Beverly Hills City Council
March 18, 2025

AGENDA REPORT
Meeting Date:

Item Number:

To:

From:

Subject:

March 18, 2025
E-9
Honorable Mayor & City Council
David Schirmer, Chief Information Officer
Raminta Ivanilova, Management Analyst

AGREEMENT BETWEEN THE CITY OF BEVERLY HILLS AND
FLOCK GROUP INC. D.B.A. FLOCK SAFETY FOR INSTALLATION,

CONFIGURATION, AND LEASE OF AUTOMATED LICENSE PLATE
RECOGNITION CAMERAS, AND RELATED SERVICES; AND

APPROVAL OF A CORRESPONDING PURCHASE ORDER IN THE
NOT-TO-EXCEED AMOUNT OF $380,000 ANNUALLY FOR THE

INSTALLATION, CONFIGURATION, AND LEASE OF AUTOMATED

LICENSE PLATE RECOGNITION CAMERAS AND RELATED

SERVICES
Attachments: 1. Agreement

RECOMMENDATION
Staff recommendations that the City Council consider approving:

1. An agreement between the City of Beverly Hills and Flock Group Inc. for the installation, configuration, and lease of Automated License Plate Recognition (ALPR) cameras and related services; and

2. Authorizing the City Manager, or designee, to approve all corresponding purchase orders in the not-to-exceed amount of $380,000 annually, for the term of the Agreement.

INTRODUCTION
The City of Beverly Hills is committed to leveraging advanced technologies to enhance public safety and security. As part of this ongoing effort, the City has proposed expanding its agreement with Flock Safety, for the installation, configuration, and lease of Automated License Plate Recognition (ALPR) cameras and related services. This initiative builds upon the City’s existing use of ALPR technology, which has been Meeting Date: March 18, 2025
deployed over the past several years to support crime prevention, investigative operations, and community safety.

DISCUSSION
ALPR technology has proven to be a valuable tool in the City’s public safety strategy.

The system captures vehicle license plate data, vehicle characteristics, and timestamps, providing law enforcement with real-time intelligence to identify suspect vehicles linked to criminal activities. Since its initial deployment, the City has utilized some 50 Flock ALPR sensors strategically placed in key locations to address auto-related crimes, retail theft, burglaries, and other offenses. These sensors have significantly contributed to investigations and the apprehension of individuals involved in crimes. The success of this initial deployment has demonstrated the effectiveness of ALPR systems in enhancing public safety and has informed the decision to expand the network.

The proposed expansion aims to nearly double the number of ALPR sensors deployed throughout Beverly Hills. This initiative aligns with the State’s Organized Retail Theft Prevention Grant Program and broader regional efforts to combat organized retail theft and vehicle-related crimes. The additional sensors will be strategically installed in hightraffic corridors, entry and exit points. By increasing the coverage of critical areas, the City seeks to further strengthen its ability to deter criminal activity, respond swiftly to incidents, and gather critical evidence for investigations.

In addition to its operational benefits, the expansion of the ALPR network aligns with the City’s strategic goals of fostering a secure and thriving community. By integrating advanced community security technologies, Beverly Hills continues to position itself as a leader in proactive public safety measures. The proposed agreement with Flock Safety represents a significant step forward in achieving these objectives, ensuring that law enforcement has the tools necessary to address evolving security challenges effectively.

The proposed agreement between the City of Beverly Hills and Flock Safety, represents a strategic initiative to enhance public safety through the expansion of Automated License Plate Recognition (ALPR) technology.

The scope of work under this agreement includes the installation, configuration, and lease of additional ALPR cameras, as well as ongoing maintenance and related services. The expansion will nearly double the number of ALPR sensors deployed across the City.

Flock Safety has previously collaborated with the City on the deployment of some 50 ALPR sensors, demonstrating its expertise and commitment to supporting Beverly Hills’ public safety initiatives.

Meeting Date: March 18, 2025

FISCAL IMPACT
The proposed agreement will have an annual cost of up-to $380,000. This cost includes annual lease costs for the existing Flock units which is currently roughly $190,000. Staff has identified dozens of (~50) locations for installation of new sensors. The annual cost of a new sensor is between $3000 and $5000 depending on model and mission. There are also one-time installation and other costs that vary by the complexity of the installation.

Staff anticipates that it will take several months to install all the identified sensors. Each location needs a site plan to be developed, a permit issued, and construction to be scheduled. The typical installation timeframe for a group of ten sensors is roughly four months. While every effort will be made to streamline the process, it is anticipated that the City will not reach the annual payment amount until the middle of the five year agreement.

A portion of the project’s funding will be secured through the Organized Retail Theft Grant, which provides a total of $225,000 for installation of roughly 25 ALPR sensors within and around the commercial areas of the City, with funding available through October 2026. Additional funding will be provided from a UASI grant in the amount of $94,500.

The remaining costs will be covered under the City’s IT Closed-Circuit Television (CCTV) Capital Improvement Program (CIP) budget, which has sufficient funds to support the agreement. This partial grant funding approach minimizes the financial burden on the City’s general fund while ensuring the availability of necessary resources for the project.

David Schirmer,
Chief Information Officer
Approved By
Attachment 1
1 B0785-0001\3030246v7.doc(v3)

AGREEMENT BETWEEN THE CITY OF BEVERLY HILLS AND FLOCK GROUP INC. D.B.A. FLOCK SAFETY FOR INSTALLATION, CONFIGURATION, AND

LEASE OF AUTOMATED LICENSE PLATE RECOGNITION CAMERAS, AND

RELATED SERVICES
NAME OF CONSULTANT: Flock Group Inc. d.b.a. Flock Safety

RESPONSIBLE PRINCIPAL OF
CONSULTANT:

Anton Benbalit, Director of Sales, SW
CONSULTANT'S ADDRESS: 1170 Howell Mill Road NW, Suite 210 Atlanta, Georgia 30318
CITY'S ADDRESS: City of Beverly Hills
455 N. Rexford Drive
Beverly Hills, CA 90210
Attention: David Schirmer, Chief Information Officer
CONSULTANT’S E.I.N./TAX I.D.: 82-0594875
COMMENCEMENT DATE: April 1, 2025
TERMINATION DATE: March 31, 2030, unless sooner terminated CONSIDERATION: Not to Exceed:
$380,000 annually, as detailed in Exhibit B, Schedule of Payment and Rates
Docusign Envelope ID: 34547296-0522-43AA-8381-F980347EE334 2 B0785-0001\3030246v7.doc(v3)

AGREEMENT BETWEEN THE CITY OF BEVERLY HILLS AND FLOCK GROUP INC. D.B.A. FLOCK SAFETY FOR INSTALLATION, CONFIGURATION, AND

LEASE OF AUTOMATED LICENSE PLATE RECOGNITION CAMERAS, AND

RELATED SERVICES
THIS AGREEMENT is made by and between the City of Beverly Hills (hereinafter called "CITY"), and Flock Group Inc. d.b.a. Flock Safety (hereinafter called "CONSULTANT" or “Flock”).

RECITALS
A. CITY desires to have certain services provided as set forth in Exhibit A-1 (CONSULTANT’s "Customer Implementation Guide"), and Exhibit A-2 (CONSULTANT’s “Master Services Agreement”) attached hereto and incorporated herein by this reference (the “Services”).

B. CITY and CONSULTANT previously entered into an agreement for the same services, Agreement No. 182-22, dated March 9, 2022 (the “prior agreement”). Upon commencement of the Services, the prior agreement will no longer be in effect.

C. CONSULTANT represents that it is qualified and able to perform the Services in accordance with the terms set forth herein.

AGREEMENT
NOW, THEREFORE, the parties agree as follows:

Section 1. Recitals. The Recitals set forth in this Agreement are hereby made a part of the Agreement.

Section 2. CONSULTANT's Services. CONSULTANT shall perform the Services as described in Exhibits A-1 and A-2 in a manner satisfactory to CITY and consistent with that level of care and skill ordinarily exercised by members of the profession currently practicing in the same locality under similar conditions.

Section 3. Time of Performance.

CONSULTANT shall commence its services under this Agreement upon issuance of a duly authorized purchase order from CITY. CONSULTANT shall complete the performance of services by the Termination Date set forth above.

Section 4. Compensation. CITY agrees to compensate CONSULTANT and CONSULTANT agrees to accept in full satisfaction for the Services required by this Agreement, the Consideration set forth above and more particularly described in Exhibit B, (“Schedule and Rates of Payment”), attached hereto and incorporated herein by this reference. Said Consideration shall constitute reimbursement of CONSULTANT’s fee for the Services as well as the actual cost of any equipment, materials, and supplies necessary to provide the services (including all labor, materials, delivery, tax, assembly, and installation, as applicable). CITY shall pay CONSULTANT said Consideration in accordance with the schedule of payment set forth in Exhibit B. There shall be no reimbursement for travel related expenses.

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Section 5. Method of Payment. Unless otherwise provided for herein, CONSULTANT shall submit to CITY a detailed invoice, on a monthly basis or less frequently, for the services performed pursuant to this Agreement. Each invoice shall itemize the services rendered during the billing period and the amount due. Within thirty (30) days of receipt of each invoice, CITY shall pay all undisputed amounts included on the invoice. CITY shall pay CONSULTANT said Consideration in accordance with the Schedule and Rates of Payment set forth in Exhibit B.

Section 6. Independent Contractor. CONSULTANT is and shall at all times remain, as to CITY, a wholly independent contractor. Neither CITY nor any of its agents shall have control over the conduct of CONSULTANT or any of CONSULTANT's employees, except as herein set forth. CONSULTANT shall not, at any time, or in any manner, represent that it or any of its agents or employees are in any manner agents or employees of CITY.

Section 7. Assignment. This Agreement shall not be assigned in whole or in part, by CONSULTANT without the prior written approval of CITY. Any attempt by CONSULTANT to so assign this Agreement or any rights, duties or obligations arising hereunder shall be void and of no effect.

