1 San Joaquin Valley AIR POLLUTION CONTROL DISTRICT

60VERM#IG BOARD

DATE: December 17,2009

SJVUAPCD Governing Board c* T o q Barb% Vice Chah Supmisar. Kin!# County

TO:

FROM:

David 6. A y s n Cowilnmmbm, City of Hanfwd

Seyed Sad redin, Executive DirectorIAPCO Project Coordinator: Morgan Lambert

RE: Ronn Damnia Supervisor, Madera Comty

APPROVE CONTRACT WITH NETWORKFLEET TO PROVIDE A GLOBAL POSITIONING 'TRACKING SYSTEM FOR THE DISTRICT'S FLEET OF COMPLIANCE DEPARTMENT VEHICLES

k n JoLnan Mayor, City oi Stockton

RECOMMENDATIONS: Randy Miler Ca-, Gity of Taft

Approve and authorize the Chair to execute an installation and service contract with Networkfleet to provide a global positioning tracking system for the District's fleet of 81 Compliance Department vehicles for $43,153.34. W~llim O'Brim

Supervisor, Stanislaus C m y

Lsrol Omdbs Supervisor, SM Jmquin Canny

Approve and authorize the Executive DirectorIAPCO to execute an extension to the service portion of the contract with Networkfleet for up to four additional years. John 6. T e I k YO.

Appointed by Govwnor

BACKGROUND: J. Scwm Worthley tkigenrisor, Tulare C o w The workload of the District's Compliance Department is expected to

continue to increase dramatically over the next few years and, as in past years, the bulk of this additional workload will be handled by existing staff through the use of new technologies, further streamlining of Compliance Department functions and continued improvements in efficiency. As part of the District's efforts to improve inspection efficiency, as well as to increase the safety and accountability of our field staff, the District is moving towards the utilization of global positioning systems (GPS) in the vehicles assigned to field staff. By utilizing GPS, the District will be able to pinpoint and track staffs location. If an unsafe situation arises, management or supervisory staff will be able to effectively deploy other staff or send emergency vehicles to the exact location. By knowing the location of staff,

Vacant Lwe City

Slddia Execlltivt Director Air Pdlutmn Contml Ofker

Nortkn Region OHia MOO Enterprise Way Modesto, CA 95356.8718 (209) 5574400 FAX (2091 557-6475

Cemd &.gion Office 1990 EaQt lenydnug Avenue Fmrio, CA 83728.0244 1559) 230-BOW FAX 0591 230-161

SJVUAPCD Governing, Board APPROVE CONTRACT WITH NETWORKFLEET TO PROVIDE A GLOBAL POSITIONING TRACKING SYSTEM FOR THE DISTRICT'S FLEET OF COMPLIANCE DEPARTMENT VEHICLES December 17. 2009

increased efficiency will be realized by decreasing response time and vehicle miles traveled while responding to unforeseen events such as public complaints, air monitoring equipment malfunctions, and inspections of source equipment failures. Further, GPS will increase the accountability of field staff by allowing supervisors to monitor and assure that staff is at appropriate locations and completing weekly assignments.

In order to fulfill the aforementioned needs, the District engaged in an effort, as detailed in , the Discussion section below, to solicit a qualified respondent to install a GPS tracking system in each of the District's 81 Compliance Department vehicles and to provide ongoing web-based access, tracking, and reporting service. After a comprehensive evaluation of the proposals, Networkfleet is being recommended to your Board based on the facts that their proposal was the lowest cost of the conforming proposals and they have significant experience in implementing GPS solutions for public agencies.

DISCUSSION:

On June 25, 2009, the District released a Request for Proposal (RFP) to solicit a qualified respondent. In addition to other specifications, this RFP required that respondents include remote vehicle diagnostic capabilities in their proposal. Remote vehicle diagnostic systems monitor and report vehicle data directly from the vehicle's engine control module and allow fleet managers to better diagnose'and maintain the health of their fleet. The District initially believed that such a system may provide cost savings on fleet maintenance by diagnosing and addressing potential vehicle problems sooner.

The District received proposals from 11 respondents in response to this RFP. In reviewing the proposals, the District found that 7 of the 11 proposals exceeded the District's budgeted appropriations for either the initial procurement and installation of the hardware and software, the annual service fees, or both. Of the remaining proposals, the respondents with the lowest cost proposals did not include systems with remote vehicle diagnostic capabilities. As was apparent by the proposals, the systems which did not include remote vehicle diagnostic capabilities represented a significant cost savings to the District while st111 providing the core elements of increased efficiency, safety and accountability of our field staff. After further evaluating the cost differential associated with a system including remote vehicle diagnostic capabilities, the District determined that cost saving estimates for a remote vehicle diagnostic system were not likely to exceed the cost savings associated with selecting a system without remote vehicle diagnostic capabilities, especially given the District's existing fleet preventative maintenance and vehicle replacement program. Therefore, the District decided to begin working toward a contract with the respondent that proposed the lowest cost system, which did not include remote vehicle diagnostic capabilities.

