MAS - BTI Communications Group LIMITED - 47QTCA21D00BA

GENERAL SERVICES ADMINISTRATION

FEDERAL ACQUISITION SERVICE

AUTHORIZED FEDERAL SUPPLY SCHEDULE FSS PRICELIST

On-line access to contract ordering information, terms and conditions, up-to-date pricing, and the option to create an electronic delivery order are available through GSA Advantage!, a menu-driven database system. The INTERNET address for GSA Advantage! is: GSAAdvantage.gov. For more information on ordering from Federal Supply Schedules click on the GSA Schedules link www.gsa.gov.

MULTIPLE AWARD SCHEDULE (MAS)

CONTRACT NUMBER: 47QTCA21D00BA

CONTRACT PERIOD: June 16, 2021 – June 15, 2026

Modification: PS-0044, effective 1/1/2026

LARGE CATEGORY – SECURITY AND PROTECTION

Subcategory: Protective Equipment SIN 334220 Surveillance Systems, Wearable Body Cameras, and Vehicular Video Subcategory: Security Systems SIN 334290 Security and Detection Systems SIN 334290L Physical Access Control Systems (PACS) - Legacy SIN 541330L: Security System Integration, Design, Management, and Life Cycle Support

LARGE CATEGORY – INFORMATION TECHNOLOGY

Subcategory: IT Hardware SIN 33411 Purchasing of new electronic equipment SIN 811212: Maintenance of Equipment, Repair Services and/or Repair/Spare Parts Subcategory: IT Software SIN 511210 Software Licenses SIN 54151: Software Maintenance Services Subcategory: IT Services SIN 54151S: Information Technology Professional Services

LARGE CATEGORY – MISCELLANOUS

Subcategory: Complimentary Special Item Numbers (SINs) SIN ANCILLARY Ancillary Supplies and Services SIN OLM Order-Level Materials

CONTRACTOR: BTI Communications Group, LTD.

1441 Branding Ave Ste 200 | Downers Grove, IL |60515 Camie Moore | E-mail: cmoore@btigroup.com | www.btigroup.com

Phone Number: 562-298-5028 | Fax Number: 562-298-5023 BUSINESS SIZE: Small Business

TABLE OF CONTENTS

Customer Information 2

About BTI Communications Group, LTD. 5

Description of Products and Services 7

Labor Category Descriptions and Rates 10

Software Terms & Conditions – EULAS 17

CUSTOMER INFORMATION (Ordering Guidance)

1a. Special Item Numbers:

SIN 334220 Surveillance Systems, Wearable Body Cameras, and Vehicular Video SIN 334290 Security and Detection Systems SIN 334290L Physical Access Control Systems (PACS) – Legacy SIN 541330L Security System Integration, Design, Management, and Life Cycle Support

SIN 33411 Purchasing of new electronic equipment SIN 811212 Maintenance of Equipment, Repair Services and/or Repair/Spare Parts

SIN 511210 Software Licenses SIN 54151 Software Maintenance Services SIN 54151S Information Technology Professional Services

SIN ANCILLARY Ancillary Supplies and Services SIN OLM Order-Level Materials

1b. Lowest Priced Item/SIN:

SIN 334220 MCPR-DXPESCL $.02/ea SIN 334290 STANDOFFSESCORT $.52/ea SIN 334290L CC800-800 $.13/ea SIN 541330L Field Technician $78.19/hr SIN 33411 GP Power Supply $1.47/ea SIN 811212 02-SSC-4637 $20.15/ea SIN 511210 LYNX-BLANKL $16.12/ea SIN 54151S Field Technician $78.19/hr SIN 54151 GV SaaS 1YR $.59/ea SIN ANCILLARY 02-SSC-0411 $100.76/ea

1c. Labor Category Descriptions

See page 11.

2. Maximum Order:

SIN 334220 - $250,000; SIN 334290 – $250,000; SIN 334290L - $250,000; SIN 541330L -$250,000; SIN 33411 - $500,000; SIN 811212 - $500,000; SIN 511210- $ 500,000; SIN 54151S - $500,000; SIN 54151 –

$500,000; SIN ANCILLARY - $250,000; SIN OLM - $250,000

*Ordering activities may request a price reduction at any time before placing an order, establishing a BPA, or in conjunction with the annual BPA review. However, the ordering activity shall seek a price reduction when the order or BPA exceeds the simplified acquisition threshold. Schedule contractors are not required to pass on to all schedule users a price reduction extended only to an individual ordering activity for a specific order or BPA.

3. Minimum Order: $100.00

4. Geographic Coverage: Domestic, 48 states, Washington, DC

5. Points of Production: Downers Grove, IL

6. Statement on Net Price: Prices shown in pricelist are net (negotiated discount has been applied and the IFF has been added).

7. Quantity Discounts: 1% discount from the GSA rate for single task orders above

$150,000

8. Prompt Payment Terms: Net 30 days

9. Foreign Items: None

10a. Time of Delivery: SINs 54151S & 541330L: As negotiated at the task order level

SINs 33411, 811212, 511210, 54151, 334290, 334220, 334290L & ANCILLARY: 7 days ARO for all Manufacturers, except Arrow.

Delivery for Arrow items:15 days ARO

10b. Expedited Delivery: Consult with Contractor.

10c. Overnight and Two-day Delivery: Consult with Contractor for rates.

10d. Urgent Requirements: Consult with Contractor.

11. F.O. B Points: FOB Origin – ALL SINs except SIN 33411.

FOB Destination – SIN 33411.

