14-E — Bellflower City Council, August 26, 2024

14-E
TO:Honorable Mayor and Members of the City Council
ATTENTION:Ryan Smoot, City Manager
FROM:P.J. Mellana, Director of Parks and Recreation
Sergiu Todorov, Information Technology Manager
SUBJECT:Consideration and possible action to authorize the City Manager to execute Amendment No. 1 to Agreement File No. 663.2, in a form approved by the City Attorney, with Golden Star Technology, Inc. (GST), to provide software and hardware for the City’s Information Technology (IT) infrastructure.

DATE:August 26, 2024

EXECUTIVE SUMMARY
Staff is seeking approval from the City Council to execute Amendment No. 1 to Agreement No. 663.2 between the City and GST. This Amendment will clarify the scope of services to include provisions specific to software and hardware purchases. Since 2015, GST has not only provided various IT support and consulting services, but also has served as a third-party seller for much of the hardware and software needs required for the IT infrastructure for the City. This Amendment clarifies GST’s role in providing these services to ensure compliance with the City’s purchasing and contracting policies.

RECOMMENDATION TO CITY COUNCIL
1) Authorize the City Manager to execute Amendment No. 1 to Agreement File No. 663.2, in a form approved by the City Attorney; or, 2) Alternatively, discuss and take other action related to this item.

FISCAL IMPACT
The sum of these additional services is not to exceed $70,000 annually and funds are allocated in the City’s approved IT budget for contract services (Account No. 530-42054- 9500) and equipment replacement (Account No. 530-18400).

ATTACHMENTS
Amendment No. 1 to Agreement File No. 663.2 .............................................................. 2 Agreement File No. 663.2 ............................................................................................... 4 of BELLFLO
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AMENDMENT NO. 1 TO
AGREEMENT NO. 663.2 BETWEEN

THE CITY OF BELLFLOWER AND
GOLDEN STAR TECHNOLOGY, INC. (GST)
THIS AMENDMENT No. 1 (“Amendment”) is made and entered into this 26th day of August 2024, by and between the CITY OF BELLFLOWER, a general law city and municipal corporation (“CITY”), and Golden Star Technology, Inc. (GST), a corporation (“CONSULTANT”). The Parties agree as follows:

SECTION 1. Pursuant to Section 36 of Agreement No. 663.2 (“Agreement”), the Parties amend Exhibit A, as referenced in Section 2(A) of the Agreement, to add the following. All other language from Exhibit A will remain the same:
“Consultant will provide to the City software and hardware on an as needed basis, the sum of which is not to exceed $70,000 annually. These services will not be construed to disable the City from seeking these materials from other consultants.

Consultant agrees to act in the best interest of the City, provide competitive pricing and maintain transparency on costs and relevant products available. Products which City intends to purchase, and Consultant will make accessible to the City may include:
·Various antivirus/security software
·Network security hardware and support renewals
·Storage hardware and support renewals
·System automation software
·Server hardware and support renewals
·Network gear hardware and support renewals
·System backup software
·Various other software, hardware, and support renewals SECTION 2. ELECTRONIC SIGNATURES. This Agreement may be executed by the Parties on any number of separate counterparts, and all such counterparts so executed constitute one Agreement binding on all the Parties notwithstanding that all the Parties are not signatories to the same counterpart. In accordance with Government Code §16.5, the Parties agree that this Agreement, Agreements ancillary to this Agreement, and related documents to be entered into in connection with this Agreement will be considered signed when the signature of a party is delivered by electronic transmission.

Such electronic signature will be treated in all respects as having the same effect as an original signature.

SECTION 3. This Amendment may be executed in any number or counterparts, each of which will be an original, but all of which together constitutes one instrument executed on the same date.

SECTION 4.Except as modified by this Amendment, all other terms and conditions of Agreement No. 663.2 remain the same.
[SIGNATURES ON NEXT PAGE]

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Amendment No. 1 to AFN 663.2
Golden Star Technology, Inc.

August 26, 2024

Page 2 of 2 ends

IN WITNESS WHEREOF,the parties hereto have executed this contract the day and year first hereinabove written.

CITY OF BELLFLOWER GOLDEN STAR TECHNOLOGY, INC.
_____________________________________________________________ Ryan Smoot, City Manager Dennis Wang, COO
ATTEST:
_____________________________Taxpayer ID No. 33-0116008 Mayra Ochiqui,
City Clerk
APPROVED AS TO FORM:

KARL H. BERGER, City Attorney
By:
_____________________________
Solange Fortenbach, Deputy City Attorney

AGREEMENT FILE NO. 663.2

PROFESSIONAL SERVICES AGREEMENT

BETWEEN

THE CITY OF BELLFLOWER AND
GOLDEN STAR TECHNOLOGY, INC.

FOR INFORMATION TECHNOLOGY SUPPORT AND CONSULTING SERVICES THIS AGREEMENT is entered into this
9th
day of October 2023, by and between
the CITY OF BELLFLOWER, a municipal corporation and general law city ("CITY") and Golden Star Technology, Inc., a California corporation ("CONSULTANT").

1. CONSIDERATION.

A. As partial consideration, CONSULTANT agrees to perform the work listed in the SCOPE OF SERVICES, below;
B. As additional consideration, CONSULTANT and CITY agree to abide by the terms and conditions contained in this Agreement;
C. As additional consideration, CITY agrees to pay CONSULTANT a sum not to exceed One Hundred Fifty Thousand Dollars ($150,000.00) for CONSULTANT's services. CITY may modify this amount as set forth below. Unless otherwise specified by written amendment to this Agreement, CITY will pay this sum as specified in the attached Exhibit "A," which is incorporated by reference.

2. SCOPE OF SERVICES.

A. CONSULTANT will perform services listed in the attached Exhibit"A,"which is incorporated by reference.

B. CONSULTANT will, in a professional manner, furnish all of the labor, technical, administrative, professional and other personnel, all supplies and materials, equipment, printing, vehicles, transportation, office space and facilities, and all tests, testing and analyses, calculation, and all other means whatsoever, except as herein otherwise expressly specified to be furnished by CITY, necessary or proper to perform and complete the work and provide the professional services required of CONSULTANT by this Agreement.

3. PERFORMANCE STANDARDS. While performing this Agreement, CONSULTANT will use the appropriate generally accepted professional standards of practice existing at the time of performance utilized by persons engaged in providing similar services. CITY will continuously monitor CONSULTANT's services. CITY will notify CONSULTANT of any deficiencies and CONSULTANT will have fifteen (15) days after such notification to cure any shortcomings to CITY's satisfaction. Costs associated with curing the deficiencies will be borne by CONSULTANT.

4. PAYMENTS. For CITY to pay CONSULTANT as specified by this Agreement, CONSULTANT must submit a detailed invoice to CITY which lists the hours worked and hourly rates for each personnel category and reimbursable costs (all as set forth in Exhibit A") the tasks performed, the percentage of the task completed during the billing period,

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DocuSign Envelope ID: 2BBEA614-98BC-4DC9-8349-0F3C1E753132DbcuSi'gh Enverppe: |D:-'2BBEA$‘I4-333CAZTDGSEB'349-UFSQ1E753132 AGREEMENT FILE NO. 863.2

PROFESSIONAL SERVICES AGREEMENT

BETWEEN

THE CITY OF BELLFLOWER AND
GOLDEN STAR TECHNOLOGY, INC.

FOR INFORMATION TECHNOLOGY SUPPORT AND CONSULTING SERVICES THIS AGREEMENT is entered into this 9'“ day of October 2023, by and between the CITY OF BELLFLOWER, a municipal corporation and general law city ("CITY”) and Golden Star Technology. Inc., a California corporation (“CONSULTANT").

1. CONSIDERATION.

A. As partial consideration, CONSULTANT agrees to perform the work listed in the SCOPE OF SERVICES, below;
As additional consideration, CONSULTANT and CITY agree to abide by the terms and conditions contained in this Agreement;
As additional consideration. CITY agrees to pay CONSULTANT a sum not to exceed One Hundred Fifty Thousand Dollars ($150,000.00) for CONSULTANT's services. CITY may modify this amount as set forth below. Unless otherwise specified by written amendment to this Agreement, CITY will pay this sum as specified in the attached Exhibit “A," which is incorporated by reference.

2. SCOPE OF SERVICES.

A. CONSULTANT will perform services listed in the attached Exhibit "A." which is incorporated by reference.

CONSULTANT will, in a professional manner, furnish all of the labor, technical, administrative, professional and other personnel, all supplies and materials. equipment, printing. vehicles, transportation. office space and facilities, and all tests, testing and analyses, calculation. and all other means whatsoever, except as herein otherwise expressly specified to be furnished by CITY, necessary or proper to perform and complete the work and provide the professional services required of CONSULTANT by this Agreement.

3. PERFORMANCE STANDARDS. While performing this Agreement, CONSULTANT will use the appropriate generally accepted professional standards of practice existing at the time of performance utilized by persons engaged in providing similar services. CITY will continuously monitor CONSULTANT's services. ClTY will notify CONSULTANT of any deficiencies and CONSULTANT will have fifteen (15) days after such notification to cure any shortcomings to CITY's satisfaction. Costs associated with curing the deficiencies will be borne by CONSULTANT.

4. PAYMENTS. For CITY to pay CONSULTANT as specified by this Agreement, CONSULTANT must submit a detailed invoice to CITY which lists the hours worked and. hourly rates for each personnel category and reimbursable costs (all as set forth in Exhibit “A") the tasks performed, the percentage of the task completed during the billing period,

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City of Bellflower
Agreement File No. 663.2
Golden Star Technology, Inc. (GST

Page 2 of 11 ends

the cumulative percentage completed for each task, the total cost of that work during the preceding billing month and a cumulative cash flow curve showing projected and actual expenditures versus time to date.

5. NON-APPROPRIATION OF FUNDS. Payments due and payable to CONSULTANT for current services are within the current budget and within an available, unexhausted and unencumbered appropriation of the CITY. In the event the CITY has not appropriated sufficient funds for payment of CONSULTANT services beyond the current fiscal year, this Agreement will cover only those costs incurred up to the conclusion of the current fiscal year.

6. ADDITIONAL WORK.

A. CITY's city manager ("Manager") may determine, at the Manager's sole discretion, that CONSULTANT must perform additional work ("Additional Work") to complete the Scope of Work. If Additional Work is needed, the Manager will give written authorization to CONSULTANT to perform such Additional Work.

B. If CONSULTANT believes Additional Work is needed to complete the Scope of Work, CONSULTANT will provide the Manager with written notification that contains a specific description of the proposed Additional Work, reasons for such Additional Work, and a detailed proposal regarding cost.

C. Payments over Twenty-Five Thousand Dollars ($25,000.00) for Additional Work must be approved by CITY's city council. All Additional Work will be subject to all other terms and provisions of this Agreement.

7. FAMILIARITY WITH WORK.

A. By executing this Agreement, CONSULTANT agrees that it has:

Carefully investigated and considered the scope of services to be performed;
ii.Carefully considered how the services should be performed; and iii. Understands the facilities, difficulties, and restrictions attending performance of the services under this Agreement.

B. If services involve work upon any site, CONSULTANT agrees that CONSULTANT has or will investigate the site and is or will be fully acquainted with the conditions there existing, before commencing the services hereunder. Should CONSULTANT discover any latent or unknown conditions that may materially affect the performance of the services, CONSULTANT will immediately inform CITY of such fact and will not proceed except at CONSULTANT's own risk until written instructions are received from CITY.

DocuSign Envelope ID: 2BBEA614-98BC-4DC9-8349-0F3C1E753132 I
D'ocuSign Envelope ID: ZBBEAS14-98BCADC9-8349-0F3C1E753132 City or‘ Bellflower
Agreement File No. 663.2
Golden Star Technology, Inc. (GST)

Page 2 of 11 ends

the cumulative percentage completed for each task. the total cost of that work during the preceding billing month and a cumulative cash flow curve showing projected and actual expenditures versus time to date.

5. NON-APPROPRIATION OF FUNDS. Payments due and payable to CONSULTANT for current services are within the current budget and within an available, unexhausted and unencumbered appropriation of the CITY. In the event the CITY has not appropriated sufficient funds for payment of CONSULTANT services beyond the current fiscal year. this Agreement will cover only those costs incurred up to the conclusion of the current fiscal year.

6. ADDITIONAL WORK.

IA. CITY's city manager (“Manager") may determine. at the Manager's sole discretion, that CONSULTANT must perform additional work (“Additional Work") to complete the Scope of Work. lf Additional Work is needed, the Manager will give written authorization to CONSULTANT to perform such Additional Work.

If CONSULTANT believes Additional Work is needed to complete the Scope of Work. CONSULTANT will provide the Manager with written notification that contains a specific description of the proposed Additional Work, reasons for such Additional Work, and a detailed proposal regarding cost.

Payments over Twenty-Five Thousand Dollars ($25,000.00) for Additional Work must be approved by ClTY’s city council. AII Additional Work will be subject to all other terms and provisions of this Agreement.

7. FAIVIILIARITY WITH WORK.

A. By executing this Agreement, CONSULTANT agrees that it has:
i. Carefully investigated and considered the scope of services to be performed;
ii. Carefully considered how the services should be performed; and iii. Understands the facilities, difficulties, and restrictions attending performance of the services under this Agreement.

If services involve work upon any site, CONSULTANT agrees that CONSULTANT has or will investigate the site and is or will be fully acquainted with the conditions there existing, before commencing the services hereunder. Should CONSULTANT discover any latent or unknown conditions that may materially affect the performance of the services.