Section 8. Responsible Principal(s)
CONSULTANT's Responsible Principal set forth above shall be principally responsible for CONSULTANT's obligations under this Agreement and shall serve as principal liaison between CITY and CONSULTANT. Designation of another Responsible Principal by CONSULTANT shall not be made without prior written consent of CITY.

CITY's Responsible Principal shall be the City Manager or his designee set forth above who shall administer the terms of the Agreement on behalf of CITY.

Section 9. Personnel. CONSULTANT represents that it has, or shall secure at its own expense, all personnel required to perform CONSULTANT's Scope of Work under this Agreement. All personnel engaged in the work shall be qualified to perform such Scope of Work.

Section 10. Permits and Licenses. CONSULTANT shall obtain and maintain during the Agreement term all necessary licenses, permits and certificates required by law for the provision of services under this Agreement, including a business license.

Section 11. Interests of CONSULTANT. CONSULTANT affirms that it presently has no interest and shall not have any interest, direct or indirect, which would conflict in any manner with the performance of the Scope of Work contemplated by this Agreement. No person having any such interest shall be employed by or be associated with CONSULTANT.

Section 12. Insurance.
(a) CONSULTANT shall at all times during the term of this Agreement carry, maintain, and keep in full force and effect, insurance as follows:
(1) A policy or policies of Comprehensive General Liability Insurance, with minimum limits of Two Million Dollars ($2,000,000) for each occurrence, combined single limit, against any personal injury, death, loss or damage resulting from the wrongful or negligent acts by CONSULTANT.

Docusign Envelope ID: 34547296-0522-43AA-8381-F980347EE334 4 B0785-0001\3030246v7.doc(v3)
(2) A policy or policies of Comprehensive Vehicle Liability Insurance covering personal injury and property damage, with minimum limits of One Million Dollars ($1,000,000) per occurrence combined single limit, covering any vehicle utilized by CONSULTANT in performing the Scope of Work required by this Agreement. (3) Workers' compensation insurance as required by the State of California.
(4) A policy or policies of Professional Liability Insurance (errors and omissions) with minimum limits of Two Million Dollars ($2,000,000) per claim and in the aggregate.

Any deductibles or self-insured retentions attached to such policy or policies must be declared to and be approved by CITY. Further, CONSULTANT agrees to maintain in full force and effect such insurance for one year after performance of work under this Agreement is completed. (5) A policy or policies of Cyber Liability insurance written on an occurrence basis with minimum limits of Two Million Dollars ($2,000,000). (b) CONSULTANT shall require each of its sub-consultants to maintain insurance coverage which meets all of the requirements of this Agreement. (c) The policy or policies required by this Agreement shall be issued by an insurer admitted in the State of California and with a rating of at least a A+;VII in the latest edition of Best’s Insurance Guide.
(d) CONSULTANT agrees that if it does not keep the aforesaid insurance in full force and effect CITY may either immediately terminate this Agreement or, if insurance is available at a reasonable cost, CITY may take out the necessary insurance and pay, at CONSULTANT’s expense, the premium thereon.
(e) At all times during the term of this Agreement, CONSULTANT shall maintain on file with CITY’s Risk Manager a certificate or certificates of insurance on the form set forth in Exhibit D, attached hereto and incorporated herein, showing that the aforesaid policies are in effect in the required amounts. CONSULTANT shall, prior to commencement of work under this Agreement, file with CITY’s Risk Manager such certificate or certificates. The general liability and vehicle liability insurance shall contain an endorsement naming the CITY as an additional insured. (f) CONSULTANT shall provide CITY with thirty (30) days prior written notice if the policies required under this Agreement will be canceled or reduced. All of the policies required under this Agreement shall state that the coverage contained in the policies affords insurance pursuant to the terms and conditions as set forth in this Agreement. (g) The insurance provided by CONSULTANT shall be primary to any coverage available to CITY. The policies of insurance required by this Agreement shall include provisions for waiver of subrogation.
(h) Any deductibles or self-insured retentions must be declared to and approved by CITY. At the option of CITY, CONSULTANT shall either reduce or eliminate the deductibles or self-insured retentions with respect to CITY, or CONSULTANT shall procure a bond guaranteeing payment of losses and expenses.

Docusign Envelope ID: 34547296-0522-43AA-8381-F980347EE334 5 B0785-0001\3030246v7.doc(v3)
(i) The insurance coverage amounts required under the Agreement do not limit CITY’s right to recover against CONSULTANT and its insurance carriers.

Section 13. Indemnification.
(a) CONSULTANT agrees to indemnify, hold harmless and defend CITY, its elected officials, officers, agents and employees, from any claim, liability or financial loss (including, without limitation, attorney’s fees and costs) arising from any intentional, reckless, negligent, or otherwise wrongful acts, errors or omissions of CONSULTANT or any person employed by CONSULTANT in the performance of this Agreement.
(b) All duties of CONSULTANT shall survive termination or expiration of the Agreement.

Section 14. Termination.

Notwithstanding anything to the contrary in this Agreement, CITY may terminate this Agreement at any time by giving at least thirty (30) days' written notice to CONSULTANT. Such termination will become effective immediately after the notice period. Upon termination for convenience, CITY will pay a final termination fee (“cancellation fee”) as provided below:

Within one (1) year after the commencent date of this Agreement, $155,040; More than one (1) year, but less than two (2) years after the commencent date of this Agreement, $116,280;
More than two (2) years, but less than three (3) years after the commencent date of this Agreement, $77,520;
More than three (3) years, but less than four (4) years after the commencent date of this Agreement: $38,760;
More than four (4) years after the commencent date of this Agreement, no fee.

Section 15. Agreement Supersedes Prior Agreements.

This Agreement supersedes any and all previously executed agreements between the parties, relating to the provision of the Services by CONSULTANT to CITY and any exhibits attached thereto or incorporated therein by reference. .

Section 16. CITY's Responsibility. CITY shall provide CONSULTANT with all pertinent data, documents, and other requested information as is available for the proper performance of CONSULTANT's Services.

Section 17. Notice. Any notices, bills, invoices, etc. required by this Agreement shall be deemed received on (a) the day of delivery if delivered by hand during the receiving party's regular business hours or by facsimile before or during the receiving party's regular business hours; or (b) on the second business day following deposit in the United States mail, postage prepaid to the addresses set forth above, or to such other addresses as the parties may, from time to time, designate in writing pursuant to this section.

Docusign Envelope ID: 34547296-0522-43AA-8381-F980347EE334 6 B0785-0001\3030246v7.doc(v3)
Section 18. Records Retention and Examination. CONSULTANT shall retain, protect, and maintain in an accessible location all records and documents, including paper, electronic, and computer records, with respect to all matters covered under this Agreement for five (5) years after receipt of final payment by CITY under the Agreement. CONSULTANT shall make all such records and documents available for inspection, copying, or other reproductions, and auditing by authorized representatives of CITY, including the City Manager or designee, free of charge. CONSULTANT shall make available all requested data and records at reasonable locations within the County of Los Angeles at any time during normal business hours, and as often as CITY deems necessary. If records are not made available within the County of Los Angeles, CONSULTANT shall pay CITY’s travel, hotel and meal costs to the location where the records are maintained. CONSULTANT must include this provision in all subcontracts made in connection with this Agreement. This provision shall survive the termination of the Agreement.

Section 19. Nondiscrimination by CONTRACTOR. In the performance of this Agreement, CONTRACTOR assures that no person shall, on the basis of race, color, religious creed, sex, gender, gender identity, gender expression, marital status, national origin, ancestry, age, physical disability, mental disability, medical condition, genetic information, sexual orientation or other basis prohibited by law, be excluded from participation in, be denied the benefits of, or be otherwise subjected to discrimination under this Agreement or under any project, program or activity supported by the Agreement, as required by Title VI of the Civil Rights Act of 1964, as amended, the Civil Rights Restoration Act of 1987, and Federal Executive Order 12898 (Federal Actions to Address Environmental Justice in Minority Populations and Low-Income Populations).

CONTRACTOR shall not discriminate against any employee, subcontractor, or applicant for employment because of race, color, religious creed, sex, gender, gender identity, gender expression, marital status, national origin, ancestry, age, physical disability, mental disability, medical condition, genetic information, sexual orientation or other basis prohibited by law, and shall take affirmative action to ensure that subcontractors and applicants are employed, and that employees are treated during employment, without regard to their race, color, religious creed, sex, gender, gender identity, gender expression, marital status, national origin, ancestry, age, physical disability, mental disability, medical condition, genetic information or sexual orientation.

Section 20. Attorney's Fees. In the event that either party commences any legal action or proceeding to enforce or interpret the provisions of this Agreement, the prevailing party in such action shall be entitled to reasonable attorney's fees, costs and necessary disbursements, in addition to such other relief as may be sought and awarded.

Section 21. Entire Agreement. This Agreement represents the entire integrated agreement between CITY and CONSULTANT, and supersedes all prior negotiations, representations or agreements, either written or oral. This Agreement may be amended only by a written instrument signed by both CITY and CONSULTANT.

Section 21. Exhibits; Precedence. All documents referenced as exhibits in this Agreement are hereby incorporated into this Agreement by this reference. In the event of any discrepancy between the express or implied subject matters of this Agreement and the provisions of any document incorporated herein by reference, the provisions of this Agreement shall prevail.

Section 22. Governing Law. The interpretation and implementation of this Agreement shall be governed by the domestic law of the State of California.

Section 23. CITY Not Obligated to Third Parties. CITY shall not be obligated or liable under this Agreement to any party other than CONSULTANT.

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Section 24. Severability. Invalidation of any provision contained herein or the application thereof to any person or entity by judgment or court order shall in no way affect any of the other covenants, conditions, restrictions, or provisions hereof, or the application thereof to any other person or entity, and the same shall remain in full force and effect.