12a. Ordering Address: Same as Contractor’s Address

12b. Ordering procedures: For supplies and services, the ordering procedures, information on Blanket Purchase Agreements (BPA’s) are found in FAR 8.405-3

13. Payment Address: 1441 Branding Ave Ste 200 | Downers Grove, IL | 60515

14. Warranty Provision: Standard Commercial Warranty.

Customer should contract contractor for copy of warranty or generally N/A for services

15. Export Packing Charges: N/A

16. Terms and conditions of

Government rental, maintenance, and repair: N/A

17. Terms and conditions of Installation N/A

18a. Terms and conditions of repair parts indicating date of parts price lists and any discounts from list prices N/A

18b. Terms and conditions for any other services N/A

19. List of service and distribution points N/A

20. List of participating dealers: N/A

21. Preventive Maintenance: N/A

22a. Environmental Attributes: N/A

22b. Section 508 Compliance: N/A

23. Unique Entity Identifier (UEI): HF12FHC3M2F5

24. SAM Registration: SAM Registration valid and current.

ABOUT BTI COMMUNICATIONS GROUP, LTD.

Since 1985 BTI Communications Group has provided innovative products and customized solutions for telecommunications and data networking. Our goal is to provide our clients what they need for easy access to information and communication the way they want it.

BTI's purpose is to help companies increase efficiency, streamline operations, and improve sales using advanced communication technology. Voice and data communication have become unified communication converged on the corporate data network.

Our solutions provide smart protection, prevention, and cost savings.

Additionally, they are simple to use, allowing:

• Efficient monitoring from anywhere

• Real-time alerts, no need to search through software(s) to investigate

• Automated reporting

• Hardware and software security

“The integrated surveillance technology is a step above anything we have seen. So far it has resolved our theft and break‐in issues where nothing else would work.”

Barry, W.

Operations Manager, Logistics Company

Our customers see results

“BTI consistently provides us with number IT professional services from IP phone systems to surveillance. Their technical knowledge consistently solves IT challenges that our staff doesn't the skill or time for. The installation team is excellent. And their support always goes over and above to make sure all our issues are solved. I highly recommend BTI.”

Jonathon Huff

The Moody Church

DESCRIPTION OF PRODUCTS & SERVICES

Security & Protection

334220 Surveillance Systems, Wearable Body Cameras, and Vehicular Video Includes surveillance systems, wearable body cameras, and vehicle videos, including video storage and services as part of a total solution.

NOTE: Subject to Cooperative Purchasing

334290 Security and Detection Systems Includes security and detection systems and devices, such as gas detectors, pressure level monitoring, patient/detainee monitoring systems, etc.

NOTE: Excludes vehicular alarms.

334290L Physical Access Control Systems (PACS) – Legacy Includes physical access control systems (PACS), such as card-controlled access, biometrics, security barriers, etc. Includes non-FIPS physical access control systems.

541330L Security System Integration, Design, Management, and Life Cycle Support Includes services involving the security integration/management discipline, which supports security products and systems throughout their lifecycle. Services may include, but are not limited to testing, production, fielding, process improvement, disposal, etc.

Information Technology

33411 Purchasing of new electronic equipment Includes desktop, laptop, tablet computers (including rugged), servers, storage equipment, hyperconverged integrated systems, supercomputers, routers, switches and other communications equipment, IT security equipment (hardware based firewalls), audio and video (AV) equipment, public address systems, monitors/displays, sensors and other Internet of Things (IOT) devices, printers and Multi-Function Device (MFD) equipment, broadcast band radio, two-way radio (LMR), microwave radio equipment, satellite communications equipment, radio transmitters/receivers (airborne), radio navigation equipment/antennas, optical/imaging systems, and associated peripherals required for operations (such as controllers, connectors, cables, drivers, adapters, etc., ancillary installation of any equipment purchased.

811212 Maintenance of Equipment, Repair Services and/or Repair/Spare Parts Maintenance, Repair Service, and Repair Parts/Spare Parts for Government-Owned General Purpose Commercial Information Technology Equipment, Radio/Telephone Equipment

511210 Software Licenses Includes both term and perpetual software licenses and maintenance.

54151S Information Technology Professional Services IT Professional Services and/or labor categories for database planning and design; systems analysis, integration, and design; programming, conversion, and implementation support;

network services, data/records management, and testing.

Ancillary Supplies and Services Ancillary supplies and/or services are support supplies and/or services which are not within the scope of any other SIN on this schedule. These supplies and/or services are necessary to compliment a contractor's offerings to provide a solution to a customer requirement. This SIN may be used for orders and blanket purchase agreements that involve work or a project that is solely associated with the supplies and/or services purchased under this schedule.

NOTE: When used in conjunction with a Cooperative Purchasing eligible SIN, this SIN is Cooperative Purchasing Eligible.

OLM Order-Level Materials OLMs are supplies and/or services acquired in direct support of an individual task or delivery order placed against a Schedule contract or BPA. OLM pricing is not established at the Schedule contract or BPA level, but at the order level. Since OLMs are identified and acquired at the order level, the ordering contracting officer (OCO) is responsible for making a fair and reasonable price determination for all OLMs.

OLMs are procured under a special ordering procedure that simplifies the process for acquiring supplies and services necessary to support individual task or delivery orders placed against a Schedule contract or BPA. Using this new procedure, ancillary supplies and services not known at the time of the Schedule award may be included and priced at the order level.

OLM SIN-Level Requirements/Ordering Instructions:

OLMs are:

- Purchased under the authority of the FSS Program

- Unknown until an order is placed

- Defined and priced at the ordering activity level in accordance with GSAR clause 552.238-115 Special Ordering Procedures for the Acquisition of Order-Level Materials. (Price analysis for OLMs is not conducted when awarding the FSS contract or FSS BPA; therefore, GSAR 538.270 and 538.271 do not apply to OLMs)

- Only authorized for use in direct support of another awarded SIN.