CONSULTANT will immediately inform CITY of such fact and will not proceed except at CONSULTANT’s own risk until written instructions are received from CITY.

City of Bellflower
Agreement File No. 663.2
Golden Star Technology, Inc. (GST)

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8. TERM. The term of this Agreement will be from October 16, 2023 to October 15, 2025. Unless otherwise determined by written amendment between the parties, this Agreement will terminate in the following instances:

A. Completion of the work specified in Exhibit "A"; B. Termination as stated in Section 16.

9. TIME FOR PERFORMANCE.

A. CONSULTANT will not perform any work under this Agreement until:

CONSULTANT furnishes proof of insurance as required under Section 23 of this Agreement; and
ii.CITY gives CONSULTANT a written notice to proceed.

B. Should CONSULTANT begin work on any phase in advance of receiving written authorization to proceed, any such professional services are at CONSULTANT's own risk.

10. TIME EXTENSIONS. Should CONSULTANT be delayed by causes beyond CONSULTANT's control, CITY may grant a time extension for the completion of the contracted services. If delay occurs, CONSULTANT must notify the Manager within forty- eight hours (48 hours), in writing, of the cause and the extent of the delay and how such delay interferes with the Agreement's schedule. The Manager will extend the completion time, when appropriate, for the completion of the contracted services.

11. CONSISTENCY. In interpreting this Agreement and resolving any ambiguities, the main body of this Agreement takes precedence over the attached Exhibits; this Agreement supersedes any conflicting provisions. Any inconsistency between the Exhibits will be resolved in the order in which the Exhibits appear below:

Exhibit "A" — Scope of Services and Fee Schedule
Exhibit "B" — Project Proposal

12. CHANGES. CITY may order changes in the services within the general scope of this Agreement, consisting of additions, deletions, or other revisions, and the contract sum and the contract time will be adjusted accordingly. All such changes must be authorized in writing, executed by CONSULTANT and CITY. The cost or credit to CITY resulting from changes in the services will be determined in accordance with written agreement between the parties.

13. TAXPAYER IDENTIFICATION NUMBER. CONSULTANT will provide CITY with a Taxpayer Identification Number.

DocuSign Envelope ID: 2BBEA614-98BC-4DC9-8349-0F3C1E753132tuSigh Ehvélope ID: ZBBEA61$93394DCQ$3490F3C1E753132 City of Bellflower
Agreement File No. 663.2
Golden Star Technology, Inc. (GST)

Page 3 of 11 ends

8. TERM. The term of this Agreement will be from October 16, 2023 to October 15. 2025. Unless otherwise determined by written amendment between the parties, this Agreement will terminate in the following instances:

A. Completion of the work specified in Exhibit "A”;
B. Termination as stated in Section 16.

9. TIME FOR PERFORMANCE.

A. CONSULTANT will not perform any work under this Agreement until:
i. CONSULTANT furnishes proof of insurance as required under Section 23 of this Agreement; and
ii. CITY gives CONSULTANT a written notice to proceed.

B. Should CONSULTANT begin work on any phase in advance of receiving written authorization to proceed, any such professional services are at CONSULTANT‘s own risk.

10. TIME EXTENSIONS. Should CONSULTANT be delayed by causes beyond CONSULTANT’s control, CITY may grant a time extension for the completion of the contracted services. If delay occurs, CONSULTANT must notify the Manager within forty- eight hours (48 hours), in writing, of the cause and the extent of the delay and how such delay interferes with the Agreement's schedule. The Manager will extend the completion time, when appropriate, for the completion of the contracted services.

11. CONSISTENCY. In interpreting this Agreement and resolving any ambiguities. the main body of this Agreement takes precedence over the attached Exhibits; this Agreement supersedes any conflicting provisions. Any inconsistency between the Exhibits will be resolved in the order in which the Exhibits appear below:

Exhibit “A” - Scope of Services and Fee Schedule
Exhibit “B" - Project Proposal

12. CHANGES. CITY may order changes in the services within the general scope of this Agreement, consisting of additions. deletions, or other revisions, and the contract sum and the contract time will be adjusted accordingly. All such changes must be authorized in writing. executed by CONSULTANT and CITY. The cost or credit to CITY resulting from changes in the services will be determined in accordance with written agreement between the parties.

13. TAXPAYER IDENTIFICATION NUMBER. CONSULTANT will provide CITY with a Taxpayer Identification Number.

City of Bellflower
Agreement File No. 663.2
Golden Star Technology, Inc. (GST)

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14. PERMITS AND LICENSES. CONSULTANT, at its sole expense, will obtain and maintain during the term of this Agreement, all necessary permits, licenses, and certificates that may be required in connection with the performance of services under this Agreement.

15. WAIVER. CITY's review or acceptance of, or payment for, work product prepared by CONSULTANT under this Agreement will not be construed to operate as a waiver of any rights CITY may have under this Agreement or of any cause of action arising from CONSULTANT's performance. A waiver by CITY of any breach of any term, covenant, or condition contained in this Agreement will not be deemed to be a waiver of any subsequent breach of the same or any other term, covenant, or condition contained in this Agreement, whether of the same or different character.

16. TERMINATION.

A. Except as otherwise provided, CITY may terminate this Agreement at any time with or without cause.

B. CONSULTANT may terminate this Agreement at any time with CITY's mutual consent. Notice will be in writing at least thirty (30) days before the effective termination date.

C. Upon receiving a termination notice, CONSULTANT will immediately cease performance under this Agreement unless otherwise provided in the termination notice. Except as otherwise provided in the termination notice, any additional work performed by CONSULTANT after receiving a termination notice will be performed at CONSULTANT's own cost; CITY will not be obligated to compensate CONSULTANT for such work.

D. Should termination occur, all finished or unfinished documents, data, studies, surveys, drawings, maps, reports and other materials prepared by CONSULTANT will, at CITY's option, become CITY's property, and CONSULTANT will receive just and equitable compensation for any work satisfactorily completed up to the effective date of notice of termination, not to exceed the total costs under Section 1(C).

E. Should the Agreement be terminated pursuant to this Section, CITY may procure on its own terms services similar to those terminated.

F. By executing this document, CONSULTANT waives any and all claims for damages that might otherwise arise from CITY's termination under this Section.

17. OWNERSHIP OF DOCUMENTS; EXCEPTIONS; WARRANTY. Except as otherwise provided below, all documents, data, studies, drawings, maps, models, photographs and reports prepared by CONSULTANT (collectively, "Documents") under this Agreement are CITY's property. CONSULTANT may retain copies of such Documents as desired but will deliver all original materials to CITY upon CITY's written notice. CITY agrees that use of DocuSign Envelope ID: 2BBEA614-98BC-4DC9-8349-0F3C1E753132DbcySign EnveIOpe ID: 2BBEA61+98BCADCM3490F3C1E753132 City of Bellflower
Agreement File No. 663.2
Golden Star Technology, Inc. (GST)

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14. PERMITS AND LICENSES CONSULTANT, at its sole expense, will obtain and maintain during the term of this Agreement, all necessary permits, licenses, and certificates that may be required in connection with the performance of services under this Agreement

15. WAIVER. CITY’s review or acceptance of, or payment for, work product prepared by CONSULTANT under this Agreement will not be construed to operate as a waiver of any rights CITY may have under this Agreement or of any cause of action arising from CONSULTANT's performance. A waiver by CITY of any breach of any term, covenant, or condition contained in this Agreement will not be deemed to be a waiver of any subsequent breach of the same or any other term. covenant, or condition contained in this Agreement, whether of the same or different character.

16. TERMINATION.
'A. Except as otherwise provided. CITY may terminate this Agreement at any time with or without cause.

B. CONSULTANT may terminate this Agreement at any time with CITY’S mutual consent. Notice will be in writing at least thirty (30) days before the effective termination date.

Upon receiving a termination notice, CONSULTANT will immediately cease performance under this Agreement unless otherwise provided in the termination notice. Except as otherwise provided in the termination notice, any additional work performed by CONSULTANT after receiving a termination notice will be performed at CONSULTANT‘s own cost; CITY will not be obligated to compensate CONSULTANT for such work. 5)

3. Should termination occur, all finished or unfinished documents, data, studies, surveys, drawings, maps, reports and other materials prepared by CONSULTANT will, at ClTY’s option, become CITY‘s property, and CONSULTANT will receive just and equitable compensation for any work satisfactorily completed up to the effective date of notice of termination. not to exceed the total costs under Section 1(0).

IE. Should the Agreement be terminated pursuant to this Section. CITY may procure on its own terms services similar to those terminated.

F. By executing this document, CONSULTANT waives any and all claims for damages that might othenNise arise from ClTY’s termination under this Section.

City of Bellflower
Agreement File No. 663.2
Golden Star Technology, Inc. (GST)

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CONSULTANT's completed work product, for purposes other than identified in this Agreement, or use of incomplete work product, is at CITY's own risk. CONSULTANT warrants that all Documents it drafts and completes pursuant to this Agreement constitutes original work. Specifically, CONSULTANT understands and agrees that use of artificial intelligence (Al) tools including, without limitation, ChatGPT, Microsoft's Bing Chat, Google's Bard, and Meta's LLaMA (Large Language Model Meta Al), in the performance of this Agreement does not constitute an original work, i.e., submitting Documents generated by such Al tools to CITY and representing it as CONSULTANT's original work constitutes a material breach of this Agreement, constitutes a false claim, and may also violate applicable intellectual property right laws including, without limitation, United States Copyright Law. Accordingly, and notwithstanding any other provision of this Agreement as to ownership, CITY specifically rejects ownership of such Documents. CONSULTANT is required to indemnify and defend CITY to the fullest extent allowed by applicable law should it violate this Section.

18. PUBLICATION OF DOCUMENTS. Except as necessary for performance of service under this Agreement, no copies, sketches, or graphs of materials, including graphic artwork, prepared pursuant to this Agreement, will be released by CONSULTANT to any other person or public CITY without CITY's prior written approval. All press releases, including graphic display information to be published in newspapers or magazines, will be approved and distributed solely by CITY, unless otherwise provided by written agreement between the parties.

19. INDEMNIFICATION.

A. CONSULTANT agrees to the following:

Indemnification for Professional Services. CONSULTANT will save harmless and indemnify and at CITY's request reimburse defense costs for CITY and all its officers, volunteers, employees and representatives from and against any and all suits, actions, or claims, of any character whatever, brought for, or on account of, any injuries or damages sustained by any person or property resulting or arising from any negligent or wrongful act, error or omission by CONSULTANT or any of CONSULTANT's officers, agents,
employees, or representatives, in the performance of this Agreement, except for such loss or damage arising from CITY's sole negligence or willful misconduct.
ii.Indemnification for other Damages. CONSULTANT indemnifies and holds CITY harmless from and against any claim, action, damages, costs (including, without limitation, attorney's fees), injuries, or liability, arising out of this Agreement, or its performance, except for such loss or damage arising from CITY's sole negligence or willful misconduct. Should CITY be named in any suit, or should any claim be brought against it by suit or otherwise, whether the same be groundless or not, arising out of this Agreement, or its performance, CONSULTANT will defend CITY (at CITY's request and with counsel DocuSign Envelope ID: 2BBEA614-98BC-4DC9-8349-0F3C1E753132DbcuSign Envelope ID: 2BBEA614-9830-4009’8349-OF3C1E753132 City of Bellflower
Agreement File No. 663.2
Golden Star Technology, Inc. (GST)

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CONSULTANT’s completed work product, for purposes other than identified in this Agreement, or use of incomplete work product, is at CITY’s own risk. CONSULTANT warrants that all Documents it drafts and completes pursuant to this Agreement constitutes original work. Specifically, CONSULTANT understands and agrees that use of artificial intelligence (Al) tools including, without limitation, ChatGPT, Microsoft‘s Bing Chat, Google’s Bard, and Meta’s LLaMA (Large Language Model Meta Al), in the performance of this Agreement does not constitute an original work, i.e., submitting Documents generated by such Al tools to CITY and representing it as CONSULTANT's original work constitutes a material breach of this Agreement, constitutes a false claim, and may also violate applicable intellectual property right laws including, without limitation. United States Copyright Law. Accordingly, and notwithstanding any other provision of this Agreement as to ownership, CITY specifically rejects ownership of such Documents. CONSULTANT is required to indemnify and defend CITY to the fullest extent allowed by applicable law should it violate this Section.

19. INDEMNIFICATION.

A. CONSULTANT agrees to the following:
i. Indemnification for Professional Services. CONSULTANT will save harmless and indemnify and at CITY's request reimburse defense costs for CITY and all its officers, volunteers, employees and representatives from and against any and all suits, actions, or claims, of any character whatever, brought for, or on account of, any injuries or damages sustained by any person or property resulting or arising from any negligent or wrongful act, error or omission by CONSULTANT or any of CONSULTANT's officers, agents,
employees, or representatives, in the performance of this Agreement, except for such loss or damage arising from CITY’s sole negligence or willful misconduct.
ii. Indemnification for other Damages. CONSULTANT indemnifies and holds CITY harmless from and against any claim, action, damages, costs (including, without limitation, attorney’s fees), injuries, or liability, arising out of this Agreement, or its performance, except for such loss or damage arising from CITY's sole negligence or willful misconduct. Should CITY be named in any suit, or should any claim be brought against it by suit or otherwise, whether the same be groundless or not, arising out of this Agreement, or its performance, CONSULTANT will defend CITY (at CITY’s request and with counsel

City of Bellflower
Agreement File No. 663.2
Golden Star Technology, Inc. (GST)

Page 6 of 11 ends

satisfactory to CITY) and will indemnify CITY for any judgment rendered against it or any sums paid out in settlement or otherwise.

