AGREEMENT NO. __________________
AMENDMENT NO. [1] TO
AGREEMENT NO. 2024-204
This AMENDMENT NO. 1 TO AGREEMENT NO. 2024-204 is made and entered into on ________________, by and between the CITY OF BAKERSFIELD, a municipal corporation (referred to herein as “CITY”), and FLOCK GROUP INC. corporation authorized to do business in California (referred to herein as “CONTRACTOR”).
R E C I T A L S
WHEREAS, on June 2, 2021, CITY and CONTRACTOR entered into Agreement No. 2021-114 to allow CITY to access footage of installed Automatic License Plate Reading (LPR) cameras via a subscription at various locations throughout the CITY for the Bakersfield Police Department; and
WHEREAS, on April 26, 2023, CITY and CONTRACTOR entered into Agreement No. 2023-094 to allow CITY to access footage of additional installed Automatic License Plate Reading (ALPR) cameras; and
WHEREAS, on December 13, 2023, CITY and CONTRACTOR entered into Amendment No. 1 to Agreement No. 2023 -094 for the purchase of Flock hardware to expand the Bakersfield Police Department ALPR system on a yearly subscription basis for the next five (5) years; and
WHEREAS, on July 24 , 2024 , CITY and CONTRACTOR entered into Agreement No. 2024-204 for the purchase or Flock Safety OS Elite package and Flock Safety Condor Fixed cameras with a yearly subscription basis for the next two (2) years; and
WHEREAS, CITY desires to amend Agreement No. 2024 -204 to co -term all subscriptions on a yearly subscription basis for the next five (5) years; and
WHEREAS, CITY desires to purchase Flock’s Safety Video Integration Gateway for the Bakersfield Police Department; and
WHEREAS, CITY anticipates the need for the purchase of additional Flock equipment; and
NOW, THEREFORE, incorporating the foregoing recitals herein, CITY and CONTRACTOR mutually agree as follows:
Docusign Envelope ID: 32C8C9FC-E70E-439F-B0B7-CCBC25DC57B4
1. Section 1 of Agreement No. 202 4-204 entitled “SCOPE OF WORK” is hereby amended to read as follows:
1. SCOPE OF WORK. In exchange for the Compensation ( defined below), CONTRACTOR shall perform the following: provide hardware and software installation, annual subscriptions, and professional services and products, including but not limited to Flock Safety Video Products, subscriptions to Flock Safety Flock OS, Flock Safety LPR Products, and Flock Safety FlockOS Add Ons, as set forth in more detail and pursuant to Exhibit A, attached hereto and incorporated herein. Access to the ALPR cameras and notifications will be provided to CITY on a yearly subscription basis for the next five (5) years. The Scope of Work shall include all items and procedures necessary to properly complete the task CONTRACTOR has been hired to perform, whether specifically included in the Scope of Work or not.
2. Section 2 of Agreement No. 20 24-204 entitled
“COMPENSATION/PAYMENT PROCEDURE” is hereby amended to
read as follows:
2. COMPENSATION/PAYMENT PROCEDURE. Subject to the
conditions of this section, CITY will pay CONTRATOR as follows in accordance with Exhibit A, attached hereto and incorporated by reference herein for performing the Scope of Work
(“Compensation”):
A total, lump sum payment of $ 2,152,500.00 made in five (5) installments after the Scope of Work is completed to CITY’S satisfaction per Exhibit A, such satisfaction not to be unreasonably withheld or delayed, which is attached hereto and incorporated by reference herein as follows:
• $430,500.00 Year One
• $430,500.00 Year Two
• $430,500.00 Year Three
• $430,500.00 Year Four
• $430,500.00 Year Five
CITY may purchase additional equipment not included in the annual pricing set forth above, pursuant to the pricing and terms set forth in an estimate provided by CONTRACTOR upon request. CITY will pay CONTRACTOR within 30 days after CONTRACTOR submits an itemized invoice for the portions of the Scope of Work completed Docusign Envelope ID: 32C8C9FC-E70E-439F-B0B7-CCBC25DC57B4
and that invoice is approved by CITY. The Compensation will be the total amount paid to CONTRACTOR for performing the Scope of Work and includes, but is not limited to, all out -of-pocket costs and taxes. CITY will pay no other compensation to CONTRACTOR. In no case will CITY compensate CONTRACTOR more than $ 3,000,000 for performing the Scope of Work and to purchase additional equipment on an as needed basis.
3. Section 3 of Agreement No. 2024- 204 entitled “TERM” is hereby amended to read as follows:
3. TERM. Unless terminated sooner, as set forth herein, this Agreement shall terminate on May 13, 2030
4. Except as amended herein, all provisions of Agreement No. 2023 - 094 (1) and 2024-204 is of no further force and effect.
-- o0o –
IN WITNESS WHEREOF, the parties hereto have caused this Amendment No. 1 to Agreement No. 2024-204 to be executed the day and year first above written.
“CITY” “CONTRACTOR”
CITY OF BAKERSFIELD FLOCK GROUP INC.