- Only authorized for inclusion at the order level under a Time-and-Materials (T&M) or Labor- Hour (LH) Contract Line-Item Number (CLIN)

- Subject to a Not to Exceed (NTE) ceiling price

OLMs are not:

- "Open Market Items."

- Items awarded under ancillary supplies/services or other direct cost (ODC) SINs (these items are defined, priced, and awarded at the FSS contract level)

OLM Pricing:

- Prices for items provided under the Order-Level Materials SIN must be inclusive of the Industrial Funding Fee (IFF).

- The value of OLMs in a task or delivery order, or the cumulative value of OLMs in orders against an FSS BPA awarded under an FSS contract, cannot exceed 33.33%.

NOTE: When used in conjunction with a Cooperative Purchasing eligible SIN, this SIN is Cooperative Purchasing Eligible.

Labor Category Descriptions & Rates (GSA Prices include IFF)

SIN Labor Categories

6/16/2021- 6/15/2022

6/16/2022- 6/15/2023

6/16/2023- 6/15/2024

6/16/2024- 6/15/2025

6/16/2025- 6/15/2026

54151S, 541330L

Senior Project Manager

$159.30 $162.98 $166.75 $170.60 $174.54

54151S, 541330L Project Manager

$143.67 $146.99 $150.38 $153.86 $157.41

54151S, 541330L Task Leader

$116.30 $118.99 $121.74 $124.55 $127.43

54151S, 541330L

Senior Systems Engineer

$178.85 $182.98 $187.21 $191.53 $195.96

54151S, 541330L Systems Engineer

$147.58 $150.99 $154.47 $158.04 $161.69

54151S, 541330L Senior Programmer

$161.26 $164.98 $168.80 $172.69 $176.68

54151S, 541330L Programmer

$131.94 $134.99 $138.11 $141.30 $144.56

54151S, 541330L Enterprise Architect II

$190.58 $194.98 $199.49 $204.09 $208.81

54151S, 541330L Enterprise Architect I

$166.15 $169.98 $173.91 $177.93 $182.04

54151S, 541330L Subject Matter Expert

$210.03 $214.98 $219.95 $225.03 $230.22

54151S, 541330L Technical Trainer

$97.73 $99.99 $102.30 $104.66 $107.08

54151S, 541330L Technical Writer

$92.85 $94.99 $97.19 $99.43 $101.73

54151S, 541330L

Quality Assurance Specialist

$92.85 $94.99 $97.19 $99.43 $101.73

541330L Supply Chain Specialist II

$102.62 $104.99 $107.42 $109.90 $112.44

541330L Supply Chain Specialist I

$83.07 $84.99 $86.96 $88.96 $91.02

54151S, 541330L

Senior Installation Specialist

$129.01 $131.99 $135.04 $138.16 $141.35

54151S, 541330L Installation Specialist

$112.39 $114.99 $117.65 $120.36 $123.14

54151S, 541330L Field Technician

$78.19 $79.99 $81.84 $83.73 $85.67

Sr. Program Manager Minimum/General Experience: Possesses at least 9 years with project management for related IT and Security and Surveillance Systems.

Functional Responsibility: Provide both high-level and day-to-day direction and management control of large or complex IT and/or Security System projects. Responsible for developing the overall project work plan and monitoring the execution of the project against the work plan.

Provides technical and functional guidance to the project teams, monitors the progress of tasks and deliverables, tracks, and reports project status to the client, and ensures that all critical project issues are addressed.

Minimum Education: Bachelor’s degree with major in Information Technology or Business

Project Manager

Minimum/General Experience: Possesses at least 8 years with project management for related IT and Security and Surveillance Systems.

Functional Responsibility: Provides day-to-day direction and control of IT and/or Security System projects. Responsible for developing the project/task work plan and monitors progress against the work plan. They provide technical and functional guidance to the project teams, monitor the progress of tasks and deliverables, track and report the project status to project and program management, and ensure that all critical project issues are addressed.

Minimum Education: Bachelor’s degree with major in Information Technology or Business

Task Leader

Minimum/General Experience: Possesses at least 5 years in information and/or security systems implementation, technical and functional design, development, and configuration.

Functional Responsibility: Provides high-level support to users. Applies expertise and knowledge of state-of-the-art software, hardware, network infrastructure, and/or information technology and security systems to troubleshoot complex user/system problems. A task leader, based on experience and expertise, may be involved in any or all stages of a project including consulting, support, implementation, operation and/or training.

Minimum Education: Bachelor’s degree with major in Information Technology or Business

Senior Systems Engineer

Minimum/General Experience: Possesses at least 8 years with related IT and Security and Surveillance Systems.

Functional Responsibility: Provides high-level support to the technical team while implementing and deploying most of the solution. Applies engineering expertise and knowledge of state-of-the-art software, hardware, network infrastructure, and/or information technology in support of installation of IT and security and surveillance systems. May be involved in any or all stages of a project including: consulting, design, development, implementation, operation and/or training.

Minimum Education: Bachelor’s Degree with specialized manufacturer Technical Certifications.

Systems Engineer

Minimum/General Experience: Possesses at least 7 years with related IT and Security Systems.

Functional Responsibility: Contribute to the execution of the day-to-day tasks and support of the project along with implementing and deploying the major portions of the solution. Applies engineering expertise and knowledge of state-of-the-art software, hardware, network infrastructure, and/or information technology in support of installation of IT and security and surveillance systems. May be involved in any or all stages of a project including consulting, design, development, implementation, operation and/or training.

Minimum Education: Bachelor’s Degree with specialized manufacturer Technical Certifications.

Senior Programmer

Minimum/General Experience: Possesses at least 5 years in software design, development, installation, integration, evaluation, enhancement, maintenance, testing, or problem diagnosis/resolution.