As the District worked with the respondent to draft a contract, it was determined that the ,

initial RFP did not properly specify, and clearly make evident, a system requirement that

SJVUAPCD Governing Board APPROVE CONTRACT WITH NETWORKFLEET TO PROVIDE A GLOBAL POSITIONING TRACKING SYSTEM FOR THE DISTRICT'S FLEET OF COMPLIANCE DEPARTMENT VEHICLES December 17, 2009

would be critical to meet the needs of the District. Specifically, the initial RFP did not clearly specify that the District required a system which has the ability to establish tiered, or differing, access rights for different staff levels, from administrator to supervisor and down to field staff, and it was unclear to the District whether the system proposed by the respondent could satisfy this need. Further, at this point the District determined that since the project specifications had been changed due to the potential cost savings that could be realized by selecting a system without remote vehicle diagnostic capabilities, it would be a more equitable process if the District rejected all the proposals associated with the June 25, 2009, RFP, released a new request, and gave all potential respondents a chance to bid based on the updated and clarified specifications.

On October 6, 2009, the District released a Request for Quotation (RFQ) to solicit a qualified respondent to install a GPS tracking system in each of the District's 81 Compliance Department vehicles and to provide ongoing web-based access, tracking, and reporting service. This RFQ contained the clarifications and updates to the specifications that were discussed above.

The District received 10 proposals from 8 respondents (2 respondents each presented 2 proposals) in response to the October 6, 2009, RFQ. The proposals were first screened to ensure that they included sufficient information to make evident and clear that the proposed system(s) conformed to the specifications as presented in the RFQ. In reviewing the proposals, the District found that 5 of the 11 proposals either did not conform to the specjfications of the RFQ or were not responsive in addressing one or more of the requirements and the District could not determine if the proposed system could meet the needs of the District as specified in the RFQ. The conforming proposals were then evaluated on the initial cost for the procurement and installation of the equipment and also on the projected total five-year cost, which included both the initial cost for the procurement and installation of the equipment as well as the annual service cost projected over 5 years.

Of the conforming proposals, Networkfleet's proposal was the lowest in terms of both the initial cost for the procurement and installation of the equipment and the projected total five-year cost. In addition to the low cost of their proposal, Networkfleet has significant experience with public agencies and understands the needs of public Fleets as they have worked to implement GPS solutions for numerous state, county, city and special district agencies. Based on the facts that their proposal was the lowest cost of the conforming proposals and they have significant experience in implementing GPS solutions for public agencies, Networkfleet is the respondent being recommended to your Board.

This contract represents a total first-year expenditure of $43,153.34 with $21,979.19 going to the initial cost for the procurement and installation portion of the contract and $21,174.15 going to the initial annual service portion of the contract. Furthermore, the

SJVUAPCD Governing Board APPROVE CONTRACT WITH NETWORKFLEET TO PROVIDE A GLOBAL POSITIONING TRACKING SYSTEM FOR THE DISTRICT'S FLEET OF COMPLIANCE DEPARTMENT VEHICLES December 17, 2009

contract also stipulates the potential for up to four annual extensions of the service portion of the contract at an annual rate of $19,430.28, plus any applicable taxes.

FISCAL IMPACT:

The District's 2009-1 0 budget includes sufficient appropriations for this contract with Networkfleet for the installation of a GPS tracking system in each of the District's 81 Compliance Department vehicles and to provide ongoing web-based access, tracking, and reporting service; therefore, approval of this contract does not require a modification to the District's 2009-1 0 budget.

Attachments: Networkfleet, Contract Agreement (34 Pages) Request for Quotation (6 Pages) Networktleet Proposal (1 9 Pages)

ATTACHMENT: NETWORKFLEET, CONTRACT AGREEMENT (34 PAGES)

THIS CONTRACT IS STILL UNDER REVIEW BY THE DISTRICT'S LEGAL STAFF AND NETWORK FLEET

San Joaquin Valley AIR POLLUTION CONTROL DISTRICT HEALTHY A I R LIVING"

REQUEST FOR QUOTATION

October 6,2009

PROJECT: Installation of GPS Asset Tracking

QUOTES DUE BY: 5:00 PM on Thursday - October 22,2009

The San Joaquin Valley Air Pollution Control District (District) ultilizes and maintains a fleet of vehicles associated with its enforcement activities. The District is issuing this Request for Quotation (RFQ) in order to retain a qualified Installer to perform the installation of GPS asset tracking units on eighty-one (81) of its vehicles. The vehicles are primarily Toyota Hybrid Prius or Ford Ranger Super Cab Pick Ups. The three goals for utilizing GPS is to provide greater safety to field staff, allow supervisors to better assign work, and increased accountability.

The District reserves the right to reject any and all quotations, and to make no awards.

The vehicles subject to this project are located or will be available at the District's regional offices as follows:

23 vehicles at the Modesto office; 29 vehicles at the Fresno office; and 29 vehicles at the Bakersfield office

The'District offices are located at:

Modesto Office - 4800 Enterprise Way, Modesto, CA 95356 Fresno Office - 1990 E. Gettysburg Avenue, Fresno, CA 93726 Bakersfield Office - 34946 Flyover Court, Bakersfield, CA 93308

All Installers who submit a quotation in response to this RFQ must adhere to the following instructions:

1. The deadline for submitting quotations is 500 PM on Thursday - October 22, 2009. Quotations received after this time and date will not be accepted.

