0 $7,395.95 $7,395.91 1SCR26-24VC5 Control Remote(each controls up to 8 functions) 1.0 $1,175.95 $1,175.9 ISDBSI Doorbell Button 2.01 $225.00 $450.0 SDRM38V-FM Dorm Remote-Flush Mount Kit also required 10.0 $898.25 $8,982.5 ISDRMKIr-STD Dorm Remote Mounting Kit-Standard 10.0 11 $218.2 $2,182.5 ISHPA150 High Power Paging Audio Module(includes one speaker) 1.00 $1,495.0 $1,495.0 ISHPA150-D High Power Paging Audio Module(includes two speakers) 2.00' $2,175.491 $4,350.9 ISPC28-HS-1K2PS Power Module w/Hub&Spoke Controller,UPS&Dual Power Supplies 2.01 $3,194.381 $6,388.7 ��PC28-HSL-IK2PS Power Module w/Dual Mode, UPS&Dual Power Supplies 1.Oq $3,194.381 $3,194.38 SS-AST-LF Alerting Strobe Light Fixture 4.Oq $225.001 $900.00 SAT Satellight(driven off Satellight Controller) 12.06, $295.Oq $3,540.00 ISSATKIT-TBD Satellight Mounting Kit-TBD 31.0Q $48.00 $1,488.00 LSAT-M Satellight Controller 19.001, $599.98. $11,399.62 S-CI5C-M Company Indicator(Apparatus Bay) 2.0011 $825.00 $1,650.0 S-DVCS Digital Volume Controller 1.01 $225.00 $225.0 SETS Emergency Button 1.00 $225.00 $225.0 S-OSA-D Outside Speaker Audio Module(includes two speakers) 1.00, $698.981 $698.9 FS-SLA-4L Alerting Strobe Light Adaptor 1.00 $95.00' $95.0 ISS-TTMR-M Turnout Timer(Medium) 2.0 $825.00 $1,650.0 SVC-LIFT-FEE Lift Service Fee 1.0 $895.06, $895.0 Equipment Total .... ............ ..... I $58,477.62' 4'Install Supplies $4,004.55 Il otal Tax(9.2500000000%) $5,779.6 hipping and Handling $3,775.5 II Cation Equipment Install $38,145.14: ne Year Toll Free Technical Support $6,225.321 n Site Warranty $5,950.0 (Project Coordination $1,345.0 Special Engineering Services $1,250.001 Ih otal Amount $124,952.79111 WESTNET SOW FOR EL SEGUNDO FD 2018 Page 12 of 20 Agreement No. 5511 M WESTNEF ATTACHMENT D WESTNET PAYMENT SCHEDULE FOR PROJECT 1 -FS#1 Summary of Project Costs Description Total Project City of EI Segundo Fire Station # 1 First-In Alerting Smart $84,690.36 Station System PROJECT MILESTONE EXHIBIT PROJECT INVOICE COST % AMOUNT Pre-Production / Contract Signature 1 a) System Layout/ Design n/a 20% $16,938.08 b) Submittals, Equip Engineering c) Custom Programming ... .�._w...._____... L.......... ment... ...................................... 2 Due Upon DeliveryAttachA-.1 ...35%........ .................... $29,641..:.6.2�....._... 3 Due Upon Installation Attachment A-2 20% $16,938.07 .wwwww.rr.......................................................... ................ 4 Due Upon Completion of Attachment E 15% $12,703.55 Acceptance Test 5 Due Upon Final Acceptance Attachment F 10% $8,469.04 _____.. .................................................................. .._............______W....._,... _...............................----____ Total Amount: $84,690.36 Westnet may invoice and the Customer agrees to pay upon satisfactory completion of each of the five (5) project milestones listed above. If payment is not received within thirty(30) days from the date of invoice, a late fee of one and a half percent (1.5%) per month of the unpaid balance will charged and immediately due. WESTNET SOW FOR EL SEGUNDO FD 2018 Page 13 of 20 w .... .................................._. ............. ................................. Agreement No. 5511 WE"SINET WESTNET PAYMENT SCHEDULE FOR PROJECT 2 -FS#2 Summary of Project Costs Description Total Project �................................................_..............___.................................................. City of EI Segundo Fire Station #2 First-In Alerting Smart $124,952.79 Station System PROJECT MILESTONE EXHIBIT PROJECT INVOICE CAMOUNT OST % ,Pre-Production / Contract Signature 1 a) System Layout/ Design n/a 20% $24,990.56 b) Submittals, Equip Engineering c) Custom Programming 2 Due Upon Delivery Attachment A-1 35% $43,733.47 3 Due Upon Installation Attachment A-2 20% $24,990.56 4 Due Upon Completion of Attachment E 15% $18,742.92 Acceptance Test 5 Due Upon Final Acceptance Attachment F 10% 12,495.28 Total Amount: $124,952.79 Westnet may invoice and the Customer agrees to pay upon satisfactory completion of each of the five (5) project milestones listed above. If payment is not received within thirty (30) days from the date of invoice, a late fee of one and a half percent(1.5%) per month of the unpaid balance will charged and immediately due. WESTNET SOW FOR REDLANDS FD 2018 Page 14 of 20 Agreement No. 5511 ES ", ATTACHMENT E ACCEPTANCE TEST PLAN OBJECTIVE: The purpose of completing this Acceptance Test Plan is to achieve "System Acceptance" by demonstrating to the Customer that the installed fire station alerting system ("System") equipment is operational and properly performs the function specified herein. Upon successful execution of this ATP, the System will have achieved "System Acceptance". Minor omissions or variances in the System that do not materially impair the operation of the System as a whole will not postpone System Acceptance, but will be corrected according to a mutually agreed upon schedule. In the event that a part of the System does not pass the ATP, the System will be re-tested when Westnet determines that a corrective action has been taken to ensure proper operation. Final System Acceptance will occur after System Acceptance and when all deliverables and other work have been completed. When Final System Acceptance occurs, the parties will promptly memorialize this final event by so indicating on the Final System Acceptance Certificate. SCOPE: The scope of this ATP is limited to the System supplied by Westnet, Inc. It does not include any other equipment or systems upon which the alerting system, once in use, relies for proper activation and function (i.e. the Customer's CAD, radio, network and/or electrical systems). The failure or unavailability of these other systems during the ATP shall not affect the outcome of this ATP, nor shall it affect the System Acceptance and subsequent Final System Acceptance of the System. TEST SCHEDULE: Westnet and the Customer will conduct the ATP at a mutually agreed-upon time and date once Westnet informs the Customer that the System is ready for acceptance testing. FIRE STATION METHODOLOGY: The ATP will test devices that, operationally, are activated by Dispatch, as well as devices that are not activated by Dispatch, but rather the fire station crew. 1. Data / Network Activation Operation -This section tests/simulates a test of a network-based alert of the station from Dispatch. Data sequences assigned to the fire station zones shall be applied to the Ethernet port of the Master Control Unit using the Alerting Platform or a computer equipped with the First-In API. The alerting response from the alerting system shall announce the specific unit(s) associated with the alerted and audio distribution shall activate all areas associated with the zone alerted. Once the zone is activated, the pre-announcement will announce the units alerted, nature of the call, and other preannouncement information detailed in the ZIR signoff sheet. After the preannouncement is complete, the dispatch audio will be heard throughout the station speakers. Pass Notes: N/A Fail I 2, Radio Activation Operation — This section tests a radio-activated alert of the station from Dispatch, more specifically the Radio Interface Controller (RIC)'s activation of a station's Master Control Unit (MCU). This test will utilize First-In RIC's alert signaling on the customer's radio system A. Test of All-Call. This test will activate the "All-Call" zone in every station. Successful performance of this test requires All-Call activation from the Alerting Platform User Application, as well as All-Call activation from the manual RIC keypad. Once the zone is activated, the pre-announcement will announce the All-Call message and the dispatch audio is heard throughout the station speakers. Pass Notes: N/A Fail ................. .................._.......................................................................................... WESTNET SOW FOR REDLANDS FD 2018 Page 15 of 20 Agreement No. 5511 NVESMET B, Test of Specific Zones in a Designated Station. This test will activate a specific zone (i.e. Engine) in a Designated Station. Step 1 of this test requires the proper station to be activated both from the Alerting Platform User Application, as well as the manual RIC keypad. Step 2 of this test requires that the specific zone selected be activated. Once the zone is activated, the pre-announcement will announce unit(s) assigned to the call and the dispatch audio is heard throughout the station speakers. Pass Notes: N/A Fail 1 Turnout Timer Operation - This section tests the activation of the Turnout Timer(s). Upon activation of the Master Control Unit, the Timer(s) will begin to count up on a per-second basis. The