Functional Responsibility: Performs requirements analysis, software design, development, installation, testing, and maintenance for application system components for large-scale and distributed systems. Performs operating system and/or product evaluation, integration, testing, and problem diagnosis/resolution. Provides technical leadership, reviews work products, and makes technical recommendations, as needed, for changes in the technical architecture supported for IT and/or Security and Surveillance Systems.

Minimum Education: Bachelor’s Degree

Programmer

Minimum/General Experience: Possesses at least 3 years in software design, development, installation, integration, evaluation, enhancement, maintenance, testing, or problem diagnosis/resolution.

Functional Responsibility: Performs requirements analysis, software design, development, installation, testing, and maintenance for application system components for large-scale and distributed systems. Performs operating system and/or product evaluation, integration, testing, and problem diagnosis/resolution. Under supervision of Senior Programmer, reviews work products, and makes technical recommendations, as needed, for changes in the supported technical architecture for IT and/or Security and Surveillance Systems.

Minimum Education: Bachelor’s Degree

Enterprise Architect II

Minimum/General Experience: Possesses at least 10 years with specialized experience in systems architect and design.

Functional Responsibility: Performs as a consultant in highly specialized, leading edge information technologies and methodologies. Provides highly technical and specialized guidance concerning the architecture and design of complex IT and Security and Surveillance systems and sub-systems. Performs elaborate analyses and studies. Prepares and presents design documents. Provides technical direction in the design of the system and directs programmers and other technical personnel in the implementation of system components.

Minimum Education: Bachelor’s degree with major in Information Technology or Business

Enterprise Architect I

Minimum/General Experience: Possesses at least 7 years with specialized experience in systems architect and design.

Functional Responsibility: Performs as a consultant in highly specialized, leading edge information technologies and methodologies. Provides highly technical and specialized guidance concerning the architecture and design of complex IT and Security and Surveillance systems and sub-systems. Performs elaborate analyses and studies. Prepares and presents design documents. Provides technical direction in the design of the system and directs programmers and other technical personnel in the implementation of system components.

Works independently or under general supervision.

Minimum Education: Bachelor’s degree with major in Information Technology or Business

Subject Matter Expert

Minimum/General Experience: Possesses at least 15 years in information systems management, implementation, technical and functional design, systems development, configuration, or analysis of the specific product or programmatic functions related to IT or Security and Surveillance Systems.

Functional Responsibility: Provides mission-critical subject matter support for complex IT and Security System initiatives. Has demonstrated expertise in participating successfully in similar initiatives of comparable complexity. Has clinical domain knowledge and expert technical knowledge of functional areas and programmatic knowledge across the broad range of information and security systems and informatics. Provides industry-leading insight into complex, cutting-edge endeavors. Participates in cross-cutting panels and committees to provide transfer of knowledge and expertise to project stakeholders. Serves as principal/senior source of information for all relevant domain activities as required.

Minimum Education: Bachelor’s degree with major in Information Technology or Business

Technical Trainer

Minimum/General Experience: Possesses at least 7 years with specialized experience in systems architect and design.

Functional Responsibility: Develops and provides end-user training on major systems that include hardware and/or software configurations. Supervises training and instruction with personnel and conducts research necessary to develop and revise training courses and prepare appropriate training catalogs. Prepares all instructor materials and student materials (course manuals, workbooks, handouts, completion certificates, and course critique forms). Trains personnel by conducting formal classroom courses, workshops, and seminars. Provides daily supervision of, and directions to, training staff.

Minimum Education: Associate’s degree in system design, training or other related systems

Technical Writer

Minimum/General Experience: Possesses at least 5 years with specialized experience in systems architect and design.

Functional Responsibility: Prepares, reviews and edits content of technical documentation;

ensures that documents follow the style laid out in the company's style guide; writes a variety of technical articles, reports, brochures, and/or manuals for documentation for a wide range of uses (including installation and management guides, user guides, help materials); coordinates the display of graphics and the production of the document. Develop project critical documents and artifacts.

Minimum Education: Bachelor’s degree

Quality Assurance Specialist

Minimum/General Experience: Possesses at least 4 years with specialized experience in software engineering.

Functional Responsibility: Develops project Quality Assurance (QA) Plan in accordance with established policy and procedure. Ensures quality of project processes and products by executing activities described in the QA Plan. Compares activities and products to established standards and plans. Establishes quantitative measurements and techniques for measuring software quality. Reports to project management and executive management when quality issues are encountered during project review cycle.

Minimum Education: Associates Degree

Supply Chain Specialist II

Minimum/General Experience: Possesses at least 6 years with specialized experience in supply chain management.

Functional Responsibility: Manage production, planning, scheduling, Inventory Management, Purchasing Distribution for Security and Surveillance Systems suppliers/manufacturers. Manage supplier performance, including supplier delivery performance and supplier shipping performance. Identify and provide resolution of supplier performance problems. Evaluate, select, contract with, and manage strategic suppliers to meet specific goals of availability, quality, cost, and flexibility. Design and improve supply chain structures, processes, and performance to ensure security and surveillance requirements are delivered in a timely manner.

Supply Chain Specialist I

Minimum/General Experience: Possesses at least 3 years with specialized experience in supply chain management.

Functional Responsibility: Manage production, planning, scheduling, Inventory Management, Purchasing Distribution for Security and Surveillance Systems suppliers/manufacturers. Manage supplier performance, including supplier delivery performance and supplier shipping performance. Identify and provide resolutions of supplier performance problems. Evaluate, select, contract with, and manage strategic suppliers to meet specific goals of availability, quality, cost, and flexibility. Design and improve supply chain structures, processes, and performance to ensure security and surveillance requirements are delivered in a timely manner. Works independently or under general supervision.