RFQ - GPS Asset Tracking Project

2. Quotations are to be mailed to the following address:

San Joaquin Valley Unified Air Pollution Control District Attn: Morgan Lambert Director of Compliance 1990 E. Gettysburg Avenue Fresno, CA 93726-0244

3. Envelope should be marked with title "Quotation for GPS Asset Tracking Project."

4. Include five (5) hard copies and one (1) electronic copy of the quotation.

At a minimum, submitted quotations are to:

1. Not exceed 20 pages in length (including cover letter and reference material).

2. Describe previous experience in the installation of GPS systems (A minimum of three (3) references and/or letters of recommendation are required).

3. Provide qualifications of Installer staff who will be assigned to this project.

4. Costs must be itemized by the following categories and sub-categories:

Totalized Initial Costs, including: o Hardware, including GPS unit, required cabling, wiring o Software, including Web access and computer programs o Installation labor for hardware o Installation of software, Web access/connectivity o Other costs

Totalized Ongoing Costs, including: o Initial annual subscription fee o Annual subscription feelupgrade fees thru July 1, 2014 o Any penalties for stopping any subscription contract early

Include a total price quote (including taxes) for the project. Total cost for each component must be clearly indicated in the quotation. It is expected that the general overhead and adn-~inistrative costs are included in the hourly rate for labor. It will be assumed that all contingencies andlor anticipated escalations are included. No additional funds will be paid above and beyond the original quote given by the selected respondent unless the District requests things beyond the scope of the original RFQ, a new quote is submitted and the District and the selected respondent both sign a change order or contract amendment accepting the new quote. There is no guarantee that the District will approve any new quotes.

RFQ - GPS Asset Tracking Project

The following is a description of the general project guidelines, requirements, and responsibilities that both the District and lnstaller will hold during the life of the project:

1. It is the Installer's responsibility to obtain all necessary permissions as specified by law.

2. The lnstaller shall perform all details of this project in full accordance with all current rules, regulations, applicable codes and GPS industry specifications.

3. The lnstaller will furnish all labor and materials, including required tools, implements, and appliances, and perform all work in a good and workmanlike manner.

4. The lnstaller shall provide and pay for all labor, materials, equipment, transportation, and other facilities and services necessary for ,the proper execution and co~npletion of this project.

5. The lnstaller will be responsible for cleaning up and removing all trash and waste materials associated with this project from ,the worksite and air monitoring station property.

6. The lnstaller will be available by phone to discuss issues related to this project during the same business day that the District places ,the call with the Installer.

7. The lnstaller is to notify 'the District immediately upon the discovery of any irregularities during the course of the project.

8. The lnstaller shall demonstrate a proficiency in providing quality GPS units, proficiency in GPS installation, quality reporting, and proficiency in prompt repair and servicing.

9. The lnstaller will install GPS units and program units such that necessary tracking and reporting meets Districts minimum requirements. All equipment shall be installed in a manner to ensure that they meet all applicable local, state, and federal regulations, requirements, and standards.

10. The lnstaller shall acquire GPS systems suitable for District vehicles, utilization in the San Joaquin Valley, and provide the following minimum criteria:

81 GPS units to be installed in District vehicles Ability to locate vehicles on a continuous basis Provide minimum 2-minute update rates of vehicle's current location View the historical tracking of any vehicle equipped with GPS Utilization of satellite mapping overlays to show vehicle locations Ability to find closest vehicle to an address or landmark Ability to find closest address or landmark to a vehicle

RFQ - GPS Asset Tracking Project

Coverage and usability in all of California GPS technology with suitable wireless coverage Web-based access to vehicle location, associated summary reports Ability to track speed of vehicle Ability to track idling time Ability to download location data in CSV Format Ability to limit access to tracking and reports to a selected vehicle or group of vehicles Ability to establish tiered account/login access rights (i.e. Administrator; Supervisor; individual staff member.. .) Ability to limit specific reports to selected District staff Ability to develop reports (minimum) o summary of individual vehicles, locations, length of time stopped at each

location, length of idling times, travel time and ability to select review period

o ability to select vehicles for reports o report of CI-~rrent locations for selected vehicles o ability to access data and develop reports for one month period Ability to landmark 25,000 District-selected physical locations, to name locations, enter relevant location information, and for locations/landmarks to be displayed on various mapping overlays Ability to limit number of landmarks displayed

11. The Installer shall guarantee all work for a period of no less than 12 months after completion of work and acceptance of work by the District.

1. The District may amend the following tentative timeline for completion of work products:

RFQ - GPS Asset Tracking Project

Proposed Project Timeline and Schedule of Deliverables , . : . ActionMlork Product r ':' ; . I a

Release of RFQ Quotation Deadline Selection Contract Approval Contract Effective Install Units ComputerNVeb Software Complete GPS System Fully Operational

' Approx., Date I ,

10/06/09 10/22/09 1 1 /05/09 1 111 2/09 1 1 123109 1211 7/09 12/24/09 1 213 1/09

2. The project must be corr~pleted within 30 working days after procurement of the subject units. Under the following schedule:

3. The District will pay only for services rendered and only when the installation is completed successfully per a stipulated schedule.