EXECUTED the _____ day of ____________ 202___, at Beverly Hills, California.

CITY OF BEVERLY HILLS
A Municipal Corporation
LESTER J. FRIEDMAN
Mayor
ATTEST:
________________________(SEAL)

HUMA AHMED
City Clerk
CONSULTANT:

GARRETT LANGLEY
CEO

MARK SMITH
General Counsel
APPROVED AS TO FORM: APPROVED AS TO CONTENT:

LAURENCE S. WIENER NANCY HUNT-COFFEY
City Attorney City Manager
MARK G. STAINBROOK
Chief of Police
[Signatures continue]
Docusign Envelope ID: 34547296-0522-43AA-8381-F980347EE334 8 B0785-0001\3030246v7.doc(v3)

DAVID SCHIRMER
Chief Information Officer
SHARON L’HEUREUX DRESSEL
Risk Manager

ANTHONY RODSTEIN
Purchasing Services Manager
Docusign Envelope ID: 34547296-0522-43AA-8381-F980347EE334 9 B0785-0001\3030246v7.doc
EXHIBIT A-1
CONSULTANT’S CUSTOMER IMPLEMENTATION GUIDE
CONSULTANT shall install,and configure automated license plate recognition cameras in CITY in accordance with the Agreement which includes the attached Customer Implementation Guide , attached as Exhibit A-1. CITY will lease the ALPR cameras from CONSULTANT in accordance with the terms of the Agreement, including the Master Services Agreement, Exhibit A-2.to the extent it does not conflict with the terms of the Agreement as set forth in section 21 of the Agreement
Implementation Timeline
Docusign Envelope ID: 34547296-0522-43AA-8381-F980347EE334 10 B0785-0001\3030246v7.doc
This timeline provides general guidance and understanding of your installation process. While we typically complete installations 6-8 weeks after locations have been finalized, delays can occur as noted in the timeline below:

Implementation Service briefs: Existing Infrastructure vs Standard vs Advanced Existing
Infrastruct
ure Install
Stand
ard
Install
Advanc
ed
Install
Docusign Envelope ID: 34547296-0522-43AA-8381-F980347EE334 11 B0785-0001\3030246v7.doc
Pole None Flock
NCHRP
350 /
MASH
Timeli
ne
Short Mediu
m
Longest
Cost Lowest Mid Highest
Existing Infrastructure Implementation
Cost = $0 per camera (one time cost)
Included in scope:

Once designated locations are approved in writing by the customer, as part of the Existing Infrastructure Implementation Service Flock will perform the following:
● An in-person site survey to confirm the installation feasibility of a location (location assessment, solar assessment, visibility review, etc.)
○ Cameras need sufficient power. Since a solar panel is required per camera, it can prevent adequate solar power if two cameras and two solar panels are on a single pole (blocking visibility). Therefore if relying on solar power, only one camera can be installed per pole. ● Confirm that a location is safe for work by following State utility locating procedures. ● Each installation may include the following:
○ Installation of camera and solar panel or AC adapter box on a suitable existing pole ■ Types of existing infrastructure such as existing utility, light, and traffic signal poles. ■ Pole no higher than 8’-12’ (approval at Flock Safety’s discretion) ■ Flock will provide and mount an AC adapter unit that a qualified electrician can connect to AC power following our electrical wiring requirements (link). Flock is unable to make any AC connections or boreholes in any material other than dirt, grass, loose gravel (or other non-diggable material).

Electrical work requiring a licensed electrician and associated costs, not included in the scope. ○ Access requiring up to a 14’ using an A-frame ladder
○ Standard MUTCD traffic control procedures performed by a Flock technician ● Obtain a business license to operate in the city and state of camera location Out of scope:

By default, Flock does not include the following as part of the Existing Infrastructure Implementation Service but can provide a quote for sourcing at an additional cost:
● Mounting on mast arms (always require bucket truck and traffic control) ● Call 811 ‘Call-before-you-Dig’ system
● Installation of any poles including but not limited to Docusign Envelope ID: 34547296-0522-43AA-8381-F980347EE334 12 B0785-0001\3030246v7.doc
○ Standard, 12’ above grade Flock breakaway pole
○ NCHRP 350 or MASH approved pole (as may be required for locations in DOT right of way) ● A Bucket Truck for accessing horizontal/cross-beams and/or height above 14’ ● Special equipment rentals for site access
● Site-specific engineered traffic plans
● Third-party provided traffic control
● State or city-specific specialty contractor licenses or unique attachment/connection requirements ● Custom engineered drawings
● Electrical work requires a licensed electrician.
○ Flock will provide and mount an AC adapter that a qualified electrician can connect to AC power but cannot make any AC connections or boreholes in any material other than dirt, grass, loose gravel (or other non-diggable material).
● Concrete cutting
● Private utility search for privately owned items not included in standard 811 procedures (communication, networking, sprinklers, etc.)
● Upgrades to power sources to ready them for Flock power (additional fuses, switches, breakers, etc.)
● Any fees or costs associated with filing for required city, county, or state permits ● Licensing or attachment agreements with asset / infrastructure owners ● Utility contracts and billing
● Customer requested relocations (see fee schedule)
Standard Implementation
Cost = $350 per camera (one time cost)
Included in scope:

Once designated locations are approved by the customer, as part of the Standard Implementation Service Flock will perform the following:
● An in-person site survey to confirm the installation feasibility of a location (location assessment, solar assessment, visibility review, etc.)
● Confirm that a location is safe for work by following state utility locating procedures. Work with local utilities to prevent service interruptions during the installation ○ Engage 811 ‘Call-before-you-Dig’ system to receive legal dig date ○ Apply approved markings Coordinate with 811 regarding any necessary high-risk dig clearances or required vendor meets ● Each installation may include the following:
○ Installation of camera and solar panel with standard, 12’ above grade Flock breakaway pole Docusign Envelope ID: 34547296-0522-43AA-8381-F980347EE334 13 B0785-0001\3030246v7.doc
○ Installation of camera and AC adapter that a qualified electrician can connect to AC power on a suitable existing pole, no higher than 8-12’
(approval at Flock Safety’s discretion)
■ Flock will provide and mount an AC adapter that a qualified electrician can connect to AC power following our electrical wiring requirements (link). Flock is unable to make any AC connections or boreholes in any material other than dirt, grass, loose gravel (or other non-diggable material).

Electrical work requiring a licensed electrician and associated costs, not included in the scope. ○ Access requiring up to a 14’ A-frame ladder
○ Standard MUTCD traffic control procedures performed by a Flock technician ● Obtain a business license to operate in the City and State of camera location Out of scope:

By default, Flock does not include the following as part of the Standard Implementation Service but can provide a quote for sourcing at an additional cost:
● Use and/or mounting to existing infrastructure.
● NCHRP 350 or MASH approved pole (as may be required for locations in DOT right of way) ● A Bucket Truck for accessing horizontal/cross-beams and/or height above 14’ ● Special equipment rentals for site access
● Site-specific engineered traffic plans
● Third-party provided traffic control
● State or city-specific specialty contractor licenses
● Custom engineered drawings
● Electrical work requires a licensed electrician.
○ Flock will provide and mount an AC adapter that a qualified electrician can connect to AC power but cannot make any AC connections or boreholes in any material other than dirt, grass, loose gravel (or other non-diggable material).
● Concrete cutting
● Private utility search for privately owned items not included in standard 811 procedures (communication, networking, sprinklers, etc.)
● Upgrades to power sources to ready them for Flock power (additional fuses, switches, breakers, etc.)
● Any fees or costs associated with filing for required city, county, or state permits ● Licensing or attachment agreements with asset / infrastructure owners ● Utility contracts and billing
● Customer requested relocations (see fee schedule)
Advanced Implementation
Cost = $1,250 per camera (one time cost)
Docusign Envelope ID: 34547296-0522-43AA-8381-F980347EE334 14 B0785-0001\3030246v7.doc
Included in scope:

Once Designated Locations are confirmed, as part of the Advanced Implementation Service, Flock will perform the following:
● An in-person site survey to confirm the installation feasibility of a location (location assessment, solar assessment, visibility review, etc.)
● Confirm that a location is safe for work by following State utility locating procedures. Work with local utilities to prevent service interruptions during the installation ○ Engage 811 ‘Call-before-you-Dig’ system to receive legal dig date ○ Apply approved markings Coordinate with 811 regarding any necessary high-risk dig clearances or required vendor meets ● Each installation may include the following:
○ Installation of camera and solar panel on a suitable NCHRP 350 or MASH approved pole. ○ Installation of camera and AC adapter that a qualified electrician can connect to AC power. ■ Flock will provide and mount an AC adapter that a qualified electrician can connect to AC power following our electrical wiring requirements (link). Flock cannot make any AC connections or boreholes in any material other than dirt, grass, loose gravel (or other non-diggable material).