By:____________________________ By:_________________________________
KAREN GOH
Mayor Print Name: ________________________
Title:___________________________
APPROVED AS TO CONTENT:
TECHNOLOGY SERVICES DEPARTMENT
By:____________________________
GREGORY PRONOVOST
Technology Services Director
Docusign Envelope ID: 32C8C9FC-E70E-439F-B0B7-CCBC25DC57B4 General Counsel
Mark Smith
APPROVED AS TO FORM:
VIRGINIA GENNARO
City Attorney
By:____________________________
ASHLEY ZAMBRANO
Deputy City Attorney
Insurance:____________
COUNTERSIGNED:
By:____________________________
RANDY MCKEEGAN
Finance Director
Attachment: Exhibit A – Flock Group, Inc Order Form
Docusign Envelope ID: 32C8C9FC-E70E-439F-B0B7-CCBC25DC57B4
Flock Safety + CA - Bakersfield PD
______________
Flock Group Inc.
1170 Howell Mill Rd, Suite 210
Atlanta, GA 30318
______________
MAIN CONTACT:
Kyle Turner
[email protected]
+19499334145
Exhibit A
Docusign Envelope ID: 32C8C9FC-E70E-439F-B0B7-CCBC25DC57B4
EXHIBIT A
ORDER FORM
Customer: CA - Bakersfield PD Initial Term: 60 Months
Legal Entity Name: CA - Bakersfield PD Renewal Term: 60 Months Accounts Payable Email: Payment Terms: Net 30
Address: Finance Department
1600 Truxton Ave Bakersfield, California 93301
Billing Frequency: Annual
Retention Period: 30 Days
Hardware and Software Products
Annual recurring amounts over subscription term
Item Cost Quantity Total
Flock Safety Platform $430,500.00
Flock Safety Flock OS
FlockOS ™ - Included 1 Included
FlockOS™ Elite Package Included 1 Included
Flock Safety LPR Products
Flock Safety LPR, fka Falcon Included 83 Included
Flock Safety LPR Flex, fka Falcon Flex Included 5 Included Flock Safety LPR - Flex Bundle, fka Falcon Flex
Bundle Included 5 Included
Flex - Solar Kit Included 5 Included
Flock Safety Video Products
Solar Video Camera Fixed, fka Condor Included 40 Included Flock Safety FlockOS Add Ons
Flock Safety Advanced Search Included 1 Included
Professional Services and One Time Purchases
Item Cost Quantity Total
One Time Fees
Subtotal Year 1: $430,500.00
Annual Recurring Subtotal: $430,500.00
Discounts: $280,000.00
Estimated Tax: $0.00
Contract Total: $2,152,500.00
Docusign Envelope ID: 32C8C9FC-E70E-439F-B0B7-CCBC25DC57B4 The Term for Flock Hardware shall commence upon first installation and validation, except that the Term for any Flock Hardware that requires self- installation shall commence upon execution of the Agreement. In the event a Customer purchases more than one type of Flock Hardware, the earliest Term start date shall control. In the event a Customer purchases software only, the Term shall commence upon execution of the Agreement.
Taxes shown above are provided as an estimate. Actual taxes are the responsibility of the Customer. This Agreement will automatically renew for successive renewal terms of the greater of one year or the length set forth on the Order Form (each, a “Renewal Term”) unless either Party gives the other Party notice of non-renewal at least thirty (30) days prior to the end of the then-current term.
Special Terms:
• This Agreement supersedes any and all previously executed agreement between the Parties, relating to the provision of services by Flock to Customer and any exhibits attached thereto or incorporated therein by reference. Upon execution of this Agreement, all previously executed agreements pertaining to the Services provided shall run coterminous with the Term of this Agreement. In the event of any overlap in subscription terms and prior invoices, payments will be provided in pro rata credit. Any estimates provided on credits are subject to change based on execution of new contract.
Billing Schedule
Billing Schedule Amount (USD)
Year 1
At Contract Signing $430,500.00
Annual Recurring after Year 1 $430,500.00
Contract Total $2,152,500.00
*Tax not included
Discounts
Discounts Applied Amount (USD)
Flock Safety Platform $270,000.00
Flock Safety Add-ons $10,000.00
Flock Safety Professional Services $0.00
Docusign Envelope ID: 32C8C9FC-E70E-439F-B0B7-CCBC25DC57B4 Product and Services Description
Flock Safety Platform Items Product Description
FlockOS ™ -
An integrated public safety platform that detects, centralizes and decodes actionable evidence to increase safety, improve efficiency, and connect the community.
Flock Safety LPR, fka Falcon
Law enforcement grade infrastructure-free (solar power + LTE) license plate recognition camera with Vehicle Fingerprint ™ technology (proprietary machine learning software) and real-time alerts for unlimited users.
Flock Safety LPR Flex, fka Falcon
Flex
Law enforcement grade tactical deployment (portable + LTE) license plate recognition camera with Vehicle Fingerprint ™ technology (proprietary machine learning software) and real-time alerts for unlimited users.