Senior Installation Specialist

Minimum/General Experience: Possesses at least 5 years with installation of IT and security systems

Functional Responsibility: Supervises installation specialist/field technicians. Organizes and directs IT network and security system installations and onsite surveys. Analyzes, and designs communication and network components and local and wide area networks as well as security and surveillance connectivity. Directs and leads preparation of IT and/or security system plans and site installation technical designs. Also develops installation schedules. Coordinates post-installation operations and maintenance support.

Minimum Education: Bachelor’s Degree

Installation Specialist

Minimum/General Experience: Possesses at least 3 years with installation of IT and security systems

Functional Responsibility: Under general supervision, coordinates IT network and security system installations and onsite surveys. Analyzes, and designs communication and network components and local and wide area networks as well as security and surveillance connectivity.

Implements preparation of IT and/or security system plans and site installation technical designs. Also develops installation schedules.

Field Technician

Minimum/General Experience: Possesses at least 3 years in LAN/MAN and WAN Infrastructure installation, security and surveillance cameras, access control, testing, termination, troubleshooting of IT and Security Equipment, and a contributor to the project.

Functional Responsibility: Qualified to perform such tasks as installation of IT network and security systems per design specifications, troubleshoot and implement new or existing systems, and test and documentation of the systems/networks.

Minimum Education: Associates Degree or specialized manufacturer Technical Certifications

Equivalency Substitution

Additional years of experience in a relevant field may be used as a substitute for a degree requirement. These amounts are in addition to the minimum number of years of experience required for a labor category. The number of years of experience necessary to substitute for a degree is equivalent to the number of years typically taken to achieve the required degree.

4 years of experience is equivalent to a bachelor’s degree 2 years of experience is equivalent to each advanced degree

For example, a labor category requiring a bachelor’s degree would be substituted by the applicant having an additional 4 years of experience. In addition, a lower degree plus additional years of experience is equivalent to the number of years typically taken to achieve a higher degree may be substituted. The years typically taken to achieve the lower degree are added to the years of additional experience and must equal the number of years needed to obtain the higher degree. For example, a labor category requiring a bachelor’s degree would be substituted by an applicant having an associate degree plus an additional 2 years of experience.

Products Pricing

See GSA Advantage

Software Terms and Conditions – EULAS

1 © 2019, Avigilon Corporation. All rights reserved. No license is granted with respect to any copyright, industrial design, trademark, patent or other IP rights of Avigilon or its licensors.

AVIGILON CORPORATION

End User License Agreement for Avigilon Control Center Mobile 3

Effective July 5, 2019

This End User License Agreement, including Appendix “A” hereto, (the “Agreement”) between Avigilon Corporation

(“Avigilon”), as licensor of the Software (as defined below), and the Ordering Activity under GSA Schedule contracts identified in the Purchase Order, Statement of Work, or similar document (“You” or “Your”) governs Your use of the

Software. The term “Software” means: (a) Avigilon Control Center Mobile software and any modified versions and copies of, and upgrades, updates, and additions to, such software; and (b) any media, printed materials, and “on-line” or electronic documentation with respect to such software (the “Documentation”).

Byboth parties executing this Agreement in writing, or a purchase order incorporating this Agreement, You agree to be bound by the terms of this Agreement. If You do not agree to all of the terms and conditions of this

Agreement, do not download, install, copy, or otherwise use the Software.

1. Grant of License. As long as You comply with the terms of this Agreement, Avigilon grants You a limited use, non-exclusive license to use the Software only in the manner and for the purposes described in this

Agreement and the Documentation. You acknowledge that You must use the Software only in association with an Avigilon Control Center server application that you have validly licensed from and activated with

Avigilon. You may make a reasonable number of copies of the Software for purposes of backup and disaster recovery.

2. Intellectual Property Rights. The Software is licensed, not sold, to You. The Software and any authorized copies that You make are the intellectual property of, and are owned by, Avigilon and, as applicable, its suppliers and licensors. The structure, organization and code of the Software are valuable trade secrets and confidential information of Avigilon and, as applicable, its suppliers and licensors. The Software is protected by law, including but not limited to the copyright laws of the United States, Canada, and other countries, and by international treaty provisions. Except as expressly stated in this Agreement, this Agreement does not grant You any intellectual property rights in the Software, and all rights not expressly granted in this

Agreement are reserved by Avigilon and, as applicable, its suppliers and licensors. This Agreement does not grant You any rights in connection with any trademarks of Avigilon.

3. Limitations and Restrictions.

a. Copy Protections. You may not copy the Software except as set forth in this Agreement. Any permitted copy of the Software that You make must contain the same copyright and other proprietary notices and legends that appear on or in the Software.

b. Restrictions. You may not: (i) rent, lease, sell, sublicense, assign, lend, resell for profit, or distribute the Software or Your rights in the Software; or (ii) authorize any portion of the Software to be copied onto another person’s or legal entity’s computer or other electronic device, except as set forth in this Agreement. You will take reasonable steps to prevent any unauthorized copying or distribution of the Software.

c. Local Devices. The Software may be stored and operated locally on one or more devices. You may install, use, or install and use, one copy of the Software on each of the devices. You may then use such Software in connection with operating the device on which it is installed solely in the manner set forth in any accompanying

Documentation or, in the absence of such, solely in the manner contemplated by the nature of the Software. You may designate other persons to use such Software on the devices, so long as such persons agree to this

Agreement and You accept responsibility for all use of the Software by any such persons.

d. Modifications and Derivative Works. You may not make any changes, translations, enhancements, or modifications to, or create any derivative works from, the Software or any portion of the Software without the prior written permission of Avigilon (except as provided in Section 19 of this Agreement with respect to ‘open

2 © 2019, Avigilon Corporation. All rights reserved. No license is granted with respect to any copyright, industrial design, trademark, patent or other IP rights of Avigilon or its licensors.

source’ software). Any attempt to create any derivative works from the Software or any portion of the Software without the prior written permission of Avigilon (except as provided in Section 19 of this Agreement with respect to ‘open source’ software) shall result in the immediate termination of this Agreement.

e. Reverse Engineering, Decompilation, Disassembly. You may not reverse engineer, decompile, or disassemble the Software, and any attempt to do so shall result in the immediate termination of this Agreement, except and only to the extent that such activity is expressly permitted by applicable law.