Electrical work requiring a licensed electrician and associated costs, not included in the scope. ○ Access requiring up to a 14’ A-frame ladder
○ Standard MUTCD traffic control procedures performed by a Flock technician ● Obtain a business license to operate in the City and State of camera location Out of scope:

By default, Flock does not include the following as part of the Advanced Implementation Service but can optionally provide a quote for sourcing (additional cost):
● Installation on Standard, 12’ above grade Flock breakaway pole or existing infrastructure. ● A Bucket Truck for accessing horizontal/cross-beams and/or height above 14’ ● Special equipment rentals for site access
● Site-specific engineered traffic plans
● Third-party provided traffic control
● State or City-specific specialty contractor licenses
● Custom engineered drawings
● Electrical work requires a licensed electrician. Flock will provide and mount an AC adapter that a qualified electrician can connect to AC power but cannot make any AC connections or boreholes in any material other than dirt, grass, loose gravel (or other non-diggable material). ● Concrete cutting
● Private utility search for privately owned items not included in standard 811 procedures (communication, networking, sprinklers, etc.)
Docusign Envelope ID: 34547296-0522-43AA-8381-F980347EE334 15 B0785-0001\3030246v7.doc
● Upgrades to power sources to ready them for Flock power (additional fuses, switches, breakers, etc.)
● Fees or costs associated with filing for required City, County, or State permits Things to Consider When Selecting Locations
Falcon Cameras
● Use Cases
○ Flock LPRs are designed to capture images of rear license plates aimed in the direction of traffic. ○ Flock LPRs are not designed to capture pedestrians, sidewalks, dumpsters, gates, other areas of non-vehicle traffic, intersections.
● Placement
○ They capture vehicles driving away from an intersection. ○ They cannot point into the middle of an intersection. ○ They should be placed after the intersection to prevent stop and go motion activation or “stop and go” traffic. ● Mounting
○ They can be mounted on existing utility, light, traffic signal poles, or 12 foot Flock poles. **NOTE** Permitting (or permission from pole owner) may be required to use existing infrastructure or install in specific areas, depending on local regulations & policies. ○ They should be mounted one per pole*. If using AC power, they can be mounted 2 per pole. ■ *Cameras need sufficient power. Since a solar panel is required per camera, it can prevent adequate solar power if two cameras and two solar panels are on a single pole (blocking visibility). Therefore if relying on solar power, only one camera can be installed per pole. ● They can be powered with solar panels or direct wire-in AC Power (no outlets). **NOTE** Flock does not provide Electrical services. Once installed, the agency or community must work with an electrician to wire the cameras. Electrician services should be completed within two days of installation to prevent the camera from dying.
● They will require adequate cellular service using AT&T or T-Mobile to be able to process & send images.

Solar Panels
● Solar panels need unobstructed southern-facing views.

Pole
● If a location requires a "DOT Pole” (i.e., Advanced Pole, not Flock standard pole), the implementation cost will be $5,000/camera.

Electrician Handout
Electrician Installation Steps
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1. Run AC cable and conduit to the box according
to NEC Article 300 and any applicable local
codes. The gland accepts ½” conduit.

2. Open the box using hinges.

3. Connect AC Mains per wiring diagram below:
a. Connect AC Neutral wire to the Surge Protector
white Neutral wire using the open position on
the lever nut.
b. Connect AC Line wire to the Surge Protector
black Line wire using the open position on the
lever nut.
c. Connect AC Ground wire to the Surge Protector
green ground wire using the open position on
the lever nut.

4. Verify that both the RED LED is lit on the front of the box

5. Close box and zip tie the box shut with the provided zip tie

6. While still on-site, call Flock, who will remotely verify that power is working correctly:

Southeast Region - (678) 562-8766
West-Region - (804) 607-9213
Central & NE Region - (470) 868-4027
FAQs about AC-Powered Flock Cameras
- What voltage is supported? The AC kit is designed to work with 120VAC infrastructure by default.

A 240VAC version is available on request.
- How much power does this consume? Peak current draw is 1.5 A at 120VAC. The average power draw is roughly 30W in high traffic conditions but maybe lower when fewer vehicles are present.
- Who is responsible for contracting the electrician? The customer is responsible for contracting an electrician. We can help answer questions, but the customer is responsible for identifying and contracting an electrician.
- Who is responsible for maintenance? Flock will handle all maintenance related to Flock’s camera and power equipment. However, any problems with the electrical supply are the customer’s responsibility. The AC junction box has two lights to indicate the presence of power and make it easy for quick diagnosis if there is a problem related to the AC power source.

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- If the camera indicates to Flock that there is a power supply problem, Flock will notify the customer and request that the customer verifies the lights on the AC junction box. If the AC Source light is illuminated, Flock will send a technician to investigate. If the AC source light is not illuminated, the customer should check any GFCI’s or breakers in the supply circuit or call the electrician who installed the power supply.
- How much does it cost? Work required to bring AC power to each location will be different, so exact pricing is unavailable. Primary cost drivers include arrow boards and the distance from the camera location to the AC power source.
- What information do I need to provide my electrician? The Flock deployment plan and these work instructions should be sufficient to secure a quote. It will be helpful if you know the location of the existing power infrastructure before creating the deployment plan. - Can you plug it into my existing power outlet? The Flock AC power adapter does not use a standard outlet plug but must be directly wired into the power mains. While using outlet plugs may be convenient, they can easily be unplugged, presenting a tampering risk to this critical safety infrastructure. The electrician can route power directly to the camera with a direct wire-in connection if an outlet is close to the camera.
- How long does this process typically take? The installation process typically takes 6-8 weeks.

To accelerate the process, be sure to have the electrician perform his work shortly after the Flock technician finishes installing the camera.
- What kind of electrician should I look for? Any licensed electrician should perform this work, though we have found that those who advertise working with landscape lighting are most suited for this work.
- What happens if the electrician damages the equipment? The customer is responsible for contracting the electrician. Any liability associated with this work would be assumed by the customer. If any future work is required at this site due to the electrical infrastructure or the work performed by the electrician would be the responsibility of the customer.
- When should the electrician perform his work? Once Flock installs the camera, you will receive an email alert letting you know that this has been completed. After this, you will need to schedule the electrician to route power to the pole.
- What if my electrician has questions about Flock’s AC Kit? You should share the AC-Power Kit Details packet with the electrician if they have questions. - What if the AC power is on a timer? Sometimes the AC power will be on a timer (like used for exterior lighting). Flock requires that the AC power provided to the camera be constant. The source that the electrician uses must not be on a timing circuit.

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Installation Service Brief Summary
Below outlines the statement of work for the Flock Camera Installation:

What is covered
by Flock
What is NOT covered
by Flock
Special
note
Flock Cameras & Online
Platform
Traffic Control and any
associated costs
Mounting Poles *DOT Approved Pole
cost Electrician & ongoing
electrical costs
AC Power Kit (as
needed)
Engineering Drawings
Solar Panels (as
needed)
Relocation Fees excluding
changes
during
initial
installation
Site Surveys and Call 811
Scheduling
Contractor licensing fees
Installation Labor
Costs
Permit application
processing fees
Customer Support
/ Training
Specialist mounting
equipment
Including,
but not
limited to,
**MASH
poles or
adapters
Cellular Data
Coverage
Bucket trucks
Maintenance Fees
(review Fees
Sheet for more
details)
Loss, theft, damage to
Flock equipment
Data storage for
30 days
Camera downtime due to
power outage
Only
applicable
for ACpowered
cameras
***Field Technician
Maintenance for
Falcon ™ Flex
*if a location requires a "DOT pole" (i.e., not our standard), the implementation cost will be $5,000/camera; This cost is applicable for installations in GA, IL, SC, TN, and CA.

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**MASH poles: Manual for Assessing Safety Hardware (MASH) presents uniform guidelines for crash testing permanent and temporary highway safety features and recommends evaluation criteria to assess test results
***If a camera is lost, stolen, or damaged, a replacement device can purchased discounted price of $800
Permitting: Pre-Install Questionnaire

1. Timeline
○ In Flock Safety’s experience, in-depth permitting requirements can add 2+ months to the installation timeline.
○ The SLA for permit document submission is within 15 days from contract signature date (contract Closed-Won)

2. Right of Way
○ Will any Flock Safety cameras be installed on the city, state, or power company-owned poles or in the city, county, or state Right of Way (RoW)?
■ What is the RoW buffer?
■ Will additional permits or written permission be required from third-party entities (such as DOT, power companies, public works, etc.)?
○ Will any cameras be installed on city-owned traffic signal poles (vertical mass)? ■ If yes, please provide heights/photos to determine if a bucket truck is needed for the installation. ● Note: A bucket truck is required if the height exceeds 15 feet tall.

3. AC Power vs. Solar
○ If AC powered, is there a 120V power source available, and is there access to an electrician who can connect the existing wire to the Flock Safety powered installation kit? (link) ○ If solar-powered, consider the size of the solar panel and potential to impact the visibility of DOT signs/signals:
■ Single Panel: 21.25" x 14" x 2" (Length x Width x Depth) ■ Double Panel: 21.25" x 28" x 2" (LxWxD)

4. Traffic Control & Installation Methods
○ If a bucket truck is required, this typically necessitates an entire lane to be blocked in the direction of travel. Can you provide a patrol car escort, or will full traffic control be required?
■ Note: If traffic control is required, you may incur additional costs due to city/state requirements; Fees will be determined by quotes received.
○ If full traffic control is required (cones, arrowboards, etc.):
■ Will standard plans suffice, or are custom plans needed? Custom plans can double the cost, while standard plans can be pulled from the Manual of Uniform Traffic Control Devices (MUTCD). ■ Will a non-sealed copy of the traffic plan suffice? Or does the traffic plan need to be sealed and/or submitted by a professional engineer?
■ Are there state-specific special versions/variances that must be followed? ○ If a bucket truck is not required, the shoulder or sidewalk should suffice and enable Flock Safety to proceed without traffic control systems in place.

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■ Note: In some states (i.e., arrow boards), sidewalks may require signage. If signage is mandatory, Will your Public Works department be able to assist?

5. Paperwork & Required Forms
○ Flock Safety will need copies of paperwork to complete before proceeding (ex., business license applications, encroachment permit applications). We can save critical time by gathering these documents upfront. We appreciate your assistance in procuring these.