Timer(s) will continue to count up and will automatically shut down when the Master Control Unit send the shutdown command to the station. Pass Notes: N/A Fail 4. Automatic Backup Alerting - This section tests the automatic failover from the IP system to the RIC for a radio based alert. The RIC shall automatically be activated from the First-In Alerting Platform (FiAP) as soon as the FiAP detects that the primary alert was not successful. Without any action required on the part of the dispatcher, the RIC will send the alert to the proper station and units assigned to the call. Pass Notes: N/A Fail 5, Manual Backup Alerting - Using the manual keypad of the RIC, the Customer selects the station and units to activate in the selected fire station. The station MCU activates the appropriate station and unit(s). Pass Notes: N/A Fail Customer Representative Date Printed Name&Title WESTNET SOW FOR REDLANDS FD 2018 Page 16 of 20 ._. �ww.......................... ............................................. ....................................................................... _................. __ Agreement No. 5511 WESMET ATTACHMENT T F FINAL SYSTEM ACCEPTANCE CERTIFICATE The signature below serves as verification that the System has passed Acceptance Test Plan and that all I deliverables and work have been completed. Customer Representative Date Printed Name&Title ATTACHMENT G WESTNET SOW FOR REDLANDS FD 2018 Page 17 of 20 Agreement No. 5511 IV ^MI A Mn MAINTENANCE AND SUPPORT STATEMENT OF WORK 1. SCOPE OF SERVICES Westnet will provide comprehensive turn-key maintenance and support services for the installed First-In Fire Station Alerting System, ensuring all components are operating at peak performance in accordance with factory specifications in effect at the time the equipment was purchased. The Services to be provided under this agreement include the following: a One year, 24/7 toll-free Technical Support and On-Site Maintenance for all equipment and software • Repair and/or replacement of malfunctioning units (except UPS) • Spare equipment delivered the next business day(and Saturday's where available). • Remote diagnostic analysis and uploads, software upgrades 2. RESPONSE TIMES Response times shall be determined in accordance with the Priority Level and Descriptions set forth in the following table where applicable. The response time shall commence from the time the Customer requests service or notifies Westnet of problems with the System by contacting Westnet's Call Center ("Notification"). Issue resolution may include phone support, VPN remote access, or on-site service(for issues not resolved via phone support or remote access). Westnet Technical Support: (800)807-1700 Office Hours: 8:00—5:00 PST, Monday—Friday 24/7/365 This priority level represents a significant issue that results in the inability to use Including the alerting systems. 1 Holidays . Station reports that it is not receiving any form of an alert or there is no audio 3-6 Hourin a fire station. Response - Other failures that render the fire station MCU and more than five audio transmitting devices unusable. 8:00—5:00 This priority level represents a moderate issue that restricts normal use of the PST, Monday— alerting systems. 2 Friday . Any non-essential Fire Station device reported inoperable. 2-Business- - Reports of receiving other stations' or companies' alerts. Day Response - Requests to increase fire station volume levels within fire department-approved parameters. ........................................ This priority level represents minor or non-emergency issues that do not restrict 8:00—5:00 normal use of the station alerting systems. PST, Monday— . Requests to decrease volume levels within fire department-approved 3 Friday parameters 3-Business- - Add additional equipment, request programming, or voice-chip changes. Day Response - Requests for additional training. • Other non mission-critical matters in the dispatch centers or fire stations WESTNET SOW FOR REDLANDS FD 2018 Page 18 of 20 4n[eeDleOt 5 1 1 WESMET 3. WESTNET'S RESPONSIBILITIES VVootnatmhaU: A. Provide Westnet-owned spare equipment while a System component is returned to Westnet for repair or replacement. 1. Any Westnet-owned spare equipment parts provided under this Agreement are the property of VVeotneL Any damage to Westnet's spare equipment parts is not covered under this Scope of Services and the Customer shall pay for the repair or replacement of the spare equipment parts. 