4. Termination.When the End User is an instrumentality of the U.S., recourse against the United States for any alleged breach of this Agreement must be brought as a dispute under the contract Disputes Clause

(Contract Disputes Act). During any dispute under the Disputes Clause, Avigilon shall proceed diligently with performance of this Agreement, pending final resolution of any request for relief, claim, appeal, or action arising under the Agreement, and comply with any decision of the Contracting Officer. In the event of termination of this Agreement for any reason, You must immediately destroy all copies of the Software.

The provisions of this Agreement which, by their terms, require performance after termination of this

Agreement, including but not limited to those contained in Sections 2 (Intellectual Property Rights), 4

(Termination), 13 (Limitation of Liability), 15 (Indemnity by You) and 18 (Jurisdiction), will survive the termination of this Agreement.

5. Export Restrictions. You acknowledge and agree that the Software is subject to restrictions and controls imposed by the Export and Import Permits Act (Canada) and regulations thereunder, the United States Export

Administration Act and regulations thereunder, and other applicable national and international laws and regulations relating to the export of the Software (collectively, the “Export Laws”). You agree and certify that

You will not use the Software or any part or direct product thereof for any purpose in contravention of the

Export Laws.

6. Applicable Laws. Certain jurisdictions may regulate, restrict, or otherwise prohibit the recording of audio, video, personal information, or data, or any combination of audio, video, personal information, or data. You agree that You will comply fully at all times with all international, federal, provincial, state, and local laws, regulations, and standards applicable to Your use of the Software, including in each of: (a) the jurisdiction(s) in which You use the Software; and (b) the jurisdiction(s) in which each camera, microphone, or other recording or surveillance device which provides data to You through the Software is located.

7. Data Transfer. Avigilon does not represent or warrant that the Software is appropriate for use in any particular jurisdiction. By using the Software, You represent that You have provided appropriate notice of, and obtained appropriate consent to, the cross-border transfer and processing of any personal information that You obtain in connection with your use of the Software, in accordance with the laws and regulations applicable to such transfers and processing.

8. Support Services. Avigilon may provide You with support services related to the Software (“Support

Services”). Any supplemental software files (either Avigilon or third party) and other computer information and related explanatory written materials and files provided to You as part of the Support Services are considered part of the Software and subject to the terms and conditions of this Agreement.

9. Upgrades and Updates. To the extent Avigilon makes them available, Software upgrades and updates may only be used to replace all or part of the original Software that You are licensed to use. Software upgrades and updates downloaded free of charge via Google Play or the App Store may be used to upgrade multiple devices. Upgrades and updates may be licensed to You by Avigilon with additional or different terms, which must be mutually agreed to in writing.

10. U.S. Government License Rights. This section only applies if the end user is a department, agency, or instrumentality of the government of the United States of America. The Software and the Documentation are

“Commercial Items”, as that term is defined at FAR 2.101, consisting of “Commercial Computer Software” and

“Commercial Computer Software Documentation”, as such terms are used in FAR 12.212, and: (a) were developed at private expense prior to provision to any U.S. Government entity; and (b) are provided with

3 © 2019, Avigilon Corporation. All rights reserved. No license is granted with respect to any copyright, industrial design, trademark, patent or other IP rights of Avigilon or its licensors.

“restricted rights”, and under licenses customarily provided to the public to the extent such licenses are consistent with U.S. federal law and otherwise satisfy the U.S. government’s needs. Accordingly, consistent with FAR 12.212, the Software and Documentation are being licensed to U.S. Government end users: (a) only as Commercial Items;

4 © 2019, Avigilon Corporation. All rights reserved. No license is granted with respect to any copyright, industrial design, trademark, patent or other IP rights of Avigilon or its licensors.

and (b) with only those rights as are granted to all other end users pursuant to the terms and conditions herein.

11. Transfer. You may only transfer Your rights under this Agreement: (a) as part of a permanent sale or transfer of all of the devices for which the Software is licensed; (b) if You transfer all of the Software (including all parts, and any upgrades), and this Agreement; (c) if You do not retain any copies of any portion of the

Software; (d) if the recipient agrees to the terms of this Agreement; and (e) if the Software is an upgrade, such transfer also includes all prior versions of the Software. Satisfaction of all these conditions is required; failure to meet any of these conditions renders such transfer null and void.

12. Limited Warranty and Disclaimer. AVIGILON WARRANTS THAT THE SOFTWARE AND SUPPORT

SERVICES WILL, FOR A PERIOD OF SIXTY (60) DAYS FROM THE DATE OF YOUR RECEIPT, PERFORM

SUBSTANTIALLY IN ACCORDANCE WITH SOFTWARE AND SUPPORT SERVICES WRITTEN MATERIALS

ACCOMPANYING IT, TO THE MAXIMUM EXTENT PROVIDED BY LAW, YOU EXPRESSLY

ACKNOWLEDGE AND AGREE THAT USE OF THE SOFTWARE AND SUPPORT SERVICES IS AT YOUR

SOLE RISK AND THAT THE ENTIRE RISK AS TO SATISFACTORY QUALITY, PERFORMANCE AND

ACCURACY IS WITH YOU, AND AVIGILON AND ITS SUPPLIERS AND LICENSORS PROVIDE THE

SOFTWARE AND SUPPORT SERVICES “AS-IS” AND WITH ALL FAULTS, AND HEREBY DISCLAIM ALL

OTHER WARRANTIES OR CONDITIONS,

WHETHER EXPRESS, IMPLIED, OR STATUTORY, INCLUDING BUT NOT LIMITED TO, ANY WARRANTIES OF:

(A) MERCHANTABILITY OR FITNESS FOR A PARTICULAR PURPOSE; (B) ACCURACY OR COMPLETENESS

OF RESPONSES, RESULTS, OR INFORMATIONAL CONTENT; (C) WORKMANLIKE EFFORT; (D)

CORRESPONDENCE TO DESCRIPTION; (E) TITLE OR NON-INFRINGEMENT OR NON-MISAPPROPRIATION

OF INTELLECTUAL PROPERTY RIGHTS OF A THIRD PARTY; (F) CUSTOM OR TRADE; (G) QUIET

ENJOYMENT; OR (H) SYSTEM INTEGRATION. AVIGILON MAKES NO WARRANTY THAT ANY PORTION OF

THE SOFTWARE WILL OPERATE ERRORFREE, FREE OF ANY SECURITY DEFECTS, OR IN AN

UNINTERRUPTED MANNER. AVIGILON SHALL NOT BE RESPONSIBLE FOR PROBLEMS CAUSED BY

CHANGES IN THE OPERATING CHARACTERISTICS OF THE DEVICE(S) UPON WHICH THE SOFTWARE IS

OPERATING, OR FOR PROBLEMS IN THE INTERACTION OF THE SOFTWARE WITH NON-AVIGILON

SOFTWARE OR HARDWARE PRODUCTS. AVIGILON NEITHER ASSUMES NOR AUTHORIZES ANY OTHER

PERSON PURPORTING TO ACT ON ITS BEHALF TO MODIFY OR TO CHANGE THIS WARRANTY, NOR TO

ASSUME FOR AVIGILON ANY OTHER WARRANTY OR LIABILITY CONCERNING THE SOFTWARE. YOU MAY

HAVE OTHER RIGHTS UNDER MANDATORY LAW THAT VARY FROM STATE TO STATE AND COUNTRY TO

COUNTRY.

13. Limitation of Liability. IN NO EVENT SHALL AVIGILON, OR ANY OF ITS AFFILIATES, AND THEIR RESPECTIVE

DIRECTORS, OFFICERS, AND EMPLOYEES (COLLECTIVELY THE “AVIGILON PARTIES”), OR AVIGILON’S

SUPPLIERS OR LICENSORS BE LIABLE FOR ANY SPECIAL, INCIDENTAL, INDIRECT, PUNITIVE, RELIANCE, COVER OR CONSEQUENTIAL DAMAGES WHATSOEVER (INCLUDING BUT NOT LIMITED TO, DAMAGES

FOR: LOSS OF PROFITS; LOSS OF SAVINGS; LOSS OF CONFIDENTIAL OR OTHER INFORMATION;

BUSINESS INTERRUPTION; LOSS OF PRIVACY; LOSS OR DAMAGE OF OR TO PROPERTY, SYSTEMS, RECORDS, OR DATA; FAILURE TO MEET ANY DUTY INCLUDING OF GOOD FAITH OR OF REASONABLE

CARE; NEGLIGENCE; AND ANY OTHER PECUNIARY OR OTHER LOSS WHATSOEVER) INCURRED OR

SUFFERED BY YOU OR ANY OTHER PERSON ARISING OUT OF OR IN ANY WAY RELATED TO THE USE OF

OR INABILITY TO USE THE SOFTWARE, THE PROVISION OF OR FAILURE TO PROVIDE SUPPORT

SERVICES, THIRD PARTY CLAIMS, LIABILITIES RELATED TO AN INDIVIDUAL’S PRIVACY RIGHT, OR

OTHERWISE UNDER OR IN CONNECTION WITH ANY PROVISION OF THIS AGREEMENT, EVEN IN THE

EVENT OF THE FAULT, TORT, STRICT LIABILITY, BREACH OF WARRANTY OF AVIGILON OR ANY

SUPPLIER OR LICENSOR, AND EVEN IF ANY AVIGILON PARTY OR ANY OF AVIGILON’S SUPPLIERS OR

LICENSORS HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES. YOU ARE SOLELY

RESPONSIBLE AND LIABLE FOR VERIFYING THE SECURITY, ACCURACY AND ADEQUACY OF ANY

OUTPUT FROM THE SOFTWARE, AND FOR ANY RELIANCE THEREON.

NOTWITHSTANDING ANY DAMAGES THAT YOU MIGHT INCUR FOR ANY REASON WHATSOEVER

5 © 2019, Avigilon Corporation. All rights reserved. No license is granted with respect to any copyright, industrial design, trademark, patent or other IP rights of Avigilon or its licensors.

(INCLUDING, WITHOUT LIMITATION, ALL DAMAGES REFERENCED ABOVE AND ALL DIRECT OR GENERAL

DAMAGES), THE ENTIRE LIABILITY OF AVIGILON AND ANY OTHER AVIGILON PARTY, AND AVIGILON’S

SUPPLIERS AND LICENSORS UNDER ANY PROVISION OF THIS AGREEMENT AND YOUR EXCLUSIVE REMEDY

6 © 2019, Avigilon Corporation. All rights reserved. No license is granted with respect to any copyright, industrial design, trademark, patent or other IP rights of Avigilon or its licensors.