6. Contacts
○ If Flock Safety needs to interface directly with the departments, please share the contact information of the following departments:
■ Permitting
■ Public Works
■ Traffic Department
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*Fee Schedule
Please see Exhibit B
EXHIBIT A-2
CONSULTANT’S GOVERNMENT AGENCY AGREEMENT
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Master Services Agreement
This Master Services Agreement (this “Agreement”) is entered into by and between Flock Group, Inc. with a place of business at 1170 Howell Mill Road NW Suite 210, Atlanta, GA 30318 (“Flock”) and the City of Beverly Hills (“Customer”) (each a “Party,” and together, the “Parties”) effective as of December 1, 2024. :

RECITALS
WHEREAS, Flock offers a software and hardware situational awareness solution through Flock’s technology platform that upon detection is capable of capturing audio, video, image, and recording data and provide notifications to Customer (“Notifications”); WHEREAS, Customer desires access to the Flock Services (defined below) on existing devices, provided by Customer, or Flock provided Flock Hardware (as defined below) in order to create, view, search and archive Footage and receive Notifications, via the Flock Services; WHEREAS, Customer shall have access to the Footage in Flock Services. Pursuant to Flock’s standard Retention Period (defined below) Flock deletes all Footage on a rolling thirty (30) day basis, except as otherwise stated on the Order Form. Customer shall be responsible for extracting, downloading and archiving Footage from the Flock Services on its own storage devices; and

AGREEMENT
NOW, THEREFORE, Flock and Customer agree that this Agreement, and any Order Form, purchase orders, statements of work, product addenda, or the like, attached hereto as exhibits and incorporated by reference, constitute the complete and exclusive statement of the Agreement of the Parties with respect to the subject matter of this Agreement, and replace and supersede all prior agreements, term sheets, purchase orders, correspondence, oral or written communications and negotiations by and between the Parties.

1. DEFINITIONS
Certain capitalized terms, not otherwise defined herein, have the meanings set forth or crossreferenced in this Section 1.

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1.1 “Anonymized Data” means Customer Data permanently stripped of identifying details and any potential personally identifiable information, by commercially available standards which irreversibly alters data in such a way that a data subject (i.e., individual person or entity) can no longer be identified directly or indirectly.

1.2 “Authorized End User(s)” means any individual employees, agents, or contractors of Customer accessing or using the Services, under the rights granted to Customer pursuant to this Agreement.

1.3 “Customer Data” means the data, media and content provided by Customer through the Services. For the avoidance of doubt, the Customer Data will include the Footage.

1.4. “Customer Hardware” means the third-party camera owned or provided by Customer and any other physical elements that interact with the Embedded Software and the Web Interface to provide the Services.

1.5 “Embedded Software” means the Flock proprietary software and/or firmware integrated with or installed on the Flock Hardware or Customer Hardware.

1.6 “Flock Hardware” means the Flock device(s), which may include the pole, clamps, solar panel, installation components, and any other physical elements that interact with the Embedded Software and the Web Interface, to provide the Flock Services as specifically set forth in the applicable product addenda.

1.7 “Flock IP” means the Services, the Embedded Software, and any intellectual property or proprietary information therein or otherwise provided to Customer and/or its Authorized End Users. Flock IP does not include Footage (as defined below).

1.8 “Flock Network End User(s)” means any user of the Flock Services that Customer authorizes access to or receives data from, pursuant to the licenses granted herein.

1.9 “Flock Services” means the provision of Flock’s software and hardware situational awareness solution, via the Web Interface, for automatic license plate detection, alerts, audio detection, searching image records, video and sharing Footage.

1.10 “Footage” means still images, video, audio and other data captured by the Flock Hardware or Customer Hardware in the course of and provided via the Flock Services.

1.11 “Hotlist(s)” means a digital file containing alphanumeric license plate related information pertaining to vehicles of interest, which may include stolen vehicles, stolen vehicle license plates, vehicles owned or associated with wanted or missing person(s), vehicles suspected of being involved with criminal or terrorist activities, and other legitimate law enforcement purposes.

Hotlist also includes, but is not limited to, national data (i.e., NCIC) for similar categories, license plates associated with AMBER Alerts or Missing Persons/Vulnerable Adult Alerts, and includes manually entered license plate information associated with crimes that have occurred in any local jurisdiction.

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1.12 “Installation Services” means the services provided by Flock for installation of Flock Services.

1.13 “Retention Period” means the time period that the Customer Data is stored within the cloud storage, as specified in the Order Form attached as Exhibit E.

1.14 “Vehicle Fingerprint™” means the unique vehicular attributes captured through Services such as: type, make, color, state registration, missing/covered plates, bumper stickers, decals, roof racks, and bike racks.

1.15 “Web Interface” means the website(s) or application(s) through which Customer and its Authorized End Users can access the Services.

2. SERVICES AND SUPPORT

2.1 Provision of Access. Flock hereby grants to Customer a non-exclusive, non-transferable right to access the features and functions of the Flock Services via the Web Interface during the Term, solely for the Authorized End Users. The Footage will be available for Authorized End Users to access and download via the Web Interface for the data retention time defined on the Order Form
(“Retention Period”). Authorized End Users will be required to sign up for an account and select a password and username (“User ID”). Customer shall be responsible for all acts and omissions of Authorized End Users, and any act or omission by an Authorized End User which, including any acts or omissions of Authorized End User which would constitute a breach of this agreement if undertaken by customer. Customer shall undertake reasonable efforts to make all Authorized End Users aware of all applicable provisions of this Agreement and shall cause Authorized End Users to comply with such provisions. Flock may use the services of one or more third parties to deliver any part of the Flock Services, (such as using a third party to host the Web Interface for cloud storage or a cell phone provider for wireless cellular coverage).

2.2 Embedded Software License. Flock grants Customer a limited, non-exclusive, nontransferable, non-sublicensable (except to the Authorized End Users), revocable right to use the Embedded Software as it pertains to Flock Services, solely as necessary for Customer to use the Flock Services.

2.3 Support Services. Flock shall monitor the Flock Services, and any applicable device health, in order to improve performance and functionality. Flock will use commercially reasonable efforts to respond to requests for support within seventy-two (72) hours. Flock will provide Customer with reasonable technical and on-site support and maintenance services in-person, via phone or by email at [email protected] (such services collectively referred to as “Support Services”).

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2.4 Upgrades to Platform. Flock may make any upgrades to system or platform that it deems necessary or useful to (i) maintain or enhance the quality or delivery of Flock’s products or services to its agencies, the competitive strength of, or market for, Flock’s products or services, such platform or system’s cost efficiency or performance, or (ii) to comply with applicable law.

Parties understand that such upgrades are necessary from time to time and will not diminish the quality of the services or materially change any terms or conditions within this Agreement.

2.5 Service Interruption. Services may be interrupted in the event that: (a) Flock’s provision of the Services to Customer or any Authorized End User is prohibited by applicable law; (b) any third-party services required for Services are interrupted; (c) if Flock reasonably believe Services are being used for malicious, unlawful, or otherwise unauthorized use; (d) there is a threat or attack on any of the Flock IP by a third party; or (e) scheduled or emergency maintenance (“Service Interruption”). Flock will make commercially reasonable efforts to provide written notice of any Service Interruption to Customer, to provide updates, and to resume providing access to Flock Services as soon as reasonably possible after the event giving rise to the Service Interruption is cured. Flock will have no liability for any damage, liabilities, losses (including any loss of data or profits), or any other consequences that Customer or any Authorized End User may incur as a result of a Service Interruption. To the extent that the Service Interruption is not caused by Customer’s direct actions or by the actions of parties associated with the Customer, the time will be tolled by the duration of the Service Interruption (for any continuous suspension lasting at least one full day). For example, in the event of a Service Interruption lasting five (5) continuous days, Customer will receive a credit for five (5) free days at the end of the Term.

2.6 Service Suspension. Flock may temporarily suspend Customer’s and any Authorized End User’s access to any portion or all of the Flock IP or Flock Service if (a) there is a threat or attack on any of the Flock IP by Customer; (b) Customer’s or any Authorized End User’s use of the Flock IP disrupts or poses a security risk to the Flock IP or any other customer or vendor of Flock; (c) Customer or any Authorized End User is/are using the Flock IP for fraudulent or illegal activities; (d) Customer has violated any term of this provision, including, but not limited to, utilizing Flock Services for anything other than the Permitted Purpose; or (e) any unauthorized access to Flock Services through Customer’s account (“Service Suspension”). Customer shall not be entitled to any remedy for the Service Suspension period, including any reimbursement, tolling, or credit. If the Service Suspension was not caused by Customer, the Term will be tolled by the duration of the Service Suspension.

2.7 Hazardous Conditions. Flock Services do not contemplate hazardous materials, or other hazardous conditions, including, without limit, asbestos, lead, toxic or flammable substances. In the event any such hazardous materials are discovered in the designated locations in which Docusign Envelope ID: 34547296-0522-43AA-8381-F980347EE334 26 B0785-0001\3030246v7.doc
Flock is to perform services under this Agreement, Flock shall have the right to cease work immediately.

3. CUSTOMER OBLIGATIONS

3.1 Customer Obligations. Flock will assist Customer Authorized End Users in the creation of a User ID. Authorized End Users agree to provide Flock with accurate, complete, and updated registration information. Authorized End Users may not select as their User ID, a name that they do not have the right to use, or any other name with the intent of impersonation. Customer and Authorized End Users may not transfer their account to anyone else without prior written permission of Flock. Authorized End Users shall not share their account username or password information and must protect the security of the username and password. Unless otherwise stated and defined in this Agreement, Customer shall not designate Authorized End Users for persons who are not officers, employees, or agents of Customer. Authorized End Users shall only use Customer-issued email addresses for the creation of their User ID. Customer is responsible for any Authorized End User activity associated with its account. Customer shall ensure that Customer provides Flock with up to date contact information at all times during the Term of this agreement. Customer shall be responsible for obtaining and maintaining any equipment and ancillary services needed to connect to, access or otherwise use the Flock Services. Customer shall (at its own expense) provide Flock with reasonable access and use of Customer facilities and Customer personnel in order to enable Flock to perform Services (such obligations of Customer are collectively defined as “Customer Obligations”).

