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North Olmsted, Ohio <br />MCC 7500E Dispatch Console Position Add On Project <br />July 23, 2025 <br />6.7. Motorola may provide certain Non -Motorola Materials as an authorized sales representative of a third party as <br />set out in a Proposal. As an authorized sales representative, the third party's terms and conditions will apply to <br />any such sales. Any orders for such Non -Motorola Materials will be fulfilled by the third party. <br />6.8. End User Licenses. Notwithstanding any provision to the contrary in the Agreement, certain Non -Motorola <br />Materials software are governed by a separate license, EULA, or other agreement, including terms governing <br />third -party equipment or software, such as open source software, included in the Products. Customer will <br />comply, and ensure its Authorized Users comply, with any such additional terms applicable to third -party <br />equipment or software. Certain third party flow -down terms applicable to Motorola Products may apply. <br />6.9. Prohibited Use. Customer will not integrate or use, or permit a third party or an Authorized User to integrate or <br />use, any Non -Motorola Materials with or in connection with a Software System or other Licensed Software <br />provided by Motorola under this Agreement, without the express written permission of Motorola. <br />6.10. API and Client Support. Motorola will use reasonable efforts to maintain its Application Programming Interfaces <br />(APIs) for each Software System, understanding that APIs will evolve. Motorola will support each API version <br />for 6 months after introduction but may discontinue support with reasonable notice or without notice if a security <br />risk is present. For Licensed Software requiring a local client installation, Customer is responsible for installing <br />the current version. Motorola will support each client version for 45 days after its release but may update the <br />client at any time, and does not guarantee support for prior client versions. <br />7. Representations and Warranties. <br />7.1. Mutual Representations and Warranties. Each Party represents and warrants to the other Party that (a) it has <br />the right to enter into, and execute, the Agreement and perform its obligations hereunder, and (b) the Agreement <br />will be binding on such Party. <br />7.2. Svstem Warranty. Subject to the disclaimers and exclusions below, Motorola represents and warrants that, on <br />the date of System Acceptance (for Communications Systems), System Completion Date (for Software <br />Systems), or delivery, as applicable (a) the Communications System will perform in accordance with the <br />descriptions in the applicable Proposal in all material respects, (b) the Software System will perform in <br />accordance with the descriptions in the applicable Proposals in all material respects, and (c) if Customer has <br />purchased any Licensed Software (but, for clarity, excluding SaaS Products) as part of such Communications <br />System or Software System, the warranty period applicable to such Licensed Software will continue for a period <br />of one (1) year commencing upon System Acceptance, System Completion, or date the Licensed Software is <br />delivered (the "Warranty Period"). <br />7.3. Communications Svstems. During the Warranty Period, in addition to warranty services, Motorola will provide <br />Maintenance and Support Services for the Equipment and support for the Motorola Licensed Software in <br />Communication Systems pursuant to the applicable maintenance and support Proposal. Support for the <br />Licensed Software will be in accordance with Motorola's established Software Support Policv ("SwSP"). If <br />Customer wishes to purchase (a) additional Maintenance and Support Services during the Warranty Period; or <br />(b) continue or expand maintenance, software support, installation, and/or Motorola's LMS after the Warranty <br />Period, Motorola will provide the description of and pricing for such services in a separate proposal document <br />and such terms will be agreed upon in a Proposal. Unless otherwise agreed by the Parties in writing, the terms <br />and conditions of the MSLMA referenced in Section 3.2.2 will govern the provision of such Services. <br />7.4. SaaS. SaaS Products do not qualify for the System Warranty above. <br />7.5. Motorola Warranties - Services. Subject to the disclaimers and exclusions below, Motorola represents and <br />warrants that (a) Services will be provided in a good and workmanlike manner and will conform in all material <br />respects to the descriptions in the applicable Proposal; and (b) for a period of ninety (90) days commencing <br />upon the Service Completion Date for one-time Services, the Services will be free of material defects in <br />materials and workmanship. Other than as set forth in subsection (a) above, recurring Services are not <br />warranted but rather will be subject to the requirements of the applicable Addendum or Proposal. <br />Contractual Documentation ® MCrOROLA SOLUTIONS <br />Use or disclosure of this proposal is subject to the restrictions on the cover page. <br />Motorola Solutions Confidential Restricted <br />Page 20 <br />