B. For purposes of this section "CITY" includes CITY's officers, officials, employees, agents, representatives, and certified volunteers.

C. It is expressly understood and agreed that the foregoing provisions will survive termination of this Agreement.

D. The requirements as to the types and limits of insurance coverage to be maintained by CONSULTANT as required by Section 23, and any approval of said insurance by CITY, are not intended to and will not in any manner limit or qualify the liabilities and obligations otherwise assumed by CONSULTANT pursuant to this Agreement, including, without limitation, to the provisions concerning indemnification.

20. ASSIGNABILITY. This Agreement is for CONSULTANT's professional services.

CONSULTANT's attempts to assign the benefits or burdens of this Agreement without CITY's written approval are prohibited and will be null and void.

21. INDEPENDENT CONTRACTOR.CITY and CONSULTANT agree that CONSULTANT will act as an independent contractor and will have control of all work and the manner in which it is performed. CONSULTANT will be free to contract for similar service to be performed for other employers while under contract with CITY.

CONSULTANT is not an agent or employee of CITY and is not entitled to participate in any pension plan, insurance, bonus or similar benefits CITY provides for its employees.

Any provision in this Agreement that may appear to give CITY the right to direct CONSULTANT as to the details of doing the work or to exercise a measure of control over the work means that CONSULTANT will follow the direction of the CITY as to end results of the work only.

22. AUDIT OF RECORDS. CONSULTANT will maintain full and accurate records with respect to all services and matters covered under this Agreement. CITY will have free access at all reasonable times to such records, and the right to examine and audit the same and to make transcript therefrom, and to inspect all program data, documents, proceedings and activities. CONSULTANT will retain such financial and program service records for at least three (3) years after termination or final payment under this Agreement.

23. INSURANCE.

A. Before commencing performance under this Agreement, and at all other times this Agreement is effective, CONSULTANT will procure and maintain the following types of insurance with coverage limits complying, at a minimum, with the limits set forth below:

Type of Insurance Limits
DocuSign Envelope ID: 2BBEA614-98BC-4DC9-8349-0F3C1E753132 l
DocuSign Envelope ID: ZBBEA614-9SBC4D09-8349-0F3C1E753132 City of Bellflower
Agreement File No. 663.2
Golden Star Technology, Inc. (CST)

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satisfactory to CITY) and will indemnify CITY for any judgment rendered against it or any sums paid out in settlement or otherwise.

B. For purposes of this section “CITY" includes CITY’s officers, officials, employees, agents. representatives, and certified volunteers.

C. It is expressly understood and agreed that the foregoing provisions will survive termination of this Agreement.

D. The requirements as to the types and limits of insurance coverage to be maintained by CONSULTANT as required by Section 23. and any approval of said insurance by CITY, are not intended to and will not in any manner limit or qualify the liabilities and obligations othenrvise assumed by CONSULTANT pursuant to this Agreement, including, without limitation. to the provisions concerning indemnification.

20. A ‘SIGNABILITY. This Agreement is for CONSULTANT's professional services.

CONS LTANT's attempts to assign the benefits or burdens of this Agreement without CITY’s written approval are prohibited and will be null and void.

21. INDEPENDENT CONTRACTOR. CITY and CONSULTANT agree that CONSULTANT will act as an independent contractor and will have control of all work and the manner in which it is performed. CONSULTANT will be free to contract for similar service to be performed for other employers while under contract with CITY.

CONSULTANT is not an agent or employee of CITY and is not entitled to participate in any pension plan, insurance, bonus or similar benefits CITY provides for its employees.

22. AUDIT OF RECORDS. CONSULTANT will maintain full and accurate records with respect to all services and matters covered under this Agreement. CITY will have free access at all reasonable times to such records. and the right to examine and audit the same and to make transcript therefrom, and to inspect all program data, documents. proceedings and activities. CONSULTANT will retain such financial and program service records for at least three (3) years after termination or final payment under this Agreement.

23. INSURANCE.

A. Before commencing performance under this Agreement. and at all other times this Agreement is effective, CONSULTANT will procure and maintain the following types of insurance with coverage limits complying, at a minimum, with the limits set forth below:

Type of Insurance Limits

City of Bellflower
Agreement File No. 663.2
Golden Star Technology, Inc. (GST)

Page 7 of 11 ends

Commercial general liability 2,000,000
Professional Liability 1,000,000
Business automobile liability 1,000,000
Workers compensation Statutory requirement
B. Commercial general liability insurance will meet or exceed the requirements of the most recent ISO-CGL Form. The amount of insurance set forth above will be a combined single limit per occurrence for bodily injury, personal injury, and property damage for the policy coverage. Liability policies will be endorsed to name CITY, its officials, and employees as "additional insureds" under said insurance coverage and to state that such insurance will be deemed "primary" such that any other insurance that may be carried by CITY will be excess thereto. Such endorsement must be reflected on ISO Form No. CG 20 10 11 85 or 88, or equivalent. Such insurance will be on an "occurrence," not a "claims made," basis and will not be cancelable or subject to reduction except upon thirty (30) days prior written notice to CITY.

C. Professional liability coverage will be on an "occurrence basis" if such coverage is available, or on a "claims made" basis if not available. When coverage is provided on a "claims made basis," CONSULTANT will continue to renew the insurance for a period of three (3) years after this Agreement expires or is terminated. Such insurance will have the same coverage and limits as the policy that was in effect during the term of this Agreement, and will cover CONSULTANT for all claims made by CITY arising out of any errors or omissions of CONSULTANT, or its officers, employees or agents during the time this Agreement was in effect.

D. Automobile coverage will be written on ISO Business Auto Coverage Form CA 00 01 06 92, including symbol 1 (Any Auto).

E. CONSULTANT will furnish to CITY duly authenticated Certificates of Insurance evidencing maintenance of the insurance required under this Agreement and such other evidence of insurance or copies of policies as may be reasonably required by CITY from time to time. Insurance must be placed with insurers with a current A.M. Best Company Rating equivalent to at least a Rating of "A:VII."
F. Should CONSULTANT, for any reason, fail to obtain and maintain the insurance required by this Agreement, CITY may obtain such coverage at CONSULTANT's expense and deduct the cost of such insurance from payments due to CONSULTANT under this Agreement or terminate pursuant to Section 16.

G. Self-Insured Retention/Deductibles. All policies required by this Agreement must allow CITY, as additional insured, to satisfy the self-insured retention DocuSign Envelope ID: 2BBEA614-98BC-4DC9-8349-0F3C1E753132DbcuSign Envelope ID: 2BBEA614-9830-4009-8349-OF3C1E753132 City of Bellflower
Agreement File No. 663.2
Golden Star

Page 7 of 11 ends

Technology, Inc. (681')
Commercial general liability $2,000,000
Professional Liability $1,000,000
Business automobile liability $1,000,000
Workers compensation Statutory requirement
Commercial general liability insurance will meet or exceed the requirements of the most recent lSO-CGL Form. The amount of insurance set forth above will be a combined single limit per occurrence for bodily injury. personal injury, and property damage for the policy coverage. Liability policies will be endorsed to name CITY, its officials. and employees as “additional insureds" under said insurance coverage and to state that such insurance will be deemed "primary" such that any other insurance that may be carried by CITY will be excess thereto. Such endorsement must be reflected on lSO Form No. CG 20 10 11 85 or 88, or equivalent. Such insurance will be on an “occurrence," not a "claims made," basis and will not be cancelable or subject to reduction except upon thirty (30) days prior written notice to CITY.

Professional liability coverage will be on an “occurrence basis” if such coverage is available, or on a "claims made” basis if not available. When coverage is provided on a "claims made basis," CONSULTANT will continue to renew the insurance for a period of three (3) years after this Agreement expires or is terminated. Such insurance will have the same coverage and limits as the policy that was in effect during the term of this Agreement. and will cover CONSULTANT for all claims made by CITY arising out of any errors or omissions of CONSULTANT, or its officers, employees or agents during the time this Agreement was in effect.

Automobile coverage will be written on ISO Business Auto Coverage Form CA 00 01 06 92, including symbol 1 (Any Auto).

CONSULTANT will furnish to CITY duly authenticated Certificates of Insurance evidencing maintenance of the insurance required under this Agreement and such other evidence of insurance or copies of policies as may be reasonably required by ClTY from time to time. Insurance must be placed with insurers with a current AM. Best Company Rating equivalent to at least a Rating of “A:Vll."
Should CONSULTANT, for any reason. fail to obtain and maintain the insurance required by this Agreement, CITY may obtain such coverage at CONSULTANT's expense and deduct the cost of such insurance from payments due to CONSULTANT under this Agreement or terminate pursuant to Section 16.

Self-insured Retention/Deductibles. All policies required by this Agreement must allow CITY, as additional insured, to satisfy the self-insured retention

City of Bellflower
Agreement File No. 663.2
Golden Star Technology, Inc. (GST)

Page 3 of 11 ends

SIR") and deductible of the policy in lieu of CONSULTANT (as the named insured) should CONSULTANT fail to pay the SIR or deductible requirements. The amount of the SIR or deductible is subject to the approval of the City Attorney and the Finance Director. CONSULTANT understands and agrees that satisfaction of this requirement is an express condition precedent to the effectiveness of this Agreement. Failure by CONSULTANT as primary insured to pay its SIR or deductible constitutes a material breach of this Agreement. Should CITY pay the SIR or deductible on CITY's behalf upon the CONSULTANT'S failure or refusal to do so in order to secure defense and indemnification as an additional insured under the policy, CITY may include such amounts as damages in any action against CONSULTANT for breach of this Agreement in addition to any other damages incurred by CITY due to the breach.

24. USE OF SUBCONTRACTORS. CONSULTANT must obtain CITY's prior written approval to use any consultants while performing any portion of this Agreement. Such approval must include approval of the proposed consultant and the terms of compensation.

25. INCIDENTAL TASKS. CONSULTANT will meet with CITY monthly to provide the status on the project, which will include a schedule update and a short narrative description of progress during the past month for each major task, a description of the work remaining and a description of the work to be done before the next schedule update.

26. NOTICES. All communications to either party by the other party will be deemed made when received by such party at its respective name and address as follows:

If to CONSULTANT:If to CITY:

Attention: Dennis Wang, COO Attention: Sergiu Todorov, IT Manager Golden Star Technology, Inc. City of Bellflower
12881 166th Street 16600 Civic Center Drive
Cerritos, CA 90703 Bellflower, CA 90706
562) 345-5711 562) 804-1424
[email protected] [email protected]
Any such written communications by mail will be conclusively deemed to have been received by the addressee upon deposit thereof in the United States Mail, postage prepaid and properly addressed as noted above. In all other instances, notices will be deemed given at the time of actual delivery. Changes may be made in the names or addresses of persons to whom notices are to be given by giving notice in the manner prescribed in this paragraph.

27. CONFLICT OF INTEREST. CONSULTANT will comply with all conflict-of-interest laws arid regulations including, without limitation, CITY's conflict of interest regulations.

28. This Section applies only if box is checked. POLITICAL REFORM ACT. CONSULTANT agrees that it will be considered a public official subject to the DocuSign Envelope ID: 2BBEA614-98BC-4DC9-8349-0F3C1E753132DWI-ISIS" Envelope ID: 238EA614-9830-4DCQ—8349—0F361E753132 City of Bellflower
Agreement File No. 663.2
Golden Star Technology. Inc. (GST)

Page 8 of 11 ends

(“SIR") and deductible of the policy in lieu of CONSULTANT (as the named insured) should CONSULTANT fail to pay the SIR or deductible requirements. The amount of the SIR or deductible is subject to the approval of the City Attorney and the Finance Director. CONSULTANT understands and agrees that satisfaction of this requirement is an express condition precedent to the effectiveness of this Agreement. Failure by CONSULTANT as primary insured to pay its SIR or deductible constitutes a material breach of this Agreement. Should CITY pay the SIR or deductible on ClTY's behalf upon the CONSULTANT’S failure or refusal to do so in order to secure defense and indemnification as an additional insured under the policy. CITY may include such amounts as damages in any action against CONSULTANT for breach of this Agreement in addition to any other damages incurred by CITY due to the breach.

24. USE OF SUBCONTRACTORS. CONSULTANT must obtain ClTY’s prior written approval to use any consultants while performing any portion of this Agreement. Such approval must include approval of the proposed consultant and the terms of compensation.

26. NOTICES. All communications to either party by the other party will be deemed made when received by such party at its respective name and address as follows:

If to ONSULTANT: If to CITY:

Attention: Dennis Wang, COO Attention: Sergiu Todorov, IT Manager Golden Star Technology. Inc. City of Bellflower
12881 166"I Street 16600 Civic Center Drive
Cerritos, CA 90703 Bellflower. CA 90706
(562) 345-5711 (562) 804-1424
[email protected] [email protected]
Any such written communications by mail will be conclusively deemed to have been received by the addressee upon deposit thereof in the United States Mail. postage prepaid and properly addressed as noted above. In all other instances, notices will be deemed given at the time of actual delivery. Changes may be made in the names or addresses of persons to whom notices are to be given by giving notice in the manner prescribed in this paragraph.