3.2 Customer Representations and Warranties. Customer represents, covenants, and warrants that Customer shall use Flock Services only in compliance with this Agreement and all applicable laws and regulations, including but not limited to any laws relating to the recording or sharing of data, video, photo, or audio content.

4. DATA USE AND LICENSING

4.1 Customer Data. As between Flock and Customer, all right, title and interest in the Customer Data, belong to and are retained solely by Customer. Customer hereby grants to Flock a limited, non-exclusive, royalty-free, irrevocable, worldwide license to use the Customer Data and perform all acts as may be necessary for Flock to provide the Flock Services to Customer. Flock does not own and shall not sell Customer Data.

4.2 Customer Generated Data. Flock may provide Customer with the opportunity to post, upload, display, publish, distribute, transmit, broadcast, or otherwise make available, messages, text, illustrations, files, images, graphics, photos, comments, sounds, music, videos, information, content, ratings, reviews, data, questions, suggestions, or other information or materials produced by Customer (“Customer Generated Data”). Customer shall retain whatever legally cognizable right, title, and interest in Customer Generated Data. Customer understands and Docusign Envelope ID: 34547296-0522-43AA-8381-F980347EE334 27 B0785-0001\3030246v7.doc
acknowledges that Flock has no obligation to monitor or enforce Customer’s intellectual property rights of Customer Generated Data. Customer grants Flock a non-exclusive, irrevocable, worldwide, royalty-free, license to use the Customer Generated Data for the purpose of providing Flock Services. Flock does not own and shall not sell Customer Generated Data.

4.3 Anonymized Data. Flock shall have the right to collect, analyze, and anonymize Customer Data and Customer Generated Data to the extent such anonymization renders the data nonidentifiable to create Anonymized Data to use and perform the Services and related systems and technologies, including the training of machine learning algorithms. Customer hereby grants Flock a non-exclusive, worldwide, perpetual, royalty-free right to use and distribute such Anonymized Data to improve and enhance the Services and for other development, diagnostic and corrective purposes, and other Flock offerings. Parties understand that the aforementioned license is required for continuity of Services. Flock does not own and shall not sell Anonymized Data.

5. CONFIDENTIALITY; DISCLOSURES

5.1 Confidentiality. To the extent required by any applicable public records requests, each Party (the “Receiving Party”) understands that the other Party (the “Disclosing Party”) has disclosed or may disclose business, technical or financial information relating to the Disclosing Party’s business (hereinafter referred to as “Proprietary Information” of the Disclosing Party).

Proprietary Information of Flock includes non-public information regarding features, functionality and performance of the Services. Proprietary Information of Customer includes non-public data provided by Customer to Flock or collected by Flock via Flock Services, which includes but is not limited to geolocation information and environmental data collected by sensors. The Receiving Party agrees: (i) to take the same security precautions to protect against disclosure or unauthorized use of such Proprietary Information that the Party takes with its own proprietary information, but in no event less than commercially reasonable precautions, and (ii) not to use (except in performance of the Services or as otherwise permitted herein) or divulge to any third person any such Proprietary Information. The Disclosing Party agrees that the foregoing shall not apply with respect to any information that the Receiving Party can document (a) is or becomes generally available to the public; or (b) was in its possession or known by it prior to receipt from the Disclosing Party; or (c) was rightfully disclosed to it without restriction by a third party; or (d) was independently developed without use of any Proprietary Information of the Disclosing Party. Nothing in this Agreement will prevent the Receiving Party from (a) disclosing the Proprietary Information pursuant to any judicial or governmental order, provided that the Receiving Party gives the Disclosing Party reasonable prior notice of such disclosure to contest such order, or (b) disclosing the Proprietary Information in accordance with the California Public Docusign Envelope ID: 34547296-0522-43AA-8381-F980347EE334 28 B0785-0001\3030246v7.doc
Records Act. At the termination of this Agreement, all Proprietary Information will be returned to the originating Party, destroyed or erased (if recorded on an erasable storage medium), together with any copies thereof, when no longer needed for the purposes above, or upon request from the originating Party, and in any case upon termination of the Agreement. Notwithstanding any termination, all confidentiality obligations of Proprietary Information that is trade secret shall continue in perpetuity or until such information is no longer trade secret.

5.2 Usage Restrictions on Flock IP. Flock and its licensors retain all right, title and interest in and to the Flock IP and its components, and Customer acknowledges that it neither owns nor acquires any additional rights in and to the foregoing not expressly granted by this Agreement.

Customer further acknowledges that Flock retains the right to use the foregoing for any purpose in
Flock’s sole discretion. Customer and Authorized End Users shall not: (i) copy or duplicate any of the Flock IP; (ii) decompile, disassemble, reverse engineer, or otherwise attempt to obtain or perceive the source code from which any software component of any of the Flock IP is compiled or interpreted, or apply any other process or procedure to derive the source code of any software included in the Flock IP; (iii) attempt to modify, alter, tamper with or repair any of the Flock IP, or attempt to create any derivative product from any of the foregoing; (iv) interfere or attempt to interfere in any manner with the functionality or proper working of any of the Flock IP; (v) remove, obscure, or alter any notice of any intellectual property or proprietary right appearing on or contained within the Flock Services or Flock IP; (vi) use the Flock Services for anything other than the Permitted Purpose; or (vii) assign, sublicense, sell, resell, lease, rent, or otherwise transfer, convey, pledge as security, or otherwise encumber, Customer’s rights. There are no implied rights.

5.3 Disclosure of Footage. Subject to and during the Retention Period, Flock may access, use, preserve and/or disclose the Footage to law enforcement authorities, government officials, and/or third parties, if legally required to do so or if Flock has a good faith belief that such access, use, preservation or disclosure is reasonably necessary to comply with a legal process, enforce this Agreement, or detect, prevent or otherwise address security, privacy, fraud or technical issues, or emergency situations.

6. PAYMENT OF FEES

6.1 Billing and Payment of Fees. Customer shall pay the fees set forth in the applicable Order Form, attached as Exhibit E, based on the billing structure and payment terms as indicated in the Order Form. If Customer believes that Flock has billed Customer incorrectly, Customer must contact Flock no later than sixty (60) days after the closing date on the first invoice in which the error or problem appeared to receive an adjustment or credit. Customer acknowledges and Docusign Envelope ID: 34547296-0522-43AA-8381-F980347EE334 29 B0785-0001\3030246v7.doc
agrees that a failure to contact Flock within this period will serve as a waiver of any claim. If any undisputed fee is more than sixty (60) days overdue, Flock may, without limiting its other rights and remedies, suspend delivery of its service until such undisputed invoice is paid in full. Flock shall provide at least
thirty (30) days’ prior written notice to Customer of the payment delinquency before exercising any suspension right.

6.2 Notice of Changes to Fees. Flock will lock in legacy rates, as defined in Exhibit B, for the Initial Term. Flock reserves the right to change other rates by a maximum of five percent (5%) on January 1 of each year beginning with January 1, 2026. 6.3 Taxes. Customer is responsible for all taxes, levies, or duties, excluding only taxes based on Flock’s net income, imposed by taxing authorities associated with the order. If Flock has the legal obligation to pay or collect taxes, including amount subsequently assessed by a taxing authority, for which Customer is responsible, the appropriate amount shall be invoiced to and paid by Customer unless Customer provides Flock a legally sufficient tax exemption certificate and
Flock shall not charge customer any taxes from which it is exempt. If any deduction or withholding is required by law, Customer shall notify Flock and shall pay Flock any additional amounts necessary to ensure that the net amount that Flock receives, after any deduction and withholding, equals the amount Flock would have received if no deduction or withholding had been required.

7. [intentionally left blank]

8. REMEDY FOR DEFECT; WARRANTY AND DISCLAIMER

8.1 Manufacturer Defect. Upon a malfunction or failure of Flock Hardware or Embedded Software (a “Defect”), Customer must notify Flock’s technical support team. In the event of a Defect, Flock shall make a commercially reasonable attempt to repair or replace the defective Flock Hardware at no additional cost to the Customer. Flock reserves the right, in its sole discretion, to repair or replace such Defect, provided that Flock shall conduct inspection or testing within a commercially reasonable time, but no longer than seven (7) business days after Customer gives notice to Flock.

8.2 Replacements. In the event that Flock Hardware is lost, stolen, or damaged, Customer may request a replacement of Flock Hardware at a fee according to the reinstall fee schedule (https://www.flocksafety.com/reinstall-fee-schedule). In the event that Customer chooses not to replace lost, damaged, or stolen Flock Hardware, Customer understands and agrees that (1) Docusign Envelope ID: 34547296-0522-43AA-8381-F980347EE334 30 B0785-0001\3030246v7.doc
Flock Services will be materially affected, and (2) that Flock shall have no liability to Customer regarding such affected Flock Services, nor shall Customer receive a refund for the lost, damaged, or stolen Flock Hardware.

8.3 Warranty. Flock shall use reasonable efforts consistent with prevailing industry standards to maintain the Services in a manner which minimizes errors and interruptions in the Services and shall perform the Installation Services in a professional and workmanlike manner. Services may be temporarily unavailable for scheduled maintenance or for unscheduled emergency maintenance, either by Flock or by third-party providers, or because of other causes beyond Flock’s reasonable control, but Flock shall use reasonable efforts to provide advance notice in writing or by e-mail of any scheduled service disruption.

8.4 Disclaimer. THE REMEDY DESCRIBED IN SECTION 8.1 ABOVE IS CUSTOMER’S SOLE REMEDY, AND FLOCK’S SOLE LIABILITY, WITH RESPECT TO DEFECTS.