2. Westnet may service replaceable parts, by way of new or remanufactured replacement parts to Customer onanexchange basis. Upon receipt bythe Customer ofthe replacement part, the original part becomes the property of Westnet, and shall be returned by Customer to Westnet. The Customer shall pay Westnet the full retail value of the replacement part if Westnet provides notice to the Customer to return the original part and Westnet does not receive the original part within thirty(3O)days after replacement part installation. B. Upon request, Westnet shall provide a written quote for additional work not specifically identified in this AgnoomnonL Such work could inc|ude, but is not limited to, additions and installation ofnew equipment, relocation of existing equipment, upgrades (not part of Westnet standard releases) and enhancements, and other system related goods and services. If the Customer decides to proceed with the work, a new purchase order will beissued exclusively for the work tobaordered. 4' CUSTOMER'S RESPONSIBILITIES The Customer shall atall times orupon request: A. Make no modifications to the System without obtaining approval from Westnet in writing. B. Notify VVeatnetofany problems with the System bycalling the VVmetnetSystems Group at1-8UO-807' 1700 (VVeotnet'oca|| center). C. Provide and maintain an operating 24/7 VPN with |P access to the stations for the duration of the Agreement. The VPN shall allow Westnet to connect to all fire stations that are equipped with the First-in Fire Station Alerting (Finot-|n)equipment. The VPN must beoperating and the Customer must � allow VVmatnattotest the VPN prior tothe commencement ofthis Agreement. � O. Ensure that the VVeatnetmonitor computer inthe Dispatch Center(if provided> has 24/7access tothe � VPN and to all Customer fire stations. The Customer will return the VVemt provided) monitor computer to Westnet at the conclusion of this Agreement and any additional extensions. � � E. Provide the make and model number of the fire station radio the System is connected to for the source ofdispatch audio. If there are any connections to this radio other than the outside antenna and the power source, the Customer will provide a diagram showing the method of connection, connector pins used, signals obtained from the radio and signals sent to the radio by the fire station equipment. F. Provide the name, 24-hour telephone number and position of responsible party that can be contacted about each station's radio communication, public address, CAD, and network equipment. G. Provide VVootnotwith either code-access tothe stations mranescort that ioavailable 24/7and within one (1) hour's ofnotice ofanon-site visit. H. If applicable, provide the make and model number of fire station amplifier, type of connectors used by fire alerting input, input impedance and the necessary audio level to drive station amplifier. VvESTN[TSOW FOR REDLANoSpo2Oz8 Page 19of2O __w.�....................w..................................._......_.m................................................................................................... .................................................................____.....g............................................................................................... �. Agreement No. 5511 E SIONEAT I. Provide a description of station control circuits (e.g., lighting, door openers, gas shut-off) and the number of circuits to be controlled by the Control Remote. J. Ensure that the MCU at each station is at all times plugged into the Westnet supplied on-line fulltime UPS. K. Ensure that the MCU at each station is at all times plugged into the First-In Radio Isolation Unit. Westnet will exclude from this Agreement the repair of any equipment not properly connected to the Radio Isolation Unit. L. Ensure that the radio antenna and lightning arrestor is installed, is installed per current engineering standards and that all lightning protection equipment is connected to a 5-ohm earth ground by a#6 or larger cable not exceeding eight (8) feet in length between the 5-ohm earth ground and the protected equipment. M. Notify Westnet prior to making any change in any equipment connected to the fire station System. WESTNET SOW FOR REDLANDS FD 2018 Page 20 of 20