PROGRAM OVERVIEW

1. PROGRAMOVERVIEW

2. OURMISSION “Safeguarding your children with the industries’ first comprehensive stop arm enforcement solution, thus creating a deterrent and increasing student safety”

3. REDFLEXTRAFFICSYSTEMS Oldest established U.S. vendor – in operation since 1986 Largest digital photo enforcement operation globally with contracts in 11 countries Largest U.S. based digital photo enforcement outsourcing operation with 320+ partners and growing Largest photo enforcement provider in Texas including: • Austin • Corpus Christi • El Paso • Grand Prairie • Corpus Christi • Longview • Round Rock • Farmers Branch • + 32 others With multiple Texas based service techs

4. STUDENTGUARDIANSOLUTION REDFLEX Student Guardian™ - a fully automated photo enforcement solution for monitoring and deterring drivers who illegally pass school buses, risking the safety and security of some 26 million children nationwide who rely on school bus transportation. • No upfront costs • 100% violator funded • Potential to generate surplus funds • Turnkey, ready-to-use solution • 24/7 customer support • Legally defensible • 100% compliant with all local, state, county and federal laws • Industry-leading detection and data capture technology • Dynamic back office providing violation verification, support and maintenance

5. COMPETITIVEADVANTAGES • The country’s FIRST provider of ticket-issuing stop arm camera solutions, with more than 10,000 tickets issued across three states since 2008 • The only provider of Stop-Arm Violation Detection Solutions with a singular focus on student safety through the coordination of technology with community education • Actively working with municipalities across 3 states • Country’s largest and most experienced provider of automated enforcement technologies for over 25 years across 23 states and 3,500 operational systems • Surpasses industry standards for digital chain of custody and legal defensibility • Provides seamless integration between law enforcement and judicial systems A turnkey solution for stop-arm enforcement that leveragesthe time tested technology of SmartBus Live! and the operational expertise of REDFLEX for maximum effectiveness

6. DANGEROUSREALITY According to the NHTSA, 21 children under the age of 19 are injured or killed each year as pedestrians getting on and off buses. • 1,151 deaths have occurred, since statistics have been kept, with 40% or 441 coming from motorists illegally passing school buses. • One half (50%) of all school age pedestrians killed while loading and unloading a bus are between the ages of 5 and 7.

7. RECENTACCIDENTS During the 2011/2012 school year, on average, four children were injured or killed each monthin the United States: • September 2012- Houston , TX: 11-year-old neighbor Monday as she was waiting for a school bus near her home • September 2012 – Whitehall Township, PA: A 5-year old boy was struck by the left side of a car’s front bumper, then rolled under the stopped bus. In Charlotte, NC a 4-year old Kaayliyah Miller had her foot run over while trying to board her school bus, she is now afraid to ride the bus. • April 2012 – Henry County, GA: 11-year old Conor Burch was hit by a van while running to catch his bus before school in the morning. • March 2012 - Jonesville, Michigan: An 8-year-old boy was struck by a van while boarding his school bus. He was taken the hospital for recovery. • January 2012 - Lakeland, Tennessee: A 13-year-old boy is in critical but stable condition at Le Bonheur Children's Hospital after being hit while trying to board a school bus, he suffered injuries to his head. • December 2011 - Millersville, Pennsylvania: A 13-year-old girl was killed as she tried to board her school bus. The girl’s step father got to her in just enough time to feel her squeeze his hand for the last time. • December 2011 - Pavillion, Wyoming: An 11-year-old girl was hit by a pickup truck when she was getting off her school bus. The bus’ lights and stop arm were activated when she was struck and killed.

8. RECENTSTUDIES In August, the NAPT (National Association of Pupil Transportation) updated their findings from the 2nd Annual School Bus Illegal Passing Driver Survey: During a 180-day school year, that amounts to nearly 16 million potential violations.

9. TEXASCODE:541.002

10. TEXASCODE:545.006

11. ROUNDROCKPILOT Pilot Ran For One Month April 16th –May 21st

12. HOW ITWORKS • Automation software records all “events” based upon the activation of yellow lights. • Motion detection software is used to identify potential violations • Exterior camera housing is installed on the bus to monitor up to five lanes of traffic • Optional internal cameras are installed to manage safety hazards inside the school bus • Once evaluated against city-authorized criteria, we provide law enforcement with a comprehensive evidence package to ultimately determine whether a violation occurred. • Data, including video and still images of license plates and vehicles, is securely transmitted to a central server where it undergoes a triple verification process. • We print and mail notices for violations after approval by law enforcement. 12

13. LEADING-EDGETECHNOLOGY • Safety camera systems equipped with industry-leading SMARTcam™ software, providing unmatched functionality and flexibility. • Cameras are unobtrusive, and easily installed and operated on any school bus. • Cameras can capture multiple viewpoints across multiple lanes, even in low light or poor weather conditions • System automatically detects vehicles in the violation zone – no action is required by the bus driver • SMARTscene™ full-motion video system provides situational awareness before and after each incident

14. SECUREDATACAPTURE • Camera systems instantly capture a variety of data law enforcement needs to effectively evaluate incidents and determine whether violations occurred, such as: • Hi-resolution still images, including a wide angle image of the incident scene and a zoomed image of the license plate • 12 to 16 seconds of HD video detailing the incident • Date, time, location and bus route of each incident • All data is digitally signed, encrypted and secured at the moment of capture. It’s immediately transmitted to a central processing server, preventing interception and manipulation of the evidence while ensuring the highest level of protection to the chain of custody.