FLOCK DOES NOT WARRANT THAT THE SERVICES WILL BE UNINTERRUPTED OR ERROR FREE; NOR DOES IT MAKE ANY WARRANTY AS TO THE RESULTS THAT MAY BE OBTAINED FROM USE OF THE SERVICES. EXCEPT AS EXPRESSLY SET FORTH IN THIS SECTION, THE SERVICES ARE PROVIDED “AS IS” AND FLOCK DISCLAIMS

ALL WARRANTIES, EXPRESS OR IMPLIED, INCLUDING, BUT NOT

LIMITED TO, IMPLIED WARRANTIES OF MERCHANTABILITY AND FITNESS FOR A PARTICULAR PURPOSE AND NON-INFRINGEMENT. THIS DISCLAIMER ONLY APPLIES TO

THE EXTENT ALLOWED BY THE GOVERNING LAW OF THE STATE MENTIONED IN SECTION 11.6.

8.5 8.6 Force Majeure. Parties are not responsible or liable for any delays or failures in performance from any cause beyond their control, including, but not limited to acts of God, changes to law or regulations, embargoes, war, terrorist acts, pandemics (including the spread of variants), issues of national security, acts or omissions of third-party technology providers, riots, fires, earthquakes, floods, power blackouts, strikes, supply chain shortages of equipment or supplies, financial institution crisis, weather conditions or acts of hackers, internet service providers or any other third party acts or omissions.

9. LIMITATION OF LIABILITY; INDEMNITY

9.1 Limitation of Liability. NOTWITHSTANDING ANYTHING TO THE CONTRARY,

FLOCK, ITS OFFICERS, AFFILIATES, REPRESENTATIVES, CONTRACTORS AND

EMPLOYEES SHALL NOT BE RESPONSIBLE OR LIABLE WITH RESPECT TO ANY

SUBJECT MATTER OF THIS AGREEMENT OR TERMS AND CONDITIONS RELATED

THERETO UNDER ANY CONTRACT, NEGLIGENCE, STRICT LIABILITY, PRODUCT Docusign Envelope ID: 34547296-0522-43AA-8381-F980347EE334 31 B0785-0001\3030246v7.doc
LIABILITY, OR OTHER THEORY: (A) FOR LOSS OF REVENUE, BUSINESS OR BUSINESS INTERRUPTION; (B) INCOMPLETE, CORRUPT, OR INACCURATE DATA; (C) COST OF PROCUREMENT OF SUBSTITUTE GOODS, SERVICES OR TECHNOLOGY; (D)

FOR ANY INDIRECT, EXEMPLARY, INCIDENTAL, SPECIAL OR CONSEQUENTIAL DAMAGES; (E) FOR ANY MATTER BEYOND FLOCK’S ACTUAL KNOWLEDGE OR

REASONABLE CONTROL INCLUDING REPEAT CRIMINAL ACTIVITY OR INABILITY TO CAPTURE FOOTAGE; OR (F) FOR ANY AMOUNTS THAT, TOGETHER WITH

AMOUNTS ASSOCIATED WITH ALL OTHER CLAIMS, EXCEED THE FEES PAID

AND/OR PAYABLE BY CUSTOMER TO FLOCK FOR THE SERVICES UNDER THIS AGREEMENT IN THE TWELVE (12) MONTHS PRIOR TO THE ACT OR OMISSION THAT

GAVE RISE TO THE LIABILITY, IN EACH CASE, WHETHER OR NOT FLOCK HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES. THIS LIMITATION OF LIABILITY

OF SECTION ONLY APPLIES TO THE EXTENT ALLOWED BY THE GOVERNING LAW OF THE STATE REFERENCED IN SECTION 10.6.

NOTWITHSTANDING ANYTHING TO THE CONTRARY, THE FOREGOING

LIMITATIONS OF LIABILITY SHALL NOT APPLY (I) IN THE EVENT OF GROSS NEGLIGENCE OR WILLFUL MISCONDUCT, OR (II) INDEMNIFICATION OBLIGATIONS.

9.2 Responsibility. Each Party to this Agreement shall assume the responsibility and liability for the acts and omissions of its own employees, officers, or agents, in connection with the performance of their official duties under this Agreement. Each Party to this Agreement shall be liable for the torts of its own officers, agents, or employees.

9.3 Flock Indemnity. Flock shall indemnify and hold harmless Customer, its agents and employees, from liability of any kind, including claims, costs (including defense) and expenses, on account of: (i) any copyrighted material, patented or unpatented invention, articles, device or appliance manufactured or used in the performance of this Agreement; or (ii) any damage or injury to property or person directly caused by Flock’s installation of Flock Hardware, except for where such damage or injury was caused solely by the negligence of the Customer or its agents, officers or employees. Flock’s performance of this indemnity obligation shall not exceed the fees paid and/or payable for the services rendered under this Agreement in the preceding twelve (12) months.

10. INSTALLATION SERVICES AND OBLIGATIONS

10.1 Ownership of Hardware. Flock Hardware is owned and shall remain the exclusive property of Flock. Title to any Flock Hardware shall not pass to Customer upon execution of this Agreement, except as otherwise specifically set forth in this Agreement. Except as otherwise expressly stated in this Agreement, Customer is not permitted to remove, reposition, re-install, tamper with, alter, adjust or otherwise take possession or control of Flock Hardware. Customer Docusign Envelope ID: 34547296-0522-43AA-8381-F980347EE334 32 B0785-0001\3030246v7.doc
agrees and understands that in the event Customer is found to engage in any of the foregoing restricted actions, all warranties herein shall be null and void, and this Agreement shall be subject to immediate termination for material breach by Customer. Customer shall not perform any acts which would interfere with the retention of title of the Flock Hardware by Flock. Should Customer default on any payment of the Flock Services, Flock may remove Flock Hardware at Flock’s discretion. Such removal, if made by Flock, shall not be deemed a waiver of Flock’s rights to any damages Flock may sustain as a result of Customer’s default and Flock shall have the right to enforce any other legal remedy or right.

10.2 Deployment Plan. Flock shall advise Customer on the location and positioning of the Flock Hardware for optimal product functionality, as conditions and locations allow. Flock will collaborate with Customer to design the strategic geographic mapping of the location(s) and implementation of Flock Hardware to create a deployment plan (“Deployment Plan”). In the event that Flock determines that Flock Hardware will not achieve optimal functionality at a designated location, Flock shall have final discretion to veto a specific location, and will provide alternative options to Customer.

10.3 Changes to Deployment Plan. After installation of Flock Hardware, any subsequent requested changes to the Deployment Plan, including, but not limited to, relocating, repositioning, adjusting of the mounting, removing foliage, replacement, changes to heights of poles will incur a fee according to the reinstall fee schedule located at (https://www.flocksafety.com/reinstall-fee-schedule). Customer will receive prior notice and confirm approval of any such fees.

10.4 Customer Installation Obligations. Customer is responsible for any applicable supplementary cost as described in the Customer Implementation Guide, attached hereto as Exhibit A-1 (“Customer Obligations”). Customer represents and warrants that it has, or shall lawfully obtain, all necessary right title and authority and hereby authorizes Flock to install the Flock Hardware at the designated locations and to make any necessary inspections or maintenance in connection with such installation.

10.5 Flock’s Obligations. Installation of any Flock Hardware shall be installed in a professional manner within a commercially reasonable time from the Effective Date of this Agreement. Upon removal of Flock Hardware, Flock shall restore the location to its original condition, ordinary wear and tear excepted. Flock will continue to monitor the performance of Flock Hardware for the length of the Term. Flock may use a subcontractor or third party to perform certain obligations under this agreement, provided that Flock’s use of such subcontractor or third party shall not release Flock from any duty or liability to fulfill Flock’s obligations under this Agreement.

Docusign Envelope ID: 34547296-0522-43AA-8381-F980347EE334 33 B0785-0001\3030246v7.doc

11. MISCELLANEOUS

11.1 Compliance With Laws. Parties shall comply with all applicable local, state and federal laws, regulations, policies and ordinances and their associated record retention schedules, including responding to any subpoena request(s).

11.2 Severability. If any provision of this Agreement is found to be unenforceable or invalid, that provision will be limited or eliminated to the minimum extent necessary so that this Agreement will otherwise remain in full force and effect.

11.3 Assignment. This Agreement is not assignable, transferable or sublicensable by either Party, without prior consent. Notwithstanding the foregoing, either Party may assign this Agreement, without the other Party's consent, (i) to any parent, subsidiary, or affiliate entity, or (ii) to any purchaser of all or substantially all of such Party's assets or to any successor by way of merger, consolidation or similar transaction.

11.4 Entire Agreement. This Agreement, together with the Order Form(s), the reinstall fee schedule (https://www.flocksafety.com/reinstall-fee-schedule), and any attached exhibits are the complete and exclusive statement of the mutual understanding of the Parties and supersedes and cancels all previous or contemporaneous negotiations, discussions or agreements, whether written or oral, communications and other understandings relating to the subject matter of this Agreement, and that all waivers and modifications must be in a writing signed by both Parties, except as otherwise provided herein. None of Customer’s purchase orders, authorizations or similar documents will alter the terms of this Agreement, and any such conflicting terms are expressly rejected. Any mutually agreed upon future purchase order is subject to these legal terms and does not alter the rights and obligations under this Agreement, except that future purchase orders may outline additional products, services, quantities and billing terms to be mutually accepted by Parties. In the event of any conflict of terms found in this Agreement or any other terms and conditions, the terms of this Agreement shall prevail. Customer agrees that Customer’s purchase is neither contingent upon the delivery of any future functionality or features nor dependent upon any oral or written comments made by Flock with respect to future functionality or feature.

11.5 Relationship. No agency, partnership, joint venture, or employment is created as a result of this Agreement and Parties do not have any authority of any kind to bind each other in any respect whatsoever. Flock shall at all times be and act as an independent contractor to Customer.

11.6 Governing Law; Venue. This Agreement shall be governed by the laws of the state in which the Customer is located. The Parties hereto agree that venue would be proper in the chosen courts of the State of which the Customer is located. The Parties agree that the United Nations Convention for the International Sale of Goods is excluded in its entirety from this Agreement.