Flock Safety Advanced Search
Advanced Search is an optional upgrade for Law Enforcement Grade Falcon cameras. Advanced Search includes Convoy Analysis, Multi Geo Search, and Visual Search.
Flock Safety LPR - Flex Bundle,
fka Falcon Flex Bundle
Law enforcement grade tactical deployment (portable + LTE) license plate recognition camera with Vehicle Fingerprint ™ technology (proprietary machine learning software) and real-time alerts for unlimited users.
Flex - Solar Kit LPR 2.2 Camera and 65W side mount solar panel and band clamps for prolonged deployment.
FlockOS™ Elite Package
Distinguishing itself from traditional brick-and-mortar real-time crime centers (RTCCs) and other cloud-based solutions, FlockOS™ Elite is scalable and community-powered, offering a versatile, cloud-based RTCC platform.
Solar Video Camera Fixed, fka
Condor
Law enforcement grade live streamed Solar powerd Fixed camera with 30 days of edge storage. VMS included and server free. Installed and maintained by Flock Safety, turn key-no additional software or integrations required. *Flock provided sim card camera is limited to 25 hours per month of live streaming. AC power is also available if needed.
Docusign Envelope ID: 32C8C9FC-E70E-439F-B0B7-CCBC25DC57B4
By executing this Order Form, Customer represents and warrants that it has read and agrees all of the terms and conditions contained in the Terms of Service located at https://www.flocksafety.com/terms-and-conditions /L1/
The Parties have executed this Agreement as of the dates set forth below.
FLOCK GROUP, INC. Customer: CA - Bakersfield PD
By:
\FSSignature2\
By:
\FSSignature1\
Name:
\FSFullname2\
Name:
\FSFullname1\
Title:
\FSTitle2\
Title:
\FSTitle1\
Date:
\FSDateSigned2\
Date:
\FSDateSigned1\
PO Number:
Docusign Envelope ID: 32C8C9FC-E70E-439F-B0B7-CCBC25DC57B4 Certificate Of Completion
Envelope Id: 32C8C9FC-E70E-439F-B0B7-CCBC25DC57B4
Status: Sent
Subject: Complete with Docusign: Flock agreement-Final.pdf Source Envelope:
Document Pages: 9
Signatures: 2
Envelope Originator:
Certificate Pages: 5
Initials: 0
City Clerk's Office
AutoNav: Enabled
EnvelopeId Stamping: Enabled
Time Zone: (UTC-08:00) Pacific Time (US & Canada)
[email protected]
IP Address: 10.103.81.137
Record Tracking
Status: Original
4/25/2025 11:17:22 AM
Holder: City Clerk's Office
[email protected]
Location: DocuSign
Security Appliance Status: Connected
Pool: StateLocal
Storage Appliance Status: Connected
Pool: City of Bakersfield
Location: Docusign
Signer Events
Signature
Timestamp
Mark Smith
[email protected]
General Counsel
Flock Group Inc
Security Level: Email, Account Authentication
(None)
Signature Adoption: Pre-selected Style
Using IP Address: 75.238.138.252
Sent: 4/25/2025 11:20:43 AM
Viewed: 4/25/2025 3:36:24 PM
Signed: 4/25/2025 3:37:16 PM
Electronic Record and Signature Disclosure:
Accepted: 4/25/2025 3:36:24 PM
ID: c2c9a1a3-980c-48cc-bd62-1fdb6d0edf9e
Gregory Pronovost
[email protected]
Technology Services Director
City of Bakersfield, Technology Services Department
Security Level: Email, Account Authentication
(None)
Signature Adoption: Drawn on Device
Using IP Address: 174.46.226.5
Sent: 4/25/2025 3:37:17 PM
Viewed: 4/25/2025 3:47:51 PM
Signed: 4/25/2025 3:48:02 PM
Electronic Record and Signature Disclosure:
Accepted: 4/25/2025 3:47:51 PM
ID: c57334a9-ee00-4310-bf1f-52033a002a72
Jena Covey
[email protected]
RISK MANAGER
Security Level: Email, Account Authentication
(None)
Sent: 4/25/2025 3:48:03 PM
Electronic Record and Signature Disclosure:
Accepted: 4/25/2025 7:24:46 AM
ID: f8f1a6cb-eb70-4e73-aff7-e93c598eb178
In Person Signer Events
Signature
Timestamp
Editor Delivery Events
Status
Timestamp
Agent Delivery Events
Status
Timestamp
Intermediary Delivery Events
Status
Timestamp
Certified Delivery Events
Status
Timestamp
Carbon Copy Events
Status
Timestamp
Caroline Fraher
[email protected]
Security Level: Email, Account Authentication
(None)
Electronic Record and Signature Disclosure:
Not Offered via Docusign
Witness Events
Signature
Timestamp
Notary Events
Signature
Timestamp
Envelope Summary Events
Status
Timestamps
Envelope Sent
Hashed/Encrypted
4/25/2025 11:20:43 AM
Envelope Updated
Security Checked
4/25/2025 11:57:16 AM
Payment Events
Status
Timestamps
Electronic Record and Signature Disclosure
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