4. Payments to Installer will be made within thirty (30) days after District receipt of a valid and correct invoice and upon verification that all tasks or milestones have been satisfactorily completed.

1. The District will require that any Installer, prior to execution of a contract, meet the following insurance requirements for this project. Without limiting District's right to obtain indemnification from Installer or any third parties, Installer, at its sole expense, shall maintain in full force and effect throughout the term of this Agreement the following insurance policy(s):

A. Liability insurance for bodily injury, including automobile liability, with limits of coverage of not less than Five Hundred Thousand Dollars ($500,000) each person and One Million Dollars ($1,000,000) each occurrence; and

B. Liability insurance for property damage with limits of coverage not less than Fifty Thousand Dollars ($50,000) each occurrence; and

C. Workers compensation insurance in accordance with the California Labor Code; and

D. Commercial general liability insurance with minimum limits of coverage of not less than One Million Dollars ($1,000,000) per occurrence.

2. The foregoing insurance policy(s) shall not be canceled, reduced, or changed without a minimum of thirty (30) calendar days advanced written notice to District.

3. The contractor shall provide a Certificate of Insurance with the District named as additional insured.

4. The cor~tractor must not presently be debarred, suspended, proposed for debarment, declared ineligible, voluntarily excluded from participation or otherwise excluded from or ineligible for participation under federal assistance programs.

RFQ - GPS Asset Tracking Project

Should a contractor be awarded a contract, the signing of a non-debarment certification will be required.

Technical and administrative questions concerning this RFQ should be directed to Mr. Michael Carrera, Supervising Air Quality Inspector at (559) 230-6000.

RFQ - GPS Asset Tracking Project

Networkfleet's Fleet Management and

GPS System

Proposal t o San loaquin Valley Unified Air Pollution

Control District

43 networkFleet. ( I DRIYIX BLtSINESS

6363 Greenwich Dr. San Diego, CA 92122

Confdentia/ and Proprietary 1 10/15/2009

October 22,2009

San Joaquin Valley Unified Air Pollution Control District Attn: Morgan Lambert Director of Compliance

1990 East Gettysburg Ave. Fresno, CA 93726-0244

Mr. Lambert:

Networkfleet is pleased to respond to your request for proposal for our award winning GPS and vehicle diagnostics solution. Our understanding is that you have a fleet of 81 vehicles consisting of mainly Toyota Prius' and Ford Ranger Super Cabs.

At Networkfleet we understand the needs of public fleets. Some representative customers in this market include the States of Oklahoma and Delaware, the Counties of Polk (FL), Los Angeles, San Diego, Sonoma, and San Bernardino, and the cities of Napa,

Apopka, Roselle, Raleigh, Modesto, and I ~ i n e , not to mention other special purpose districts.

Networkfleet is an established, profitable, industry leader. In 2008 we experienced our best year ever and 2009 is shaping up

just the same. We have been in business for 10 years and more than 100,000 vehicles in the U.S. have our devices on them

right now. Choosing Networkfleet not only gets you the best solution, but also piece of mind that we will be here as long as you need us.

We have reviewed the General Project Guidelines and Contract Requirements. We agree to and are comfortable with each of them. Specific technical requirements are addressed below in the body of our proposal

Thank you for your consideration of Networkfleet. Please contact me with any issues or questions related to our submittal. I may be reached at phone number 510-304-7955 or blaabs@networkfleet.com. We are looking forward to your response.

Sincerely,

Bob Laabs District Manager

Confidential and Proprietary 10/15/2009

I Table of Contents

.................................................................................................................... I A . Networkfleet Company Profile 4

. ............................................................................................................................... 1 0 Public Fleet Experience 5 !

B . 1 References ..................................................................................................................................................... 5

B.2 Staff Qualifications ........................................................................................................................................ 5

C . Application Software and Hardware Solution ........................................................................................... 6

C.1 How Networuleet Works .............................................................................................................................. 6

C.2 Hardware ...................................................................................................................................................... 6

C.3 Software ........................................................................................................................................................ 6

D . Networkfleet Features and Benefits ............................................................................................................ 7

D.l Mapping and GPS Tracking ...................................................................................................................... 7

D.2 Diagnostics and Fleet Maintenance .............................................................................................................. 9

0.3 Real Time Alerting ....................................................................................................................................... 10

0.4 Reporting .................................................................................................................................................... 11

0.5 Data Integration ......................................................................................................................................... 15

0.6 Networkfleet's Patents and Protected intellectual Property ...................................................................... 16

0.7 Installation .................................................................................................................................................. 16

E . Return on Investment . Go Green and Save Green ...................................................................................... 17

F . Customer Requirements ............................................................................................................................. 18

G . Pricing ........................................................................................................................................................ 19

Confidential and Proprietary 10/15/2009

A. Networkfleet Company Profile

Networkfleet, Inc. is the leading provider of wireless fleet management services that improve fleet operating efficiency by

reducing fuel consumption, maintenance expenses, insurance costs, fleet size, and vehicle emissions while increasing

revenue and level of service. Networkfleet's technology combines patented remote diagnostic monitoring with GPS-based

Automatic Vehicle Location (AVL) systems. With more than 50 patents issued or pending, the company received the 2008

AeA High Tech Award in the category of communications products and services, a 2006 American Business Award for Most

Innovative Company and a 2006 Frost & Sullivan Technology Innovation Award for Wireless Emissions Monitoring. Founded in 1999, Networkfleet is a wholly-owned subsidiary of HUGHES Telematics, Inc. and is headquartered in San

Diego, CA.