FOR ALL OF THE FOREGOING SHALL BE LIMITED TO THE AMOUNT ACTUALLY PAID BY YOU FOR THE

SOFTWARE. THE FOREGOING LIMITATION OF LIABILITY SHALL NOT APPLY TO (1) PERSONAL INJURY OR DEATH

RESULTING FROM LICENSOR’S NEGLIGENCE; (2) FOR FRAUD; OR (3) FOR ANY OTHER MATTER FOR WHICH LIABILITY

CANNOT BE EXCLUDED BY LAW.

THE FOREGOING LIMITATIONS OF LIABILITY SHALL APPLY TO THE MAXIMUM EXTENT PERMITTED BY

APPLICABLE LAW.

14. Indemnity by Avigilon. Avigilon will indemnify and hold You harmless from and against any and all claims, suits or proceedings based on an allegation that the Software infringes a United States patent, trade secret or copyright, provided that: (a) You notify Avigilon in writing within 10 days of becoming aware of the claim, suit or proceeding; (b) Avigilon has conduct of the defense, settlement, or defense and settlement, of any such claim, suit or proceeding; (c) You provide all reasonably necessary assistance to Avigilon, at Avigilon’s reasonable expense, in such defense or settlement proceedings; (d) the claim does not result from any unauthorized use or modification of the Software, or from the use of the Software in conjunction with any hardware or software not supplied or approved by Avigilon; and (e) You have not made and do not make any admissions in respect of such alleged infringement. Nothing contained herein shall be construed in derogation of the U.S. Department of Justice’s right to defend any claim or action brought against the

U.S., pursuant to its jurisdictional statute 28 U.S.C. §516.

In the event that the Software or any part thereof becomes, or in Avigilon’s opinion is likely to become, the subject of a claim of infringement of a United States patent, trade secret, or copyright, or the use of the Software or any part thereof is enjoined as a result of any such claim, You shall permit Avigilon, at its sole option and expense, to either: (i) procure for You the right to continue using the Software; (ii) replace the affected Software with non-infringing Software; (iii) modify the affected Software so that it becomes non-infringing; or (iv) remove the affected Software and refund the purchase price thereof, less a reasonable amount for depreciation.

Subject to Sections E and F of Appendix “A”, if applicable, the foregoing states the entire liability of Avigilon with respect to any actual or alleged infringement of any intellectual property right.

15. Reservedf.

16. Entire Agreement. This Agreement, together with the underlying GSA Schedule Contract, Schedule Pricelist, Purchase Order(s), constitutes the entire agreement between the parties, and supersedes any previous agreements between the parties, with respect to the subject matter of this Agreement. Any terms of any purchase order or other instrument issued by either party in connection with this Agreement that is in addition to or inconsistent with the terms of this Agreement shall have no force or effect unless signed by both parties. Any amendment to this Agreement shall be put in writing and signed by both parties prior to being in effect. Notwithstanding the foregoing, this Agreement may be superseded by a subsequent End User License

Agreement that You agree to in connection with Avigilon’s providing to You any future component, release, upgrade or other modification or addition to the Software. For the avoidance of doubt, any agreement, including any End User License Agreement between You and Avigilon regarding the Avigilon Control Center server application, shall not be considered to be an agreement with respect to the subject matter of this

Agreement and shall continue in full force and effect in accordance with its terms.

17. Amendment. Any amendment to this Agreement shall be put in writing and signed by both parties prior to being in effect. Notwithstanding the foregoing:

a. Avigilon reserves the right to unilaterally amend this Agreement at any time without advance notice to You where the amendments involve (i) correcting typographical errors; (ii) correcting inconsistent, incorrect, or ambiguous wording for the purpose of clarifying the intended purposes and intent of the applicable wording (but without altering its nature or scope); or (iii) updating this Agreement to better address or comply with the provisions of applicable laws; and

7 © 2019, Avigilon Corporation. All rights reserved. No license is granted with respect to any copyright, industrial design, trademark, patent or other IP rights of Avigilon or its licensors.

b. This Agreement may be superseded by a subsequent End User License Agreement that You agree to in writing connection with Avigilon’s providing to You any future component, release, upgrade or other modification or addition to the Software.

18. Jurisdiction. This Agreement and performance under this Agreement will be governed by the Federal laws of theUnited States. You hereby irrevocably attorn to the jurisdiction of those courts. You expressly exclude the application of the United Nations convention on Contracts for the International Sale of Goods (the

Vienna Convention, 1980).

19. Incorporation of ‘Open Source’ and other Third Party Software. Portions of the Software may be subject to certain third party license agreements governing the use, copying, modification, redistribution and warranty of those portions of the Software, including what is commonly known as ‘open source’ software. No warranty is provided by Avigilon for any such open source software. Nothing herein shall bind the Ordering

Activity to any Third Party terms unless the terms are provided for review and agreed to in writing by all parties . If provided for in the applicable third party license, You may have a right to receive source code for such software for use and distribution in any program that You create, so long as You in turn agree to be bound to the terms of the applicable third party license. If applicable, a copy of such source code may be obtained free of charge by contacting Your Avigilon representative.

20. Collection of Data. At the time of initialization of the Software, Avigilon may collect information about the device(s) on which You have installed or will be using the Software. This information represents a configuration of Your device(s) at the time of use but includes no personal information, information about other software or data on Your device(s). Avigilon, with Your permission, uses Firebase, a product of Google

Inc., to collect data regarding Your use of the Software, but Avigilon shall use this information only to improve

Avigilon’s products and services. Avigilon shall not disclose this additional data in a form that personally identifies You. You may opt out of this collection of data by adjusting the “Anonymous Usage Data

Collection” toggle in Your Settings.

All data which is provided to Google will become subject to Google's privacy policy which is located here:

www.google.com/privacy.html. For further information on how Google's Firebase analytics tool uses data, please see the site "How Google uses data when you use our partners' sites or apps", (located…