27. CONFLICT OF INTEREST. CONSULTANT will comply with all conflict-of-interest laws and regulations including, without limitation, CITY's conflict of interest regulations.

28. III jThis Section applies only if box is checked. POLITICAL REFORM ACT. ONSULTANT agrees that it will be considered a public official subject to the

City of Bellflower
Agreement File No. 663.2
Golden Star Technology, Inc. (GST)

Page 9 of 11 ends

Political Reform Act of 1974 for purposes of this Agreement. CONSULTANT agrees and warrants that it has no financial interests which may be materially affected by the project for which the Initial Study, as specified in the SERVICES, is being prepared. Such financial interests may include, without limitation, interests in business entities, real property, or sources of income exceeding $500 received within the past year. CONSULTANT further warrants that, before executing this Agreement, it reviewed the Political Reform Act of 1974 and the Fair Political Practices Commission regulations, including, without limitation, Chapter 7 of Title 2 of the California Administrative Code, Section 18700, et seq., in order to determine whether any conflict of interest would require CONSULTANT to refrain from performing the SERVICES or in any way attempting to use its official position to influence the governmental decisions underlying the subject environmental clearances.

29. SOLICITATION. CONSULTANT maintains and warrants that it has not employed nor retained any company or person, other than CONSULTANT's bona fide employee, to solicit or secure this Agreement. Further, CONSULTANT warrants that it has not paid nor has it agreed to pay any company or person, other than CONSULTANT's bona fide employee, any fee, commission, percentage, brokerage fee, gift or other consideration contingent upon or resulting from the award or making of this Agreement. Should CONSULTANT breach or violate this warranty, CITY may rescind this Agreement without liability.

30. THIRD PARTY BENEFICIARIES. This Agreement and every provision herein is generally for the exclusive benefit of CONSULTANT and CITY and not for the benefit of any other party. There will be no incidental or other beneficiaries of any of CONSULTANT's or CITY's obligations under this Agreement.

31. INTERPRETATION. This Agreement was drafted in, and will be construed in accordance with the laws of the State of California, and exclusive venue for any action involving this agreement will be in Los Angeles County.

32. COMPLIANCE WITH LAW. CONSULTANT agrees to comply with all federal, state, and local laws applicable to this Agreement.

33. ENTIRE AGREEMENT. This Agreement, and its Attachments, sets forth the entire understanding of the parties. There are no other understandings, terms or other agreements expressed or implied, oral or written. There are two Attachments to this Agreement. This Agreement will bind and inure to the benefit of the parties to this Agreement and any subsequent successors and assigns.

34. RULES OF CONSTRUCTION. Each Party had the opportunity to independently review this Agreement with legal counsel. Accordingly, this Agreement will be construed simply, as a whole, and in accordance with its fair meaning; it will not be interpreted strictly for or against either Party.

35.SEVERABILITY. If any portion of this Agreement is declared by a court of competent jurisdiction to be invalid or unenforceable, then such portion will be deemed modified to the extent necessary in the opinion of the court to render such portion enforceable and, DocuSign Envelope ID: 2BBEA614-98BC-4DC9-8349-0F3C1E753132DoouSIgn EnVeIope ID: ZBBEASI4—9850-4DCQ-8349—0F301E753132 City of Bellflower
Agreement File No. 663.2 ,
Golden Star Technology, Inc. (GST)

Page 9 of 11 ends

Political Reform Act of 1974 for purposes of this Agreement. CONSULTANT agrees and warrants that it has no financial interests which may be materially affected by the project for which the Initial Study. as specified in the SERVICES, is being prepared. Such financial interests may include, without limitation, interests in business entities, real property, or sources of income exceeding $500 received within the past year. CONSULTANT further warrants that, before executing this Agreement, it reviewed the Political Reform Act of 1974 and the Fair Political Practices Commission regulations, including, without limitation, Chapter 7 of Title 2 of the California Administrative Code, Section 18700, et seq., in order to determine whether any conflict of interest would require CONSULTANT to refrain from performing the SERVICES or in any way attempting to use its official position to influence the governmental decisions underlying the subject environmental clearances.

29. SOLICITATION. CONSULTANT maintains and warrants that it has not employed nor retained any company or person, other than CONSULTANT’s bona fide employee, to solicit or secure this Agreement. Further, CONSULTANT warrants that it has not paid nor has it agreed to pay any company or person, other than CONSULTANT’s bona fide employee, any fee, commission, percentage, brokerage fee, gift or other consideration contingent upon or resulting from the award or making of this Agreement. Should CONSULTANT breach or violate this warranty, CITY may rescind this Agreement without liability.

32. COMPLIANCE WITH LAW. CONSULTANT agrees to comply with all federal, state. and local laws applicable to this Agreement.

35. SEVERABILITY. If any portion of this Agreement is declared by a court of competent jurisdiction to be invalid or unenforceable. then such portion will be deemed modified to the extent necessary in the opinion of the court to render such portion enforceable and,

City of Bellflower
Agreement File No. 663.2
Golden Star Technology, Inc. (GST)

Page 10 of 11 ends

as so modified, such portion and the balance of this Agreement will continue in full force and effect.

36. AUTHORITY/MODIFICATION. The Parties represent and warrant that all necessary action has been taken by the Parties to authorize the undersigned to execute this Agreement and to engage in the actions described herein. This Agreement may be modified by written amendment. CITY's Manager, or designee, may execute any such amendment on behalf of CITY.

37. ELECTRONIC SIGNATURES. This Agreement may be executed by the Parties on any number of separate counterparts, and all such counterparts so executed constitute one agreement binding on all the Parties notwithstanding that all the Parties are not signatories to the same counterpart. In accordance with Government Code §16.5, the Parties agree that this Agreement, agreements ancillary to this Agreement, and related documents to be entered into in connection with this Agreement will be considered signed when the signature of a party is delivered by electronic transmission. Such electronic signature will be treated in all respects as having the same effect as an original signature.

38. CAPTIONS. The captions of the paragraphs of this Agreement are for convenience of reference only and will not affect the interpretation of this Agreement.

39. TIME IS OF ESSENCE. Time is of the essence for each and every provision of this Agreement.

40. FORCE MAJEURE. Should performance of this Agreement be prevented due to fire, flood, explosion, acts of terrorism, war, embargo, government action, civil or military authority, the natural elements, or other similar causes beyond the Parties' reasonable control, then the Agreement will immediately terminate without obligation of either party to the other.

41. STATEMENT OF EXPERIENCE. By executing this Agreement, CONSULTANT represents that it has demonstrated trustworthiness and possesses the quality, fitness and capacity to perform the Agreement in a manner satisfactory to CITY. CONSULTANT represents that its financial resources, surety and insurance experience, service experience, completion ability, personnel, current workload, experience in dealing with private consultants, and experience in dealing with public agencies all suggest that CONSULTANT is capable of performing the proposed contract and has a demonstrated capacity to deal fairly and effectively with and to satisfy a public CITY.

SIGNATURES ON NEXT PAGE]
DocuSign Envelope ID: 2BBEA614-98BC-4DC9-8349-0F3C1E753132 I
lam-Sign Envelope ID: 238EA614—9830-4DCQ—8349—0F3C1E753132 City of Bellflower
Agreement File No. 663.2
Golden Star Technology, Inc. (GST)

Page 10 of 11 ends

as so modified, such portion and the balance of this Agreement will continue in full force and effect.

36. AUTHORITY/MODIFICATION. The Parties represent and warrant that all necessary action has been taken by the Parties to authorize the undersigned to execute this Agreement and to engage in the actions described herein. This Agreement may be modified by written amendment. CITY’s Manager. or designee. may execute any such amendment on behalf of CITY.

38. CAPTIONS. The captions of the paragraphs of this Agreement are for convenience of reference only and will not affect the interpretation of this Agreement.

39. TIME IS OF ESSENCE. Time is of the essence for each and every provision of this Agreement.

40. FORCE MAJEURE. Should performance of this Agreement be prevented due to fire, flood, explosion, acts of terrorism. war. embargo, government action, civil or military authority, the natural elements. or other similar causes beyond the Parties' reasonable control. then the Agreement will immediately terminate without obligation of either party to the other.

41. STATEMENT OF EXPERIENCE. By executing this Agreement, CONSULTANT represents that it has demonstrated trustworthiness and possesses the quality, fitness and capacity to perform the Agreement in a manner satisfactory to CITY. CONSULTANT represents that its financial resources, surety and insurance experience, service experience. completion ability, personnel, current workload. experience in dealing with private consultants. and experience in dealing with public agencies all suggest that CONSULTANT is capable of performing the proposed contract and has a demonstrated capacity to deal fairly and effectively with and to satisfy a public CITY. [SIGNATURES ON NEXT PAGE]

City of Bellflower
Agreement File No. 663.2
Golden Star Technology, Inc. (GST)

Page 11 of 11 ends

IN WITNESS WHEREOF, the parties hereto have executed this Agreement the day and year first ereinabove written.

CITY OF BE / •
i
ER GOLDEN STAR TECHNOLOGY, INC.
g/
r\--
Jeffrey/ ./ 'wart, City Manager Dennis Wang, COO
ATT ST
A
ra •chiqui;+'ty •
lel
APPROV • ' F• '
Ka" H. Berger, Ci ,' Attorney Taxpayer ID No. 33-0116008

ATTACHMEN
Exhibit "A" — 'ope of Services and Fee Schedule
Exhibit "B" — roject Proposal
DocuSign Envelope ID: 2BBEA614-98BC-4DC9-8349-0F3C1E753132BecuSi'gn Efivfilppe ID:-2BBEA614-9830-413CQ_‘—’3349.-UF3>,Q1ET5§3.132 City of Bellflower
Agreement File No. 6632
Golden Star Technology. Inc. (GST)

Page 11 of 11 ends

list WITNESS WHEREOF, the parties hereto have executed this Agreement the- day and year first ereinabove written.

GOLDEN STAR TECHNOLOGY. INC.

DocuSigned by: [ 944/
Dennis ang, COO
Taxpayer ID No. 33-9116008
Exhibit "A" — ope of Services and Fee Schedule
Exhibit "B" - roject Proposal

CITY OF BELLFLOWER
AGREEMENT FILE NO. 663.2
EXHIBIT A —FEE SCHEDULE, AND SCOPE OF SERVICES
Fee Schedule:

The not-to-exceed agreement amount is $150,000.00 over two years. 75,000 for year 1 of the Agreement
75,000 for year 2 of the Agreement
The hourly rate for additional Tier 1/2 Level Support hours is $79.50.

The hourly rate for additional Tier 3 Level Support hours is $250.00 (after hours hourly rate is $375.00).

Year 2 Rate Adjustment — Hourly rates will be adjusted based on the Consumer Price Index for All Urban Consumers, Los Angeles-Long Beach- Anaheim, for all items, published by the United States Bureau of Labor Statistics for the prior 12-month period ending in January.

Scope of Services:

Consultant to provide 2 days a week of "Managed Service Tier 1/2 Level Support". Service provides support for the City of Bellflower's IT Division.

Services will be 2 days a week from 8:00 a.m. to 5:30 p.m. on Mondays and Wednesdays, this schedule may be adjusted as needed due to projects or limited staffing with the City of Bellflower.

Tier 3 support services to be conducted on an as needed basis only and only when ordered by the City IT Division. Tier 3 support requires the highest level of technical skill from IT engineers.

Technology support and consulting services may include:

Service Estimated Cost
Managed Service Tier 1/2 Level Year 1 - $68,800.00
Support - 2 days a week. Year 2 - $71,400.00

79.50/hr. additional Tier
1/2 Support as Needed
On-call Tier 3 support for specialized 250/hr.
projects and tasks — only as needed. 375/hr. (after hours rate) Tier 3 support requires the highest
level of technical skills from IT
engineers.

Page 1 of 2 ends

DocuSign Envelope ID: 2BBEA614-98BC-4DC9-8349-0F3C1E753132D'ccuSign Envelope ID: ZBBEAG1+98BG4D09-8349-0F361E753132

CITY OF BELLFLOWER
AGREEMENT FILE NO. 663.2
EXHIBIT A —FEE SCHEDULE, AND SCOPE OF SERVICES
Fee Schedule:

The not-to-exceed agreement amount is $150,000.00 over two years. 0 $75,000 for year 1 of the Agreement
0 $75,000 for year 2 of the Agreement
The hourly rate for additional Tier 1/2 Level Support hours is $79.50.

The hourly rate for additional Tier 3 Level Support hours is $250.00 (after hours hourly rate is $375.00).

Year 2 Rate Adjustment — Hourly rates will be adjusted based on the Consumer Price Index for All Urban Consumers. Los Angeles-Long Beach- Anaheim, for all items, published by the United States Bureau of Labor Statistics for the prior 12-month period ending in January.

Scope of Services:

Consultant to provide 2 days a week of “Managed Service Tier 1l2 Level Support". Service provides support for the City of Bellflower’s IT Division.

Services will be 2 days a week from 8:00 am. to 5:30 pm. on Mondays and Wednesdays, this schedule may be adjusted as needed due to projects or limited staffing with the City of Bellflower.

Tier 3 support services to be conducted on an as needed basis only and only when ordered by the City lT Division. Tier 3 support requires the highest level of technical skill from IT engineers.