Address: 6363 Greenwich Dr., Suite 200, San Diego, CA 92122

Company URL: www.networkfleet.com

Years in Business: 10

Number of Employees: 100

Company Officers: President: Keith Schneider

Proposal Contact:

Company Mission Statement:

Company Vision Statement:

Vice President Hardware Engineering: Diego Borrego

Vice President Sales: Tamara Chamberlain

Vice President Marketing: Craig Whitney

Vice President Software Engineering: Wade Williams

Vice President Finance: Josh Haims

Vice President Operations: Anne Perry

Bob Laabs

510-304-7955

We provide best-in-class real-time location and diagnostic fleet solutions. We

create value for our customers through cost effective and environmentally friendly fleet management; for our people through rewarding careers; and for

our investors through attractive returns.

We will create a revolution by driving the widespread adoption of innovative

fleet management solutions.

0 . Public Fleet Experience

Networkfleet has a rich history wi th both public and private fleets. More than 80 public fleets, large and small, use

Networkfleet as their telematics solution. Specific public fleet references are below:

0.1 References

0.2 Staff Qualifications

County of San Diego

John Clements

Fleet Manager

858-694-2878

John.clements@sdcounty.ca.gov

County of San Bernardino

Ron Lindsey

Fleet Manager

909-387-8254

rlindsey@fltm.sbcounty.gov

County of Sonoma

Dave Head

Fleet Manager

(707) 565-2809

dhead@sonoma-county.org

Eastern Municipal Water District

Mark lverson

Director on Maintenance

(951) 928-3777

iversonm@emwd.org

Bill Lovley (Owner) will oversee all aspects o f the project. Website set up, vehicle registration, installation of vehicle units at each district office location. Coordinate overall system installation wi th district personnel assigned by the district t o oversee the project and all ongoing future needs request by San Joaquin Valley Unified Air Pollution Control District.

State of Delaware

Terry Barton

Fleet Administrator

(302) 857-4530

terry.barton@state.de.us

City of Napa

Chris Burgeson

Fleet Manager

(707) 258-7854

cburgeson@cityofnapa.org

Polk County, Florida

Bob Stanton

Fleet Manager

(863) 534-0747

bobstanton@polk-county.net

State of Oklahoma

Clay Chandler

Fleet Manager

Phone (405) 521-2206, Ext207

claton-chandler@dcs.state.okus

Bill Lovley (Owner/Project Manager) 37 years of consulting, systems design, sales and ongoing services provided

Lori Ocegueda (Customer Service Coordinator) 20 years o f customer service and accounting

Christina Sandefer (Accounting Department) 17 years of office manager and accounting

Confidential and Proprietxy 5 10/15/2009

C. Application Software and Hardware S o l u t i o n

C. l How Networkf leet Works

Networkfleet offers the first truly integrated location and performance monitoring system for fleet management. The Networkfleet system collects and organizes detailed automotive information directly from the vehicle's engine computer and location-based information from a global positioning system. Maintenance and operation information are transmitted wirelessly to a data center where it is made available to fleets in our web based software.

Wireless Nehuork NetworkReet

Web Based Software

C "'.

Vehicle w~lh NetworMeel

Installed

~etworkiieet Data and Roadside Assistance

Cenler Third Party

C.2 Hardware

Networkfleet's award winning, fleet grade hardware is designed by highly specialized engineers Nefworweet 3500

with decades of automotive industry experience. Both the 3500 product line and the 4200 hardware device are manufactured in the United States.

The Networkfleet 3500 is a small "plug and play" device the size of a PDA that operates on the AT&T Wireless GPRS network. Installation is quick and easy as ~t does not require wire splicing. Many of our customers self-install their own units in under 30 minutes. The unit is also easily transferable between vehicles. The L3500 light duty unit is typically installed behind the host vehicle's OBD-II connector using a special universal harness and is tie-wrapped under the dash. In the case of heavy duty vehicles, the H3500 has a J1708/11939 6-pin or 9-pin diagnostic link connector and is also tie-wrapped under the dash. The unit is powered by and communicates with the engine computer through the OBD-ll or J1708/J1939 connector. A small GPS/Cellular combination antenna is mounted on the interior windshield. The Networkfleet system works on nearly all cars and trucks MY96 and newer and heavy-duty trucks MY88 and newer. A universal unit is available for vehicles older than MY88.