15. VIOLATIONPROCESSING • Triple Verification: All incident data undergoes a comprehensive, triple verification review from our in-house processing specialists. Each incident is reviewed three times by three different specialists prior to submitting evidence packages to law enforcement. • Custom Criteria: Each client can determine the factors for processing specialists review – we don’t have a one-size-fits-all approach. • In-House Mailroom Services: Unlike competitors, all printing and mailing of documents related to violations are done in-house. No disruption of the chain of custody, and we maintain control of all data throughout the violation process.

16. VIOLATORSUPPORTSERVICES • Call Center: Multi-lingual call center available 11 hours a day, five days a week, providing the public with an avenue to get their questions answered. Some 24,000 calls are received monthly – and nearly 98% of those calls can be handled without the need for local law enforcement involvement. • Online Support: www.PhotoNotice.com where violators can view the images and video associated with their violations, and make payments.

17. COMPREHENSIVECOURTSUPPORT • If a citation is challenged in your city or district, will provide comprehensive adjudication and court support services, including: • Development of court file transfer interfaces • Court training modules • Court evidence packages • Expert witness testimony • Testimony training for clients

18. FORCEMULTIPLIER - CONNECTICUT • Pre-Legislation: In the 12-months preceding enabling legislation, 337 violations were issued on the total state fleet of 7,030 buses for an average of .02 violations per bus per day • Post Legislation : In the first 8-months following enactment of legislation, 743 violations have been captured on only 16 buses for an average of 1.03 violations per bus per day

19. FORCEMULTIPLIER – RHODE ISLAND Pre-Legislation: In the 12-months preceding enabling legislation, 131 tickets were issued on the total state fleet of 1,400 buses for an average of .05 violations per bus per day Post-Legislation: In the 12-months following enactment of legislation, 2,745 tickets were issued on only 15 buses for an average of 1.09 violations per bus per day

20. COMPREHENSIVESOLUTION • 100% focus on pupil safety. • The only company taking an active role in petitioning for legislative changes that improve safety. • The most complete full-service solution on the road. • More tickets issued than any other service provider for stop arm violations at over 12,000 tickets • The leader in spreading public awareness.

21. DETERRENTEFFECT As the only company with experience issuing tickets, we are the only service provider than demonstrate the actual deterrent that is created by fining the motorists who unnecessarily endanger children.

22. JUDICIALRESULTS Current experience indicates only 21% of tickets are contested thereby reducing court costs. 79% of citations issued are paid by violating motorists within 90 days after reviewing their violation in video form on a secure website Legally compliant and court defensible Comprehensive evidence packages 22

23. EDUCATIONALPARTNERS • The only way to become a deterrent is to increase driver awareness through ticket issuance. • Proactive role in the creation of public service announcements, press releases and safety training at the start of any program: Press Releases, ArticlesParent Communications • Active participants in conferences, seminars, and conventions to improve industry awareness • Assist communities in their local efforts to improve driver education at start of school or any requested school event with Educational Brochures • Tailored solutions to capture violations and seamlessly issue tickets in your community 23

24. COMPREHENSIVESAFETY • Improved student safety inside and outside the school bus • Tailored internal camera solutions meet the needs of your school while reducing costs of managing such systems • Increased bus drivers’ attention on students by providing a “second set of eyes” focused on traffic • Fines become a deterrent to the motorists who unnecessarily put our children in danger thus reducing injury and deaths 24

25. INCREMENTALREVENUE (assumes 180 school days with a .75 ticket per day average at an estimated $379 per ticket) • Texas Transportation Code – Section 545.066 – Passing a School Bus; Offense $200 to $1,000 • Revenue above illustrates the estimated gross fine per bus per year 25

26. OTHERSERVICES • Reduce vehicle maintenance expense with our Fleet Management Diagnostics • Extend the school day by providing children with On-Board Wi-Fi Access • Mitigate on-board safety hazards with Closed-Circuit interior cameras • Provide peace of mind to parents through our mobile app: • Real time bus location • Notice of late/early arrival • SmartCard scan confirms child is on board and the time/location they are unloaded

27. NEXTSTEPS • Step 1: Evaluation (10 days) Student Guardian completes route survey to pinpoint routes with greatest safety concerns. • Step 2: Pilot (30-60 days) Load 1-3 Student Guardian systems at no cost or contractual obligation for municipality to gain familiarity with system quality and ease. This step includes law enforcement and transportation officials training. • Step 3: Program Approval ( 30-60 days, concurrent with pilot) Cooperative agreement between law enforcement, school board, and municipality gets approved by the BOE. • Step 4: Live Program (within 90 days) Student Guardian begins processing evidence files for law enforcement review to issue tickets to motorists illegally passing school buses.