Technology support and consulting services may include:

Service Estimated Cost
Managed Service Tier 1/2 Level Year 1 - $68,800.00
Support - 2 days a week. Year 2 - $71,400.00
$79.50lhr. additional Tier
1/2 Support as Needed
On-cail Tier 3 support for specialized $250/hr.
projects and tasks — only as needed. $375/hr. (after hours rate) Tier 3 support requires the highest
level of technical skills from IT
engineers.

Page 1 of 2 ends

City of Bellflower
Agreement File No. 663.2 — Exhibit A
Golden Star Technology, Inc. (GST)

Page 2 of 2 ends

Services will be provided at various locations, including, but not limited to, the following:

City Hall (primary location)
16600 Civic Center Drive
City Maintenance Yard
9944 Flora Vista Street
Bellflower Substation
16615 Bellflower Boulevard
Caruthers Park
10500 Flora Vista Street
Simms Park
16614 S. Clark Avenue
Thompson Park and Bellflower Aquatic Center
14001 Bellflower Boulevard
Security and Management Compliance
Consultant acknowledges and agrees that during the course of providing services under this Agreement, they will adhere to all applicable internal security policies and guidelines of the City.

Consultant further agrees to adhere to industry best practices for information technology security.

Consultant will exercise utmost care, diligence, and expertise in the provision of services. In the event of intentional or unintentional mismanagement, mishandling, or breach of security resulting from the Consultant's actions or omissions, the Consultant shall be liable for any damages, losses, or liabilities incurred by the Client or third parties as a result of such actions or omissions.

Consultant shall promptly report any security incidents, breaches, or vulnerabilities to the City's IT Manager in accordance with the Client's incident response procedures.

DocuSign Envelope ID: 2BBEA614-98BC-4DC9-8349-0F3C1E753132 l
DbcuSign Envelope ID: IZBBEA614-9830-4DC9—8349—0F361E753132 City of Bellflower
Agreement File No. 663.2 - Exhibit A
Golden Star Technology, Inc. (CST)

Page 2 of 2 ends

Services will be provided at various locations, including, but not limited to, the following:

City Hall (primary location)
16600 Civic Center Drive
City Maintenance Yard
9944 Flora Vista Street
Bellflower Substation
16615 Bellflower Boulevard
Caruthers Park
10500 Flora Vista Street
Simms Park
16614 S. Clark Avenue
Thompson Park and Bellflower Aquatic Center
14001 Bellflower Boulevard
l r
Fecurity and Management Compliance
i
Consultant acknowledges and agrees that during the course of providing services under this Agreement, they will adhere to all applicable internal security policies and guidelines of the City.
1 Consultant further agrees to adhere to industry best practices for information technology security.

Consultant will exercise utmost care, diligence, and expertise in the provision of services. In the event of intentional or unintentional mismanagement. mishandling, or breach of security resulting from the Consultant's actions or omissions, the Consultant shall be liable for any damages, losses, or liabilities incurred by the Client or third parties as a result of such actions or omissions.

Consultant shall promptly report any security incidents, breaches. or vulnerabilities to the City’s IT Manager in accordance with the Client's incident response procedures.

CITY OF BELLFLOWER

EXHIBIT B - CONSULTANT PROPOSAL
7DST
IT&AV Solutions for a Connected World

GST SOLUTION

PROPOSAL
GT cTATFMENT ClF ‘A/ORK•
Tae Renew the managed service contract_08092023
City of Bellflower
Tae Rhee
[email protected]
Quote# 133226
Version 2
Wednesday, August 23, 2023
Golden Star Technology
Min Joo
Email: [email protected]
Phone: (562)345-8744
12881 166th Street
Cerritos, CA 90703
GSTES.COM 800.833.0128
DocuSign Envelope ID: 2BBEA614-98BC-4DC9-8349-0F3C1E753132“occusigh Envelooe|D:-'2BBEA&1-4-‘98394131169F31349-3F361E53132 ' CITY OF BELLFLOWER “'5 ‘ EXHIBIT B - CONSULTANT PROPOSAL gas-r
{T 8; AV Solutions for a Connected World
GST STATEMENT OF WORK:

Tae_Renew the managed service oontract_08092023
City of Bellflower
Tae Rhee
[email protected]
Quote # 133226
Version 2
Wednesday, August 23. 2023
Golden Star Technology
Min Joo
Email: [email protected]
Phone: (562) 345-8744
12881 1661}: Street
Cerritos, CA 90703
GST‘EECOM 800.833.0128

JGST or
J
IT&AV Solutions for a Connected World GSTINC.COM 800.833.0128 Tae Renew the managed service contract 08092023
d oy: Prepared for: Quote Information:

Golden Star Technology City of Bellflower Quote#: 133226 Min Joo Tae Rhee Version:2
[email protected] [email protected] Quote Date: 08/23/2023 562)345-8744 Expiration Date: 08/30/2023
16600 Civic Center Dr
Bellflower, CA 90706-5447
Managed Service

SUMMARY
Managed Service
GST will be providing 2 days of"Managed Service Tier 1/2 Level Support".This service will help provide support for the City of Bellflowers' IT team. Services will be 2 days a week from 8:00 am to 5:30 PM on Monday and Wednesday,this schedule may be adjusted if needed due to projects or limited staffing within the City of Bellflower.

Managed Service Tier 1/2 level Support" shall include, but not be limited to the following:

1. PC Installation& PC Break/Fix
Product Inspection/Verification
Imaging
Asset Tag
Testing
Wire Management
Standard Maintenance

2. Basic Printer and Plotter Installation& Break/Fix
Product Inspection/Verification
Testing
Wire Management
Standard Maintenance

3. Network Equipment Setup and Configuration
Product Inspection/Verification
Asset Tagging
Rack Setup and Assembly

4. Wireless Setup and Configuration
Product Inspection/Verification
Wireless Design and Planning
Heat Map and Access Point Optimization
Access Point and Controller Configuration

5. Server Setup and Configuration
Product Inspection/Verification
Testing
Application Setup and Configuration
Quote#133226 v2 Page:2 of 13
DocuSign Envelope ID: 2BBEA614-98BC-4DC9-8349-0F3C1E753132DocuSign Envelope ID: 2BBEA614-9830-4DCQ-8349-0F3C1E753132 gGST -' “' r r .5. lite-is}
IT & AV SDlUtaS for a Connected World GSTINC-COM 800.833.0128 Tae_Renew the managed service contract_08092023
Prepared by: Prepared for: Quote Information:

Golden Star Technology City of Bellflower Quote #: 1326 Min Joo Tae Rhee Version: 2
mjcc@gstinc.¢om ahee'@bellflower.org Quote Date: W023
(562) 345-8744 Expiration Date: 0813012023
16600 Civic Center Dr
Bellflower, CA 90706-5447
D Managejti Service

SUMMARY
GST will be providing 2 days of "Managed Service Tier 1/2 Level Support". This service will help provide support forthe City of Bellflowers' lT team. Services will be 2 days a week from 8:00 am to 5:30 PM on Monday and Wednesday, this schedule may be adjusted if needed due to projects or limited staffing within the City of Bellflower. “Managed Service Tier 1/2 level Support” shall include, but not be limited to the following:

1. PC installation & PC Break/Fix
- Product Inspection/Verification
o imaging
0 Assht Tag
0 Tes‘ ing
- Wi . Management
0 Standard Maintenance

2. Basic Printer and Plotter Installation & Break/Fix
a Product Inspection/Verification
0 Testing
0 Wire Management
0 Standard Maintenance

3. Network Equipment Setup and Configuration
0 Product Inspection/Verification
0 Asset Tagging
o Rack Setup and Assembly

4. Wireless Setup and Configuration
o Product Inspection/Verification
0 Wireless Design and Planning
0 Heat Map and Access Point Optimization
0 Access Point and Controller Configuration

5. Server Setup and Configuration
0 Product Inspection/Verification
0 Testing
- Application Setup and Configuration
_
Quote #133226 v? Page: 2 of 13

Q'GST
IT&AV Solutions for a Connected World GSTI NC.COM 800.833.0128

GST SERVICE LEVEL AGREEMENT(SLA)
GST aims to follow the following SLA.The SLAs can be changed upon the mutual agreement of the City of Bellflower and GST.

GST TICKET RESPONSE
When a Tier 1/2 ticket is opened:

GST will be responsive within four(2) hours.

TICKETING
Tickets can be placed in multiple ways:

Our Toll-Free Hardware/Software Hot-Line/Help Desk assistance number is(562) 345-8728 or(877)778-8930 and can support a minimum of eight(8)concurrent calls.
e-mail [email protected]
Create and monitor all tickets through GST's Service Portal at www.gstinc.com/service .

MANAGED SERVICE RATE SHEET
Below are GST rates for Managed Services.

Year 1
o Managed Service Level 1/2 Support Price=$68,688
o Hourly Rate for additional hours=$79.50
Year2
o The rate adjustment is based Consumer Price Index for All Urban Consumers, Los Angeles- Long Beach- Anaheim,for all items, 1982-84= 100 (the CPI-U), published by the United States Department of Labor for the prior 12-month period ending in January.

CUSTOMER REQUIREMENTS

GENERAL RESPONSIBILITIES
Coordinate the preparation of any hardware and/or software that is not included for this project. Ensure that existing hardware is fully functional and software/firmware is updated.

Assure that the environment is 100% ready. If the environment is not 100% ready the scheduling of the implementation will not be finalized until it is.

Customer is responsible for providing 24 hours or greater advanced notice for the rescheduling or cancellation of GST's onsite engineering services. If less than 24 hours is given the customer will be charged a half day of GST's engineers time at$200/hr.

Coordinate service deployment on third-party maintained hardware/software (if applicable).

Assign a designated person from the Customer's staff who, on behalf of the Customer will grant all approvals, provide information, and otherwise be available to assist GST to facilitate the delivery of this service.

Ensure that all hardware, firmware, and software that the GST engineer will need in order to deliver this service are available.

Allow GST full and unrestricted access to all locations where the service is to be delivered.

Provide a suitable work area for delivery of the service, including access to an outside telephone line, power,any network connections, etc. that is required.

Be responsible for all data backup and restore operations Provide one point-of-contact that will finalize decisions during the project.

Provide necessary documentations, paperwork, schematics, line drawings, and information for GST to complete the project. Any delays in providing the necessary project documentation will delay the project.

SERVICES TERMS AND CONDITIONS
Quote#133226 v2 Page: 3 of 13
DocuSign Envelope ID: 2BBEA614-98BC-4DC9-8349-0F3C1E753132DocuSign Envelope ID: ZBBEA614-9830-4DCQ-8349-0F3C1E753132 Q’GST
IT at AU Solutions for 3 Connected World

GST SERVICE LEVEL AGREEMENT (SLA)
GST aims to follow the following SLA. The SLAs can be changed upon the mutual agreement .of the City of Bellfiower and GST.

GSTTICKET RESPONSE
When a Tier 1/2 ticket is opened:
- GSI' will be responsive within four (2) hours.

TICKEHNG
Tickets can be placed in multiple ways:
0 Our Tali-Free Hardware/Software Hots-tine/Help Desk assistance number is (562) 345-8728 or (87.7) 778—8930 and can support a minimum of eight (8) concurrent calls.
0 e-mail Hdesbeliflowemrg
- Create and monitor all tickets through GST’s Service Portal at wwwgstiggcomlservigg.

MANAGED SERVICE RATE SHEET
Below are GST rates for Managed Services.
a Yearl
o Managed Service Level 1/2 Support Price = $68,588
0 Houriy Rate for additional hours = $79.50
0 -Year2
o The rate adjustment is based Consumer Price index for All Urban Consumers, Los Angeles- Long Beach— Anaheim, for all items, 1982— 84: 100 (the CPi- U}, published by the United States Department of Labor for the prior 12-month period ending in January.

CUSTOMER REQUIREMENTS

GENERAL RESPONSIBILITIES
- Coordinate the preparation of any hardware andlor software that is not included for this project. Ensure that existing hardware is fully functional and softwarer‘firmware is updated. 0 Assure that the environment is 100% ready. If the environment is not 100% ready the scheduling of the implementation will not be finalized until it is.
a Customer is responsible for providing 24 hours or greater advanced notice for the rescheduling or cancellation of GST’s onsite engineering services. If less than 24 hours is given the customer will be charged a haif day of GST’s engineers time at $200ihr.
0 Coordinate service deployment on third-party maintained hardwareisoftware (if applicable).

I Assign a designated person from the Customer's staff who. on behalf of the Customer will grant all approvals. provide information. and otherwise be available to assist GST to facilitate the delivery of this service. 0 Ensure that all hardware. firmware, and software that the GST engineer will need in order to deliver this service are available.
0 Allow GST full and unrestricted access to all locations where the service is to be delivered. 0 Provide a suitable work area for delivery of the service, including access to an outside telephone line, power. any network connections, etc. that is required.
0 Be responsible for all data backup and restore operations - Provide one point-of—contact that will finalize decisions during the project. - Provide necessary documentations. paperwork. schematics. line drawings. and information for GST to complete the prefect. Any delays in providing the necessary project documentation will deiay the project.

SERVICES TERMS AND CONDITIONS
Quote #133226 V2 Page: 3 of 13

Q'GST
IT&AV Solutions for a Connected World GSTINC.COM 800.833.0128

NON-COMPETE CLAUSE
GST assigns service professionals with qualifications commensurate with tasks listed in this scope of work. If the customer, directly or indirectly,contracts with or hires any GST employee engaged in providing services to the customer under this agreement or any other agreement, written or oral, GST will have the option of negotiating a change in the cost and/or time to deliver or charge the customer the equivalent of 30% of the employees' annual salary as a finder's fee. This clause is applicable foraperiod of upto ninetydays from the last date of services rendered bya GST employee to the customer.PP Y

TIME RECORDS
Each employee, either directly employed by GST or a subcontractor(hereinafter called "GST employee")will present a time record to the customer setting forth the hours worked. An authorized representative of the customer must countersign the record and will thereby certify that such time is correct and that the work was performed in a satisfactory manner.