Networkfleet's newest product, launched in August 2009, is the 4200 device. This GPS-only 4200 device was designed for customers who want reliable location tracking, but do not need access to Networkfleet's patented remote engine diagnostics. The 4200 has the same high quality performance of the 3500. The 4200 is built to heavy-duty 11455 specifications, has automotive grade connectors, utilizes the latest Cinterion automotive module, and continues to have exceptionally secure data transmission. The 4200 unit is also hermetically sealed and air tight to ensure maximum functionality in extreme environmental conditions.

C.3 Software

Unlike other vehicle tracking systems, Networkfleet is entirely web-based. No software is required to be installed on the customer's computers and updates are completed without user interaction. Fleet managers can simply log-on to their secure website anytime, anywhere. All reports have the capability to be executed and viewed in html or to be downloaded from the web site for use via other applications, including Excel. In addition, we provide the ability for customers to request several reports to be automated for delivery via email on a recurring daily, weekly, or monthly basis. Networkfleet currently provides all location and diagnostics information for 90 days for online access before migrating the data to a data warehouse for storage offline. This historical data can be accessed by special request.

Conlidentid and Proprietary 10/'15/?00!'

D. Networkfleet Features and Benefits

D . l Mapping and GPS Tracking

Networkfleet allows you to track the current location of your vehicle at anytime on a street, hybrid, or satellite map. In

addition, you can view a historical track of a vehicle over any period of time, as well as vehicle stops during that period.

A comprehensive view of the fleet can be

viewed by zooming in. There are 12 distinct

rs

h i k d View of Vchkle Locatfen with HyMd and Suteflite Mops

Networkfleet also gives you the ability to create geofences and landmarks. Geofences are electronic fences on a map that signify an important region for your business. A geofence may be somewhere you want all or part of your fleet to go or not go. Networkfleet monitors geofences for vehicles entering or leaving those regions. A landmark is a particular place, often an address, that has significance to a public or private fleet. Like a geofence, it may be either a location you desire part or all of your vehicles to go to, or not go to. Creating a landmark or geofence is easy. Right click anywhere on the Networkfleet maps, or any of your fleet vehicles, and you can set a landmark or geofence in that location.

Other mapping benefits include:

*:* The ability to find the closest vehicle to a location and route vehicles to locations and verify on time arrival/delivery.

$ Driving directions from anywhere to anywhere in the United States and Canada.

*:* Two minute location updates 2417

9 Quarterly mapping updates

LondmarL and Geofsnce Cnarion

D.2 Diagnostics a n d Fleet Main tenance

Networkfleet is the industry leader in remote diagnostics with 50 issued or pending patents relating t o the retrieval, transmission, and reporting of vehicle data directly from the vehicle engine control module. This data is crucial t o maintaining the health of your fleet. Networkfleet reads diagnostics on virtually all light and heavy duty vehicles. Some of the diagnostic and maintenance benefits include:

-3 Networkfleet collects remote vehicle odometer every two minutes and transmits that data back t o our web based software. Our odometer is not GPS calculated like some other telematics companies but is generated directly from the vehicle. Many customers find getting accurate odometer readings from drivers or from logs books to be difficult.

This affects maintenance and other processes, which end up costing fleets more money. The odometer data may also be integrated with fleet maintenance software as well, further driving down costs.

9 Idle time is huge fuel cost for fleets of all sizes. Networkfleet monitors idle t ime and gives fleet managers a number of

options for managing vehicles and drivers with high idle time. A significant fuel savings can be realized by cutting down on fleet idle time.

Q Networkfleet also collects speed data every two minutes. This data has been and continues to be invaluable for improving fleet MPG and increasing fleet safety.

9 Networkfleet includes a Roadside Assistance Plan for each vehicle in our monthly service pricing. Vehicles receive up

to 4 calls per year for towing, gas, door unlock, battery recharge etc. Light and heavy duty vehicles are included. Not available with the 4200.

*:* Networkfleet has a service maintenance module whereby you can track the service performed on each vehicle. Fleet

managers can be alerted by email, based on odometer, when vehicles are due for regular maintenance.

f* Diagnostic trouble codes trigger a MIL (service engine soon) light in the vehicle. However, drivers don't always inform

fleet managers when that happens. Networkfleet reads MIL events and the associated trouble codes and alerts fleet managers in the software and via email. Not available with the 4200.

-3 Networkfleet measures MPG for each vehicle, making it easier for fleet managers t o make decisions on new vehicles

and to identify underperforming vehicles. Not available with the 4200.

*:* Networkfleet receives recall information from National Highway Transportation and Safety Administration and passes is on t o fleet managers via our software.

*:* Networkfleet is licensed by the State of California to perform wireless, continuous smog checks. If you are signed up with us in CA, you are never required t o get a smog check - we perform it for you wirelessly. Not available with the

4200.

Confidential and Proprietary 1 0/15/2009

D.3 Real T ime A le r t i ng

Networkfleet reports your data t o you via our web based software in two main ways. The first is after the fact reporting (discussed in D.4). The second is real t ime alerting. Real time alerting allows fleets to manage by exception in real t ime if they

so choose. Networkfleet allows the setting of real time alerts for the following parameters:

* * Geofence Violations - if a vehicle enters or leaves a specified geofenced area.

O Excessive Idle Time - if a vehicle idles for longer than a user defined time period.

9 Excessive Speed - if a vehicle broaches a user defined maximum speed.

*:* Of f Hour Usage - if a vehicle is utilized during a user defined time period.

O Diagnostic Trouble Codes - if a vehicle engine has a mechanical problem. Not available wi th the 4200

Alerts can be set to email or SMS text message and sent to anyone as necessary. The alerts are completely configurable and

TO create a n e w alen, p l ca r c complete all l l e l d r and p ress the 'SUBI.IIT- button. Please aflovd 10 minutes fw 1h8s a l en l o take affect.

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0.4 Reporting

Networkfleet reporting is designed to help manage individual vehicles, parts of fleets, or entire fleets over time. Networkfleet provides many reports upon login. The reports are configurable based on time and vehicle groups. Additionally, the reports can be created one time and set up to be automatically sent to one or many email addresses on a regular basis -freeing the user from having to manually run a report every time. Networkfleet provides the following reports:

4* All Alerts Report - This report provides a summary of all real time alerts logged during a user specified time

period. All Alem Report 9 Speed Violation Report - Allows

the fleet manager to monitor speed violations by setting

speed thresholds for certain vehicles. The report allows you to view the location and time of where a speed policy violation occurred. Enforcing a speed policy not only promotes driver

safety but will also help to reduce fuel usage. I .: :. ..- Y

*:* Activity Detail Report - Allows users to view detail on location,

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stop and speed information for an individual vehicle for an entire day. Use this report to compare actual driver activity with timecards or logs.

9 Remote Emissions Report - Networkfleet enables fleets with OBD-ll compliant vehicles to view emissions data (based on the MIL light) within the

Networkfleet application. Fleet managers may also utilize the All Alerts Report which will identify any vehicles that have

emissions diagnostic trouble codes. Not available with the 4200.

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*3 Odd Hours Report - Managers can identify vehicles that are being used during unauthorized hours - weekends, after work hours, etc. The report allows fleet managers to enter a Violation Window and the date range and the report will return any vehicles that have driven along with the first and last time they operated in that window, their speed and locations. --- .wen-

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*% Drive Time Summary Report - Fleet managers can easily access daily or weekly statistics on their fleet like total mileage or maximum speed reached. In addition, a summary total for each vehicle is displayed allowing for a quick scan for underutilized vehicles, mileage totals and more.

*:* Stop Detail and ldle Time Report - Networkfleet provides two reports to help fleet managers monitor vehicle idling and reduce fuel consumption. The Networkfleet ldle Time report allows fleet managers to view the number of hours of idle time for each of their vehicles. Fleet managers can also create an idle time threshold and identify vehicles that consistently exceed this limit. The Networkfleet Stop Detail and ldle Time report provides a snapshot of the exact time and location that vehicles sat idle for a particular time period. These reports enable the identification of drivers that are idling excessively and have the potential to operate their vehicles more efficiently.

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*3 Geofence Violation Report - Fleet managers can easily monitor vehicle movement into and/or out of a user- defined geographic area, This report provides a history that details when a vehicle entered or exited a geofence and the duration of time spent within the specified area.

8 Landmark Report - Fleet managers can easily monitor vehicle or group of vehicle visits to specified landmarks. This report provides a history that details which landmarks a particular vehicle serviced or visited and the duration of each visit. This report is often used to document vehicles stops at various locations such as a residence, customer site, facility, or city office. The duration of the stop is color-coded for ease-of-use.

6 Fuel Usage and MPG Report - Fleet managers can view and compare the fuel usage and MPG of each vehicle against other vehicles in their fleet. This report is used to monitor the approximate amount of fuel consumed by each vehicle and to spot vehicles that have exceeded a user-defined threshold for fuel usage during a given time period. Fleet managers can also easily reconcile gallons consumed with fuel card expenditures to monitor for abuse. Not available with the 4200.

Fuel Usage and MPG Report

Q BeginIEnd of Day Report - View each vehicle's start and stop time as well as the hours that a vehicle was in operation, allowing estimation of hours worked. Simply select the vehicle or group of vehicles, and the date range, and the report will return the first and last time the vehicle operated and approximate hours worked.

9 Fleet Performance Report - A dashboard snapshot in time regarding the performance of each vehicle in the fleet. Parameters include current mileage, ignition onloff status, last GPS reading, and any engine trouble

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*:* Sensor Reports - Networkfleet allows you to track usage of additional work related events on the vehicle such as PTO usage, door open/close, auxiliary motor usage, and other events. Not available with the 4200.

Sensor Vehicle Detail R-ort

Sensor Vehicle Summary Report

Confidential and Proprietary 10/1.~/2~0!7

I

Conficfen tiaf and Proprietary I U/ 3 S/2009

D.5 Data lntegrat ion

With the Networkfleet data integration, it is easy to enable applications to receive Networkfleet data. Networkfleet provides for the near real time transmission of vehicle data directly to a client's application; allowing the client to process vehicle location and diagnostic data in a near real-time fashion.