NORMAL BUSINESS HOURS
GST service hours are 8:00 am to 5:00 pm Monday through Friday. Overtime (over 8 hours in one day), scheduled after hours and weekends are charged at time and one-half of contracted service rate. Emergency after hours, weekends and holidays are charged at two times contracted service rate. Customer is responsible for providing 24 hours or greater advanced notice for the re-scheduling or cancellation of GST onsite engineering services. If less than 24 hours is given the customer will be charged a half day of GST engineering time at$200/hr.

TERMINATION TERMS
Client may terminate work under this Statement of Work, in whole or in part, at any time by 30 day written notice. Such notice shall state the extent and effective date of such termination. Upon receipt thereof, GST shall, to the extent directed by the Client or its designees, stop work under this agreement. If the agreement is so terminated for convenience, GST shall be paid in accordance with the terms of the order for only those materials or supplies delivered and accepted. GST shall have the right at any time by written notice to the Client to terminate all or any part of this project without cause. GST will provide 30 days' prior written notice. In the event of such termination for convenience, GST shall be entitled to payment for all work performed up to the date of the termination.

COMMENCEMENT OF WORK
Work shall not commence under the Contract until a fully executed agreement has been received by GST and GST has been given approval to proceed by customer.

DATA LOSS
GST make no guarantee against data loss during services engagements. It is the customers responsibility to ensure data is properly protected(backed up) before the engagement begins.

PRODUCT RETURNS
Standard stock items purchased from GST may be returned for any reason within (14)fourteen days. Custom orders are non-returnable and non-refundable. All original packaging, accessories and documentation must accompany the item and be in unmarked condition. Items must be shipped via at least 2nd day freight with insurance for the full value of the item.

Returned items are subject to a 25% restocking fee. Though rare, a customer may need to return a defective product.

Defective product returns are not subject to the 25% restocking fee and will be exchanged in accordance with the manufacturer's policy within 30 days of purchase.

PROJECT DELAYS
Delays due to client configuration specifications, hardware delivery,carrier availability,and facility access, physical or environmental delays are subject to change orders as billable delays. These delays can also impact project timeline and deadlines.

PREVAILING WAGE CLAUSE
GST holds the right to charge the customer additional services fees if the project is deemed to have prevailing rates of wages requirements prior,during, or after project completion. GST adheres and complies with the provisions of the California Labor Code. All workers employed on
public works projects must be paid the prevailing wage determined by the Director of the Department of Industrial Relations, accordingto thetype of work and location of the project. The prevailingwage rate is the basic hourlyratepaid9 on public works projects to a majorityof workers engaged in aparticular craft, classification or type of work within the Quote#133226 v2 Page: 4 of 13
DocuSign Envelope ID: 2BBEA614-98BC-4DC9-8349-0F3C1E753132DocuSign Envelope lD: ZBBEA614-9880-4D09-8349-0F3015753132 IT & AV Solutions for 3 Connected World GSTINC.COM 800333.01 28

NON-COMPETE CLAUSE
GST assigns service professionals with qualifications commensurate with tasks listed in this scope of work. If the customer, directly or indirectly. contracts with or hires any GST employee engaged in providing services to the customer under this agreement ,or any other agreement, written or oral. GST will have the option of negotiating a change in the cost and/or time to deliver or charge the customer the equivalent of 30% of the employees' annual salary as a finder’s fee. This clause is applicable for a period of up to ninety days from the last date of services rendered by a GST employee to the customer.

TIME RECORDS
Each employee. either directly employed by GST or a subcontractor (hereinafter called “GST employee”) will present a time record to the customer setting forth the hours worked. An authorized representative of the customer must countersign the record and will thereby certify that such time is correct and that the work was performed in a satisfactory manner.

NORMAL BUSINESS HOURS
GST service hours are 8:00 am to 5:00 pm Monday through Friday. Overtime (over 8 hours in one day). scheduled after hours and Weekends are charged at time and one-half of contracted service rate. Emergency after hours. weekends and holidays are charged at two times contracted service rate. Customer is responsible for providing 24 hours or greater advanced notice for the re—scheduling or cancellation of GST onsite engineering services. If less than 24 hours is given the customer will be charged a half day of GST engineering time at $2001hr.

TERMINATION TERMS
Client may terminate work under this Statement of Work. in whole or in part. at any time by 30 day written notice. Such notice shall state the extent and effective date of such termination. Upon receipt thereof. GST shell. to the extent diremd by the Client or its designees, stop work under this agreement. If the agreement is so terminated for convenience, GST shall be paid in accordance with the terms of the order for only those materials or supplies delivered and accepted. GST shall have the right at any time by written notice to the Client to laminate all or any part of this project without cause. GST will provide 30 days‘ prior written notice. In the event of such termination for convenience. GST shall be entitled to payment for all work 'perfomied up to the date of the termination.

COMMENCEMENT OF WORK
Work shall not commence under the Contract until a fully executed agreement has been received by GST and GST has been given approval to proceed by customer.

DATA LOSS
GST make no guarantee against data loss during services engagements. It is the customers responsibility to ensure data is properly protected (backed up) before the engagement begins.

PRODUCT RETURNS
Standard stock items purchased from GST may be returned for any reason within (14) fourteen days. Custom orders are non-retumaible and non-refundable. All original packaging, accessories and documentation must accompany the item and be in unmarked condition. Items must be shipped via at least 2nd day freight with insurance for the full value of the item.

Returned items are subject to a 25% restocking fee. Though rare, a customer may need to retum a defective product.

Defective product returns are not subject to the 25% restocking fee and will be exchanged in accordance with the manufacturer’s policy within 30 days of purchase.

PROJECT DELAYS
Delays due to client configuration specifications. hardware delivery. carrier availability, and facility access. physical or environmental delays are subject to change orders as billable detays. These deiays can also impact project timeline and deadlines.

PREVAILING WAGE CLAUSE
GST holds the right to charge the customer additional services fees if the project is deemed to have prevailing rates of wages requirements prior. during. or after project completion. GST adheres and complies with the provisions of the California Labor Code. All workers employed on
public works projects must be paid the prevailing wage determined by the Director of the Department of Industrial Relations. according to the type of work and location of the project. The prevailing wage rate is the basic hourly rate paid on public works projects to a majority of workers engaged in a particular craft, classification or type of work within the Quote #133226 vé Page: 40f 13

GST.J
IT&AV Solutions for a Connected World GSTINC.COM 800.833.0128 locality and in the nearest labor market area (if a majority of such workers are paid at a single rate). If there is no single rate paid to a majority,then the single or modal rate being paid to the greater number of workers is prevailing.

GST SERVICES WARRANTY

QUALITY OF SERVICES
GST warrants that its Services will be of professional quality(performed in a good and workmanlike manner)and will conform to generally accepted industry standards for such Services and to the requirements specified in this SOW. GST's personnel shall be competent and qualified to perform the tasks to which they are assigned. In the event of any breach of this warranty,GST,at its sole expense and without delay,shall re-perform the non-conforming Services to the applicable standard.

WORKMANSHIP WARRANTY
GST certifies that all equipment and materials furnished shall carry a ninety (90)day warranty on parts. GST guarantees to furnish any qualified personnel (during normal business hours, Monday to Friday,8:00 am to 5:00 pm)to the installation site for the period of one (1)year from the date of installation to repair or replace defective items installed or provided by GST exclusively. If the item is determined to not be defective, GST will charge the customer for all time spent on the incident at a rate of$175/hour. Determination if item is defective or was changed, damaged, reconfigured, or altered by non GST personnel is under sole authority of GST.Any change, alteration, damage, or reconfiguration by non GST personnel voids one (1)year warranty. No response timeframe SLA guaranteed for warranty work. Further,all equipment purchased from GST in our installed system is subject to a manufactures warranty. Further,all equipment purchased from GST in our installed system is subject to a manufacture warranty.GST will not honor any other warranty,implied or otherwise. In no event shall GST be liable, or in any way responsible for damages, or defect in the system,which were caused by neglect, vandalism, misuse, environmental damage or by repairs or attempted repairs performed by anyone other than a GST service technician. Nor shall GST be liable or in any way responsible for any incidental or consequential economic or property damage.

CHANGE MANAGEMENT
GST establishes change management procedures to document changes that are made to the baseline project identified in the Statement of Work. These procedures are in place to reduce the potential for cost and schedule variances.

Customer is responsible for providing 24 hours or greater advanced notice for the re-scheduling or cancellation of GST engineering services. If less than 24 hours is given the customer will be charged a half day of GST engineering time at$200/hr.

If a change needs to be made to the project, which is not included in the SOW or differs from the SOW, GST or the client must complete the Change Management Request form. GST will review the completed form and provide an estimate to complete the request. Client must approve the additional hours/costs in order to complete the request.

In the event a change requested by the customer reduces the amount of work and the project is a firm fixed priced project, the full amount of the project will be invoiced.

A change occurs when GST encounters any of the following situations during project delivery:

1. Either party identifies new requirements not included in the original project's scope

2. Either party makes suggestions that would improve the proposed system but are not necessarily required to address the project requirements; such suggestions are incorporated into a subsequent project phase

3. Either party changes the direction and intent of this project, which requires GST to rework the solution design or services
Changes in the scope of work defined in this Statement of Work are only effective if both the customer and GST agree to them in a written document setting forth the modifications and any changes to the delivery schedule and payment terms.

GST PROJECT MILESTONE PAYMENTS
Unless otherwise agreed in writing by GST and the Client, the total GST services engagement price shall be billed as follows: 25% of the entire project at time of order or provided Purchase Order"PO" has been provided, 100% of hardware Quote#133226 v2 Page: 5 of 13
DocuSign Envelope ID: 2BBEA614-98BC-4DC9-8349-0F3C1E753132PocuSign Envelope ID: ZBBEA614-9830-4DCQ-8349-0F3C1E753132 ii a At! Solutions for a Connected World GSTJNCLOH 300.833.0128 locality and in the nearest labor market area (if a majority of such workers are paid at a single rate). If there is no single rate paid to a majority, then the single or modal rate being paid to the greater number of workers is prevailing.

GST SERVICES WARRANTY

QUALITY OF SERVICES
GST warrants that its Services will be of professional quality (performed in a good and workmanllke manner) and will conform to generally accepted industry standards for such Services and to the requirements specified in this 80W. GST's personnel shall be competent and qualified to perform the tasks to which they are assigned. In the event of any breach cf this warranty. GST. at its sole expense and without delay. shall re-perfomi the non-conforming Services to the applicable standard.

GST certifies that all equipment and materials furnished shall carry a ninety (90) day warranty on parts. GST guarantees to furnish any qualified personnel (during norrnai business hours. Monday to Friday, 8:00 am to 5:00 pm) to the installation site for the period of one (1) year from the date of installation to repair or repiace defective items installed or provided by GST exclusively. if the item is determined to not be defective. GST will charge the customer for all time spent on the incident at a rate of $1 T5ihour. Determination if item is defective or was changed. damaged. reconfigured. or altered by non GST personnel is under soie authority of GST. Any change. alteration. damage, or reconfiguration by non GST personnel voids one (1) year warranty. No response timeframe SLA guaranteed for warranty work. Further, all equipment purchased from GST in our installed system is subject to a manufactures warranty. Further. all equipment purchased from GST in our installed system is subject to a manufacture warranty. GST will not honor any other warranty. implied or otherwise. In no event shall GST be liable, or in any way responsible for damages. ordefect in the system. which were caused by neglect. vandalism. misuse. environmental damage or by repairs or attempted repairs performed by anyone other than a GST service technician. Nor shall GST be liable or in any way responsible for any incidental or consequential economic or property damage.

CHANGE MANAGEMENT
GST establishes change management procedUres to document changes that are made to the baseline project identified in the Statement of Work. These procedures are in place to reduce the potential for cost and schedule variances.

If a change needs to be made to the project. which is not inciuded in the SOW or differs from the SOW, GST or the client must complete the Change Management Request form. GST will review the completed form and provide an estimate to complete the request. Client must approve the additional hourslcosts in order to complete the request In the event a change requested by the customer reduces the amount of work and the project is a firm fixed priced project.

WORKMANSHIP WARRANTY
| the full amount of the project will be invoiced.
| A change occurs when GST encounters any of the following situations during project delivery:

1. Either party identifies new requirements not included in the original project's scope

2. Either party makes suggestions that would improve the proposed system but are not necessarily required to i address the project requirements; such suggestions are incorporated into a subsequent project phase

3. Either party changes the direction and intent of this project. which requires GST to rework the solution design or SBI’VICSS
Changes in the scope of work defined in this Statement of Work are only effective if both the customer-and GST agree to them in a written document setting forth the modifications and any changes to the deiivery schedule and payment terms.

J GST
IT&AV Solutions for a Connected World GSTINC.COM 800.833.0128 and software upon delivery,and remainder upon project completion and Client sign-off or first beneficial use, whichever occurs first.

Quote#133226 v2 Page: 6 of 13
DocuSign Envelope ID: 2BBEA614-98BC-4DC9-8349-0F3C1E753132‘ DocuSign Envelope ID: ZBBEA614-9830-4DCQ-8349-0F3C1E753132 IT 8; AU Solutions for a Connected World GSTINC.COM 800333.01 23 and software upon delivery. and remainder upon project completion and Client sign-off or first beneficial use. whichever occurs first.
fl
Guam #13322s Page: Bot-13-
_.i

Q'GST
IT&AV Solutions for a Connected World GSTINC.COM 800.833.0128 Managed Services Year-1
Item Description Qty Price Ext Price Tax
1 GST-SVC-FFP Managed Service Year-1 1 68,688.00 68,688.00 0% 2 GST-SVC-FFP Hourly Rate for additional hours 1 79.50 79.50 0% Subtotal: 68,767.50
Tax Subtotal: 0.00
Tier 3 Support Services

SUMMARY
Tier 3 Engineer Support
GST will provide the City of Bellflower with next-day Engineer availability for Tier 3 support;this support will be based on an hourly rate.

LEVEL 3:ADVANCED ENTERPRISE SERVICE

1. Advanced Networking Setup and Configuration
Advanced Network Design and Planning
Advanced Switches& Routers Setup and Configuration
Security and Firewall Application
Setup and Configuration

2. Enterprise Storage Setup and Configuration
Storage Design and Planning
Backup Solution
Data Deduplication
Archiving and Indexing

3. Advanced Server Setup and Configuration
Advanced Server Design and Planning
Application Setup and Configuration

4. Virtualization Setup and Configuration
Virtualization Design and Planning
Server and Network Virtualization
Applications Virtualization
Virtualization Software Upgrade and Migration

5. Azure Setup and Configuration
Azure configuration and Migration
Azure Security and routing

6. Enterprise Professional Services
Business Intelligence analytics
Microsoft Applications:0365,SharePoint,Teams

GST SERVICE LEVEL AGREEMENT(SLA)
GST aims to follow the following SLA.The SLAs can be changed upon the mutual agreement of the City of Bellflower and Quote#133226 v2 Page: 7 of 13
DocuSign Envelope ID: 2BBEA614-98BC-4DC9-8349-0F3C1E753132pocuSign Envelope ID: 2BBEA614-9830-4D09-8349-0F301E753132 lT & All Solutions for a Connected World GSTINC.COM 300.833.0128 Managed Services Year-1
Description Ext Price
GST-SVC-FFP Managed Service Year-1 $68,688.00 568.688.00 GSTSVC-FFP Hourly Rate for additional hours $79.50 $79.50 Subtotal: $68,767.50
Tax Subtotal: $0.00
D Tier 3 Support Services

SUMMARY
Tier 3 Eggineer Supmrt
GST will provide the City of Bellfiower with next-day Engineer availability for Tier 3 support; this support will be based on an hourly rate.

LEVEL 3: ADVANCED ENTERPRISE SERVICE

1. Advanced Networking Setup and Configuration.
0 Advanced Network Design and Planning
0 Advanced Switches 8: Routers Setup and Configuration
0 Security and Firewall Application
0 Setup and Configuration

2. Enterprise Storage Setup and Configuration
0 Storage Design and Planning
0 Backup Solution
0 Data Deduplication
- Archiving and Indexing

3. Advanced Server Setup and Configuration
0 Advanced Server Design and Planning
0 Application Setup and Configuration

4. Virtualization Setup and Configuration
0 Virtualization Design and Planning
0 Server and Network Virtualization
- Applications Virtuaiization
- Virtualization Software Upgrade and Migration

5. Azure Setup and Configuration
0 Azure configuration and Migration
o Azure Security and routing

6. Enterprise Professional Services
a Business intelligence analytics
0 Microsoft Applications: 0365, SharePoint, Teams

GST SERVICE LEVEL AGREEMENT (SLA)
GST aims to follow the following SLA. The SLAs can be changed upon the mutual agreement of the City of Bellflower and Quote #133226 v2 Page: 7 of 13

7GST
IT&AV Solutions for a Connected World GSTINC.COM 800.833.0128 GST.

GST TIER 3 TICKET RESPONSE
When a Tier 3 ticket is opened
GST will respond with next-day Engineer availability.

Opened tickets will be worked on remotely until a site visit is deemed necessary.

TICKETING
Tickets can be placed in multiple ways:

Our Toll-Free Hardware/Software Hot-Line/Help Desk assistance number is (562)345-8728 or(877)778-8930 and can support a minimum of eight(8)concurrent calls.
e-mail [email protected].
create and monitor all tickets through GST's Service Portal at www.gstinc.com/service .

TIER 3 HOURLY RATE SHEET
Below are GST rates for Tier 3 support services.

Onsite Tier 3 support(this is based on Next-Day Engineer availability) o Regular Hourly Rate=$250 per hour w/4-hour minimum
o After Hours Rate=$375 per hour w/4-hour minimum

CUSTOMER REQUIREMENTS

Assure that the environment is 100% ready. If the environment is not 100% ready the scheduling of the implementation will not be finalized until it is.

Coordinate service deployment on third-party maintained hardware/software (if applicable).

Ensure that all hardware, firmware, and software that the GST engineer will need in order to deliver this service are available.

Allow GST full and unrestricted access to all locations where the service is to be delivered.

Provide a suitable work area for delivery of the service, including access to an outside telephone line, power,any network connections, etc. that is required.

Be responsible for all data backup and restore operations Provide one point-of-contact that will finalize decisions during the project.

SERVICES TERMS AND CONDITIONS

NON-COMPETE CLAUSE
GST assigns service professionals with qualifications commensurate with tasks listed in this scope of work. If the customer, directly or indirectly,contracts with or hires any GST employee engaged in providing services to the customer under this agreement or any other agreement, written or oral, GST will have the option of negotiating a change in the cost and/or time Quote#133226 v2 Page: 8 of 13
DocuSign Envelope ID: 2BBEA614-98BC-4DC9-8349-0F3C1E753132‘ D'ocuSign Envelope ID: ZBBEA614-9830-4DCQ-8349-0F301E753132 .Q’GST
IT & iii! Solutions for a Connected World GSTINC.COM 800.833.0128 GST.
|
GST TIER 3 MCKET RESPONSE
When a TleI 3 ticket is opened
0 GST will respond with next-day Engineer availability.

Opened tickets will be worked'on remotely until a site visit is deemed necessary. ncxsrme .

Tickets can Ibe placed in multiple ways:
0 Out Tali-Free Hardware/Software Hot—tine/Heip Desk assistance number is {562) 345-8728 or (877) 77-8-8930 and can support a minimum of eight (8) concurrent calls.
0 e- -rhai| hgservicnstinc. com.
0 create and monitor all tickets through GST’sService Portal at www.g§' tinc.corn£s‘ervice.

TIER 3 HOURLY RATE SHEET
Below are GST rates for Tier 3 support services.
a Onsite Tier 3 support (this is based on Next-Day Engineer availability) 0 Regular Hourly Rate = $250 per hour w/ 4-hour minimum 0 After Hours Rate = $375 per hour w/ 4-hour minimum

CUSTOMIER REQUIREMENTS
|

GENERAL RESPONSIBILITIES
. Codrdinate the preparation of any hardware andior software that' Is not included for this project Ensure that existing hardware is fully functional and softwareifirmware is updated. uAssure that the environment is 100% ready. If the environment' Is not 100% ready the scheduling of the implementation will not be finalized until it' Is
- Customer' Is responsible for providing 24 hours or greater advanced notice for the rescheduling or cancellation of GST‘s onsite engineering services. If less than 24 hours is given the customer will be charged a half day of GST's engineers time at $200ihr.
0 Coordinate service deployment on third-party maintained hardwareisoftware (if applicable). . Assign a designated person from the Customers staff who. on behalf of the Customer will grant ail approvals. provide information. and otherwise be available to assist GST to facilitate the delivery of this service. 0 Ensure that all hardware firmware and software that the GST engineer will need' In order to deliver this senrice are ava lable.
. Allow GST full and unrestricted access to all locations where the service is to be delivered. - Provide a suitable work area for delivery of the service. including access to an outside telephone line. power. any netvIIork connections. etc. that is required.
- Be responsible for all data backup and restore operations 0 Proyide one point-ofvcontact that will finalize decisions during the project. . Protride necessary documentations. paperwork. schematics, line drawings. and information for GST to complete the project. Any delays in providing the necessary project documentation will delay the project.

SERVICES TERMS AND CONDITIONS

NON-COMPETE CLAUSE
GST assigns service professionals with qualifications commensurate with tasks listed in this scope of work. If the customer. directly or indirectly. contracts with or hires any GST employee engaged in providing services to the customer under this agreement or any other agreement. written or oral. GST will have the option of negotiating a change in the cost andior time .Quote #133226 v2 Page: 8 of'13

G STQ7)
IT&AV Solutions for a Connected World GSTINC.COM 800.833.0128 to deliver or charge the customer the equivalent of 30% of the employees' annual salary as a finder's fee. This clause is applicable for a period of up to ninety days from the last date of services rendered by a GST employee to the customer.

COMMENCEMENT OF WORK
Work shall not commence under the Contract until a fully executed agreement has been received by GST and GST has been given approval to proceed by customer.

DATA LOSS
GST make no guarantee against data loss during services engagements.It is the customers responsibility to ensure data is properly protected(backed up)before the engagement begins.

PRODUCT RETURNS
Standard stock items purchased from GST may be returned for any reason within (14)fourteen days. Custom orders are non-returnable and non-refundable.All original packaging, accessories and documentation must accompany the item and be in unmarked condition. Items must be shipped via at least 2nd day freight with insurance for the full value of the item.

Returned items are subject to a 25% restocking fee. Though rare, a customer may need to return a defective product.

Defective product returns are not subject to the 25% restocking fee and will be exchanged in accordance with the manufacturer's policy within 30 days of purchase.

PREVAILING WAGE CLAUSE
GST holds the right to charge the customer additional services fees if the project is deemed to have prevailing rates of wages requirements prior,during, or after project completion. GST adheres and complies with the provisions of the California Labor Code. All workers employed on
public works projects must be paid the prevailing wage determined by the Director of the Department of Industrial Relations, according to the type of work and location of the project. The prevailing wage rate is the basic hourly rate paid on public works projects to a majority of workers engaged in a particular craft, classification or type of work within the locality and in the nearest labor market area (if a majority of such workers are paid at a single rate). If there is no single rate paid to a majority,then the single or modal rate being paid to the greater number of workers is prevailing.

GST SERVICES WARRANTY
Quote#133226 v2 Page: 9 of 13
DocuSign Envelope ID: 2BBEA614-98BC-4DC9-8349-0F3C1E753132DocuSign Envelope ID: ZBBEA614-9830-4DCQ-8349-0F3C1E753132 Q’GST
n s m; Solutions fora Connected World osrinc.com 800.833.0128 to deliver or charge the customer the equivalent of 30% of the employees' annual salary as a tinder's fee. This clause is applicable for a period of up to ninety days from the last date of services rendered by a GST employee to the customer.

TIME RECORDS
Each employee. either directly employed by GST or a subcontractor (hereinafter called “GST employee”) will present a time record to the customer setting forth the hours worked. An authorized representative of the customer must oountersign the. record and will thereby certify that such time is correct and that the work was performed in a satisfactory manner.

NORMAL BUSINESS HOURS
GST service hours are 8:00 am to 5:00 pm Monday through Friday. Overtime (over 8 hours in one day). scheduled after hours and weekends are charged at time and one-half of contracted service rate. Emergency after hours. weekends and holidays are charged at two times contracted service rate. Customer is responsible for providing 24 hours or greater advanced notice for the rescheduling or cancellation of GST onsite engineering services. if less than 24 hours is given the customer will be charged a half day of GST engineering time at $200i'hr.

TERMINATION TERMS
Client may terminate work under this Statement of Work. in whole or in part. at any time by 30 day written notice. Such notice shall state the extent and effective date of such termination. Upon receipt thereof, GST shall. to the extent directed by the Client or its designees. stop work under this agreement. if the agreement is so laminated for convenience. GST shall be paid in accordance with the terms of the order for only those materials or supplies delivered and accepted. GST shall have the right at any time by written notice to the Client to terminate all or any part of this project without cause. GST will provide 30 days' prior written notice. In the event of such termination for convenience. GST shall be entitled to payment for all work performed up to the date of the termination.

COMMENCEMENT OF WORK
Work shall not commence under the Contract until a fully executed agreement has been received by GST and GST has been given approval to proceed by customer.

DATA LOSS
GST make no guarantee against data loss during services engagements. It tsthe' customers responsibility to. ensure data is properly protected (backed up) before the engagement begins.

PRODUCT RETURNS
Standard stock items purchased from GST may be returned for any reason within (14) fourteen days. Custom orders are non-retumable and non-refundable. All original packaging. accessories and documentation must accompany the item and be in unmarked condition. items must be shipped via at least 2nd day freight with insurance for the full value of the item.

Returned items are subject to a 25% restocking fee. Though rare. a customer may need to retum a defective product.

Defective product returns are not subject to the 25% restocking fee and will be exchanged in accordance with the manufacturer's policy within 30 days of purchase.

PROJECT DELAYS
Delays due to client configuration specifications. hardware delivery. carrier availability. and facility access. physical or environmental delays are subject to change orders as billable delays. These delays can also impact project timeline and deadlines.