Third Party Applications

NetworMeet data can be easily integrated into any type of vehicle management application such as:

CIS

Fleet Management

Dispatch/Scheduling

Architecture Characteristics

Queues and retransmits device data in the event the client service is unavailable.

Provides data encryption for high level of security.

Supports various data formats (xml, csv).

Supports http transport protocol. Various additional protocols (ftp, scp, email, MQ Series) will be supported in the

future.

Allows subscription to selected message types (GPS, Diagnostic, or Both).

Data lntegration Architecture

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0

D.6 Networkfleet's Patents and Protected Intel lectual Property

Networkfleet has many issued and pending patents regarding the gathering of diagnostic data via OBDII and the transmission of that data wirelessly. A description of some of those patents follows.

Patent 6,295,492 System for Transmitting and Displaying Multiple, Motor Vehicle Information

This patent describes an in-vehicle telematics device that collects diagnostic and location based information from a vehicle

and sends this information through a wireless network to an lnternet accessible website.

Patent 6,604,033 Wireless Diagnostic System for Characterizing A Vehicle's Exhaust Emissions

This patent describes an in-vehicle telematics device that collects diagnostic information from a vehicle and sends this information through a wireless network to an internet accessible website. There, the host computer system processes the

diagnostic information to determine the vehicle's emissions status.

Patent 6,636,790 Wireless Diagnostic System and Method for Monitoring Vehicles

This patent describes an in vehicle telematics device that collects both diagnostic and location-based information from a vehicle's OBDll connector and sends this information through a wireless network to an lnternet accessible website.

Patent 7,225,065 In-Vehicle Wiring Harness with Multiple Adaptors for an Onboard Diagnostics Connector

This patent application describes a plug in wiring harness that allows an in-vehicle telematics box to be hidden while connected to a factory installed OBD connector, and presenting an available OBD connector plug for use by a plug in diagnostics too (Y Harness).

It is Networkfleet's position that should any company other than Networkfleet or one of Networkfleet's authorized

resellers respond as offering the features listed above, they would be in direct violation of Networkfleet's patent protected intellectual property. Networkfleet, and their parent company Hughes Telematics, have aggressively and successfully defended those patents against companies this year and in years past. In addition, Networkfleet has compiled a list of other known patent infringers and intends to seek legal recourse in the immediate future.

D.7 Installation

The Networkfleet 3500 hardware attaches directly with your vehicle's OBDII, J1708, or J1939 port for both power and diagnostic data. Other GPS company's hardware requires wire splicing, a complex and error prone process. Because Networkfleet is a plug and play solution, the installations are easy, and a significant number of our customers perform

installations themselves.

OBD-11 (light duty) Connection 11 708 (heavy duty) Connection

Confidential and Proprietary I6 1 @/15/1009

1 -

E. Return on Investment - Go Green and Save Green

The pressure is on to reduce costs across the board, and fleets are no exception. Fuel costs, maintenance costs, insurance costs, hourly wages, and other operating costs are under scrutiny. At the same time, fleets are expected to improve their safety consistently, and offer better and better service to customers and constituents. The world is also changing for the greener. More and more regulations are coming on line regulating the amount of greenhouse gases companies and municipalities can emit into the atmosphere. Carbon has become a currency just like dollars. Fleets require tools to reduce costs, increase service, and reduce greenhouse gas emissions.

There are literally dozens of ways our customers have realized a benefit from using Networkfleet. Some examples are below as well as results from some existing customers in their first 6 months usine Networkfleet.

-- - .. - - .

Fuel savings as a result of reduced idle time

Fuel savings as a result of reduced fleet speeds

Fuel savings as a result of cutting down on after hours usage of fleet vehicles

Fuel and wage savings by tracking vehicle usage during business hours

* * Fuel and wage savings as a result of fewer

vehicle miles traveled

*3 Reduced fuel and maintenance savings as a result of tracking engine health

*3 lncreased customer satisfaction

9 lncreased revenues as a result of being able to perform more jobs per daylper week

*:* Reduced towing costs as a result of Networkfleet Roadside Assistance

9 Wage savings as a result of having wireless odometer values

*:* Time and money savings because of exemption from California smog check

8 Insurance savings from having a stolen vehicle recovery and safety device installed

8 Reduced emissions from pollutants such as carbon dioxide, carbon monoxide, nitrous oxides, PM10, methane, and hydrocarbons.

*:* A reduced fleet size as a result of understanding vehicle utilization rates.

Networkfleet users see an immediate savings in many of these areas. Most see a positive return on investment in 5-7 months, with

many seeing it sooner than that.

'A. .-# I I. i*. *,..a,. J ROI - Laborand Flid Saving vk. Total Cos

F. Customer Requirements

The table below outlines our understanding of the District's requirements as outlined in the General Project Guidelines

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Confidentia/ and Proprietary 10/15/2009

G. Pricing

81 4200 GFS Hardware (insallation included)

81 Hosing Monthly charges for sofcware hosting

Initial Investment Subrotal

Tax on Initial Investment

Shipping

Total Initial Investment

Monthly Hosting Recurring Subtotal

Tax on Monthly Hosting Recurring

Total Wont hly Recurring Investment