PREVAILING WAGE CLAUSE
GST holds the right to charge the customer additional services fees if the project is deemed to have prevailing rates of wages requirements prior. during. or after project completion. GST adheres and complies with the provisions of the California Labor Code. All workers employed on
public works projects must be paid the prevailing wage determined by the Director of the Department of Industrial Relations. according to the type of work and location of the project. The prevailing wage rate is the basic hourly rate paid on public works projects to a majority of workers engaged in a particular craft. classification or type of work within the locality and in the nearest labor market area (if a majority of such workers are paid at a single rate). If there is no single rate paid to a majority. then the single or model rate being paid to the greater number of workers is prevailing.

GST SERVICES WARRANTY
* Quote #133226v2 Page: 9 0713

JjTGST
IT&AV Solutions for a Connected World GSTI NC.COM 800.833.0128

QUALITY OF SERVICES
GST warrants that its Services will be of professional quality(performed in a good and workmanlike manner) and will conform to generally accepted industry standards for such Services and to the requirements specified in this SOW. GST's personnel shall be competent and qualified to perform the tasks to which they are assigned. In the event of any breach of this warranty,GST,at its sole expense and without delay,shall re-perform the non-conforming Services to the applicable standard.

WORKMANSHIP WARRANTY
GST certifies that all equipment and materials furnished shall carry a ninety(90)day warranty on parts. GST guarantees to furnish any qualified personnel (during normal business hours, Monday to Friday,8:00 am to 5:00 pm)to the installation site for the period of one (1)year from the date of installation to repair or replace defective items installed or provided by GST exclusively. If the item is determined to not be defective, GST will charge the customer for all time spent on the incident at a rate of$175/hour. Determination if item is defective or was changed, damaged, reconfigured, or altered by non GST personnel is under sole authority of GST.Any change, alteration, damage, or reconfiguration by non GST personnel voids one (1)year warranty. No response timeframe SLA guaranteed for warranty work. Further,all equipment purchased from GST in our installed system is subject to a manufactures warranty. Further,all equipment purchased from GST in our installed system is subject to a manufacture warranty.GST will not honor any other warranty,implied or otherwise. In no event shall GST be liable, or in any way responsible for damages, or defect in the system,which were caused by neglect, vandalism, misuse, environmental damage or by repairs or attempted repairs performed by anyone other than a GST service technician. Nor shall GST be liable or in any way responsible for any incidental or consequential economic or property damage.

In the event a change requested by the customer reduces the amount of work and the project is a firm fixed priced project, the full amount of the project will be invoiced.

A change occurs when GST encounters any of the following situations during project delivery:

1. Either party identifies new requirements not included in the original project's scope

GST TRAINING OVERVIEW
GST will provide a one-time, 1 hour maximum training session for end users and information technology (IT) staff. GST will review basic system functionality and operations. This will include demonstrations of features and settings. GST's technician or engineer who is familiar with the system shall lead this training. This training does not include in-depth training on hardware, software, or applications. This training does not cover any customer provided equipment, software, or applications. Any additional training or knowledge transfer requested by the Client may require training to be provided by the manufacturer.Any additional training may require additional costs and fees. GST will also provide all user manuals and Quote#133226 v2 Page: 10 of 13
DocuSign Envelope ID: 2BBEA614-98BC-4DC9-8349-0F3C1E753132DocuSign Envelope ID: ZBBEA614-98BC-4DCQ-8349-0F301E753132 33 ST _, m
IT & AV Solutions for a Connected World GSTINCLOM 800.833.01 28

QUALITY OF SERVICES
GST warrants that its Services will be of professional quality (performed in a good and workmanlike manner) and will conform to generally accepted industry standards for such Services and to the requirements specified in this SOW. GST’s personnel shall be competent and qualified to perform the tasks to which they are assigned. In the event of any breach of this warranty. GST. at its sole expense and without deiay. shall re-perform the non-conforming Services to the applicable standard.

WORKMANSHIP WARRANTY
GST certifies that all equipment and materials furnished shall any a ninety (90) day warranty on parts. GST guarantees to furnish any qualified personnel (during normal business hours. Monday to Friday. 8:00 am to 5:00 pm) to the installation site for the period of one (1) year from the date of installation to repair or replace defective items installed or provided by GST exclusively. If the item is determined to not be defective. GST will charge the customer for all time spent on the incident at a rate of $175Ihour. Determination if item is defective or was changed. damaged. reconfigured. or altered by non GST personnel is under sole authority of GST. Any change. alteration. damage. or reconfiguration by non GST personnel voids one ( 1) year warranty. No response timeframe SLA guaranteed for warranty work. Further. all equipment purchased from GST in our installed system is subject to a manufactures warranty. Further. all equipment purchased from GST in our installed system is subject to a manufacture warranty. GST will not honor any other warranty. implied or othenlvise. In no event shall GST be liable, or in any way responsible for damages. or defect in the system. which were caused by neglect. vandalism. misuse. environmental damage or by repairs or attempted repairs performed by anyone other than 3 GST service technician. Nor shall GST be liable or in any way responsible for any incidental or consequential economic or property damage.

Customer is responsible for providing 24 hours or greater advanced notice for the re-scheduiing or cancellation of GST engineering services. If less than 24 hours is given the customer will be charged a half day of GST engineering time at $200Ihr.

If a change needs to be made to the project. which is not included in the SOW or differs from the SOW. GST or the client must complete the Change Management Request form. GST will review the completed form and provide an estimate to complete the request. Client must approve the additional hours/costs in order to complete the request. in the event a change requested by the customer reduces the amount of work and the project is a firm fixed priced project. the full amount of the project will be invoiced.

A change olccurs when GST encounters any of the following situations during project delivery:

1. Either party identifies new requirements not included in the original project's scope

2. Either party makes suggestions that would improve the proposed system but are not necessarily required to address the project requirements: such suggestions are incorporated into a subsequent project phase

3. Either party changes the direction and intent of this project, which requires GST to rework the solution design or servrces
Changes in; the scope of work defined in this Statement of Work are only effective if both the customer and GST agree to them in a viritten document setting forth the modifications and any changes to the delivery schedule and payment terms.

GST TRAlNlNG OVERVIEW
GST will provide a one-time. 1 hour maximum training session for end users and information technology (IT) staff. GST will review basic system functionality and operations. This will include demonstrations of features and settings. GST's technician or engineer who is familiar with the system shall lead this training. This training does not include in-depth training on hardware. software. or applications. This training does not cover any customer provided equipment. software. or applications. Any additional training or knowledge transfer requested by the Client may require training to be provided by the manufacturer. Any additional training may require additional costs and fees. GST will also provide all user manuals and Quote #133226? Page: 10 one
,,,, l

G S T
IT&AV Solutions for a Connected World GSTINC.COM 800.833.0128 manufacturer training materials as the project deliverables.

Quote#133226 v2 Page: 11 of 13
DocuSign Envelope ID: 2BBEA614-98BC-4DC9-8349-0F3C1E753132PocuSlgn Envelope ID: ZBBEA614-98BC-4DCQ-8349-0FBC1E753132 gas-r .. V. I" :, i
IT & AV Solutions for a Connetted World GST!NC.COM 800.833.0128 manufacturer training materials as the project deliverables.

GST PROJECT MILESTONE PAYMENTS
Unless otherwise agreed in writing by GST and the Client. the total GST services engagement price shall be billed as follows: 25% of the entire project at time of order or provided Purchase Order “PO” has been provided. 100% of hardware and sofiware upon delivery. and remainder upon project completion and Client sign-off or first beneficial use. whichever occurs first.
“
Quote #133226 v2 Page: 11 of 13

42TGST
IT&AV Solutions for a Connected World GSTINC.COM 800.833.0128 Tier 3 Support Hourly Rate
Item Description Qty Price Ext Price Tax
1 GST-SVC-FFP Regular Hourly Rate 1 250.00 250.00 0%
2 GST-SVC-FFP After Hours Rate 1 375.00 375.00 0%
Subtotal: 625.00
Tax Subtotal: 0.00
Quote Summary
Description Amount
Managed Services Year-1 68,767.50
Tier 3 Support Hourly Rate 625.00
Total: 69,392.50
Quote#133226 v2 Page: 12 of 13
DocuSign Envelope ID: 2BBEA614-98BC-4DC9-8349-0F3C1E753132‘ DocuSign Envelope ID: ZBBEA614-9830-4DCQ-8349-0F301E753132 IT & AV Solutions for a ConneCted Worid GST'NC-COM 800333-01 28 Tier 3 Support Houriy Rate
Description Ext Price
GST—SVC-FFP Regular Houriy Rate $250.00
GST-SVCATFP Mari-lows Rana $375.00
Subtotal: $325.00 7
Tax Subtotal: $0.00
Quote Summary
Description Amount
Managed Services Year-1 $68,767.50
11a 3 Support Houny Rate $625.00
‘ Total: 559,392.50
(Junta #133226 v2 Page: 12 of 13

GST
IT&AV Solutions for a Connected World GSTINC.COM 800.833.0128 Terms & Conditions
THIS IS A QUOTATION ONLY AND IS NOT AN ORDER OR OFFER TO SELL.

All prices and descriptions are subject to change without notice. No contract for sale will exist unless and until a purchase order has been issued by you and accepted by Golden Star Technology Inc. ("GST"). By issuing a purchase order to GST, you agree to GST's Terms and Conditions of sale set forth in GST's quote, GST's invoice, and GST online Terms and Conditions ( https://gstinc.com/resources/terms-and-conditions/) . If there is a separate purchase agreement signed by both your company and GST,the separate agreement will govern.

The prices contained in this list may not be relied upon as the price at which GST will accept an offer to purchase products or provide services unless expressly agreed to by GST in writing. Products and/or services quoted were selected by GST based on specifications available at the time of the quotation and are not guaranteed to meet your specifications. Product and services specifications may be changed by the manufacturer without notice. All products are subject to availability from the manufacturer. It is your responsibility to verify product and service conformance to specifications of any subsequent contract.

The freight costs listed are estimates. Shipping costs may vary based on time of purchase,additional services required, quantity ordered, shipment carrier and warehouse sourced. Actual shipping costs will be calculated during shipment and will be reflected on your invoice.

For hardware product(s), manufacturer warranty will begin upon physical delivery of the hardware products(by) by the customer or GST warehouse. For software product(s), the manufacturer warranty will begin upon electronic or physical receipt of the software product(s) by you or GST. Any returns must be approved by GST based on manufacturer approval. More details at gstes.com/RMA.

GST is not responsible for compliance with regulations, requirements or obligations associated with any contract resulting from this quotation unless said regulations, requirements or obligations have been passed to GST and approved in writing by an authorized representative of GST.

GST DOES EVERYTHING WE CAN TO ENSURE THAT THE PRICES WE HAVE QUOTED ARE CORRECT AND CURRENT. DUE TO SHORTAGES OF RAW MATERIAL, INCREASED LOGISTIC COSTS, AND TARIFFS, PRICING

MAY INCREASE AT ANY TIME FROM OUR VENDORS AND MANUFACTURERS THAT IS OUT OF OUR CONTROL.

Quote#133226 v2 Page: 13 of 13
DocuSign Envelope ID: 2BBEA614-98BC-4DC9-8349-0F3C1E753132DecuSign Envelope ID: ZBBEA614-983C-4DCQ-8349-0F3C1E753132 ' Q’GST
IT & AU Solutions for a Connected World GSTINC.COIM 800.833.0128 D Terms & Conditions
THIS IS A QUOTATION ONLY AND IS NOT AN ORDER OR OFFER TO SELL.

All prices and descriptions are subject to change without notice. No contract for sale will exist unless and until a purchase order has been issued by you and accepted by Golden Star Technology inc. (“GST“). By issuing a purchase order to GST, you agree to GST's Terms and Conditions of sale set forth in GST's quote, GST's invoice. and GST I online Terms and Conditions (https:l/gstinc.coWresourcesltenns-and-conditionsl). If there is a separate purchase I agreement signed by both your company and GST, the separate agreement will govern.

The prices contained in this list may not be relied upon as the price at which GST will accept an offer to purchase ! products or provide services unless expressly agreed to by GST in writing. Products andlor services quoted were selected by GST based on specifications available at the time of the quotation and are not guaranteed to meet your specifications. Product and services specifications may be changed by the manufacturer without notice. All products are subject to availability from the manufacturer. It is your responsibility to verify product and service conformance to specifications of any subsequent contract.

The freight costs listed are estimates. Shipping costs may vary based on time of purchase. additional services required, quantity ordered. shipment can'ier and warehouse sourced. Actual shipping costs will be calculated during shipment and will be reflected on your invoice.

For hardware product(s). manufacturer warranty will begin upon physical delivery of the hardware productslby) by the customer or GST warehouse. For software product(s), the manufacturer warranty will begin upon electronic or physical receipt of the software product(s) by you or GST. Any returns must be approved by GST based on manufacturer approval. More details at gstes.comlRMA.

GST DOES EVERYTHING WE CAN TO ENSURE THAT THE PRICES WE HAVE QUOTED ARE CORRECT AND CURRENT. DUE TO SHORTAGES OF RAW MATERIAL, INCREASED LOGISTIC COSTS, AND TARIFFSl PRICING

MAY INCREASE AT ANY TIME FROM OUR VENDORS AND MANUFACTURERS THAT IS OUT OF OUR CONTROL.
_
Quote#133226v2 Pagez‘ISof13.

Bellflower City CouncilAugust 26, 2024

Bellflower City Council
August 26, 2024