Docusign Envelope ID: 34547296-0522-43AA-8381-F980347EE334 34 B0785-0001\3030246v7.doc

11.7 Special Terms. Flock may offer certain special terms which are indicated in the proposal and will become part of this Agreement, upon Customer’s prior written consent and the mutual execution by authorized representatives (“Special Terms”). To the extent that any terms of this Agreement are inconsistent or conflict with the Special Terms, the Special Terms shall control.

11.8 Feedback. If Customer or Authorized End User provides any suggestions, ideas, enhancement requests, feedback, recommendations or other information relating to the subject matter hereunder, Agency or Authorized End User hereby assigns to Flock all right, title and interest (including intellectual property rights) with respect to or resulting from any of the foregoing.

11.9 Export. Customer may not remove or export from the United States or allow the export or re-export of the Flock IP or anything related thereto, or any direct product thereof in violation of any restrictions, laws or regulations of the United States Department of Commerce, the United States Department of Treasury Office of Foreign Assets Control, or any other United States or foreign Customer or authority. As defined in Federal Acquisition Regulation (“FAR”), section

2.101, the Services, the Flock Hardware and Documentation are “commercial items” and according to the Department of Defense Federal Acquisition Regulation (“DFAR”) section 252.2277014(a)(1) and are deemed to be “commercial computer software” and “commercial computer software documentation.” Flock is compliant with FAR Section 889 and does not contract or do business with, use any equipment, system, or service that uses the enumerated banned Chinese telecommunication companies, equipment or services as a substantial or essential component of any system, or as critical technology as part of any Flock system.

Consistent with DFAR section 227.7202 and FAR section 12.212, any use, modification, reproduction, release, performance, display, or disclosure of such commercial software or commercial software documentation by the U.S. Government will be governed solely by the terms of this Agreement and will be prohibited except to the extent expressly permitted by the terms of this Agreement.

11.10 Headings. The headings are merely for organization and should not be construed as adding meaning to the Agreement or interpreting the associated sections.

11.11 Authority. Each of the below signers of this Agreement represent that they understand this Agreement and have the authority to sign on behalf of and bind the Parties they are representing.

11.12 Notices. All notices under this Agreement will be in writing and will be deemed to have been duly given when received, if personally delivered; when receipt is electronically confirmed, if transmitted by email; the day after it is sent, if sent for next day delivery by recognized overnight delivery service; and upon receipt to the address listed below, if sent by certified or registered mail, return receipt requested.

Docusign Envelope ID: 34547296-0522-43AA-8381-F980347EE334 35 B0785-0001\3030246v7.doc

11.13 Non-Appropriation. Notwithstanding any other provision of this Agreement, all obligations of the Customer under this Agreement which require the expenditure of funds are conditioned on the availability of funds appropriated for that purpose. Customer shall have the right to terminate this Agreement for non -appropriation with thirty (30) days written notice without penalty or other cost.

FLOCK NOTICES ADDRESS:
1170 HOWELL MILL ROAD, NW SUITE 210
ATLANTA, GA 30318
ATTN: LEGAL DEPARTMENT
EMAIL: [email protected]
Customer NOTICES ADDRESS:

ADDRESS:
455 N. Rexford Drive
ATTN: DAVID SCHIRMER, Chief Information officer
EMAIL: [email protected]
Docusign Envelope ID: 34547296-0522-43AA-8381-F980347EE334 36 B0785-0001\3030246v7.doc

EXHIBIT B

SCHEDULE OF PAYMENT AND RATES
CITY shall pay CONSULTANT for the satisfactory performance of the work described in Exhibit A in an amount not to exceed three hundred eighty thousand annually. Legacy rates and quantities for existing products and services that shall be in effect for the Intial Term of this Agreement:
 50 Falcon Sensors @ $2500 each ($125,000 annually)
 9 Falcon Highway Sensors at $5000 each ($45,000 annually) Additional products and services will be billed at the then prevailing rate currently set at:

Product Table
All fees are per reinstall or required visit (in the case that a reinstall is attempted but not completed) and include labor and materials.

Flock reserves the right to change rates, other than legacy rates described above, by a maximum of five Percent (5%) on January 1 of each year beginning with January 1, 2026.
● Camera relocation
Existing infrastructure (non-AC powered) | $350
○ Flock pole (non-AC powered) | $750
○ Advanced pole (non-AC powered) | $5000
● Replacements
Camera only as a result of vandalism, theft, or damage | $800 Docusign Envelope ID: 34547296-0522-43AA-8381-F980347EE334 37 B0785-0001\3030246v7.doc
○ Pole replacement only as a result of vandalism, theft, or damage ■ Flock pole | $500
■ Advanced pole | $5000
○ Full replacement as a result of vandalism, theft, or damage ■ Flock pole, camera, and solar (non-AC Powered) | $1300 ■ Advanced pole, camera, and solar (non-AC Powered) | $5800 ● Trip charge | $350 ○ Examples:
■ Angle adjustment (elective)
■ Install additional Flock signage
 Miscellaneous
o Extended one-year retention | $300 annually
o Advanced software package | $1000 annually
New products purchased will be at current market rate at the time of purchase.

Upon the effective date of this Agreement, all previously executed agreements between the parties shall be superseded.

Upon execution of this Agreement, any future purchase orders mutually accepted by parties shall be subject to the terms and conditions agreed upon here and within. Customer shall pay the fees set forth in the applicable Order Form, attached as Exhibit E, Customer of shall be billed upon the last validation of Flock Services for the last piece of equipment specified in the Order Form, attached as Exhibit E.

Docusign Envelope ID: 34547296-0522-43AA-8381-F980347EE334 38 B0785-0001\3030246v7.doc

EXHIBIT C

INSURANCE

Required Coverage. Flock shall procure and maintain for the duration of this Agreement insurance against claims for injuries to persons or damages to property that may arise from or in connection with the performance of the services under this Agreement and the results of that work by Flock or its agents, representatives, employees or subcontractors. Insurance shall be placed with insurers with a current A. M. Best rating of no less than “A” and “VII”. Flock shall obtain and, during the term of this Agreement, shall maintain policies of professional liability (errors and omissions), automobile liability, and general liability insurance for insurable amounts of not less than the limits listed herein. The insurance policies shall provide that the policies shall remain in full force during the life of the Agreement. Flock shall procure and shall maintain during the life of this Agreement Worker's Compensation insurance as required by applicable State law for all Flock employees.

Types and Amounts Required. Flock shall maintain, at minimum, the following insurance coverage for the duration of this Agreement:
(i) Commercial General Liability insurance written on an occurrence basis with minimum limits of Two Million Dollars ($2,000,000) per claim and Two Million Dollars ($2,000,000) in the aggregate for bodily injury, death, and property damage, including personal injury, contractual liability, independent contractors, broad-form property damage, and product and completed operations coverage;
(ii) Professional Liability/Errors and Omissions insurance with minimum limits of Two Million Dollars ($2,000,000) per occurrence and Two Million Dollars ($2,000,000) in the aggregate;
(iii) Commercial Automobile Liability insurance with a minimum combined single limit of One Million Dollars ($1,000,000) per occurrence for bodily injury, death, and property coverage, including owned and non-owned and hired automobile coverage; and (iv) Cyber Liability insurance written on an occurrence basis with minimum limits of Two Million Dollars ($2,000,000).

Docusign Envelope ID: 34547296-0522-43AA-8381-F980347EE334 B0785-0001\3030246v7.doc

EXHIBIT D

CERTIFICATE OF INSURANCE
This is to certify that the following endorsement is part of the policy(ies) described below:

NAMED INSURED COMPANIES AFFORDING COVERAGE
A.

B.

ADDRESS C.

COMPANY
(A. B. C.) COVERAGE
POLICY
NUMBER

EXPIRATION
DATE
B.I. LIMITS
P.D.

AGGREGATE
AUTOMOBILE LIABILITY
GENERAL LIABILITY
PRODUCTS/COMPLETED

OPERATIONS
BLANKET CONTRACTUAL
CONTRACTOR'S PROTECTIVE
PERSONAL INJURY
EXCESS LIABILITY
WORKERS' COMPENSATION
It is hereby understood and agreed that the City of Beverly Hills, its City Council and each member thereof and every officer and employee of the City shall be named as joint and several assureds with respect to claims arising out of the following project or agreement:

It is further agreed that the following indemnity agreement between the City of Beverly Hills and the named insured is covered under the policy:

Contractor agrees to indemnify, hold harmless and defend City, its City Council and each member thereof and every officer and employee of City from any and all liability or financial loss resulting from any suits, claims, losses or actions brought against and from all costs and expenses of litigation brought against City, its City Council and each member thereof and any officer or employee of City which results directly or indirectly from the wrongful or negligent actions of Contractor's officers, employees, agents or others employed by Contractor while engaged by Contractor in the (performance of this agreement) construction of this project.

It is further agreed that the inclusion of more than one assured shall not operate to increase the limit of the company's liability and that insurer waives any right of contribution with insurance which may be available to the City of Beverly Hills.

In the event of cancellation or material change in the above coverage, the company will give 30 days written notice of cancellation or material change to the certificate holder.

Except to certify that the policy(ies) described above have the above endorsement attached, this certificate or verification of insurance is not an insurance policy and does not amend, extend or alter the coverage afforded by the policies listed herein. Notwithstanding any requirement, term, or condition of any contract or other document with respect to which this certificate or verification of insurance may be issued or may pertain, the insurance afforded by the policies described herein is subject to all the terms, exclusions and conditions of such policies.

DATE: BY:

Authorized Insurance Representative
TITLE:

AGENCY: ADDRESS:

RM02.DOC REVISED 10/14/96.

Docusign Envelope ID: 34547296-0522-43AA-8381-F980347EE334 Certificate Of Completion
Envelope Id: 34547296-0522-43AA-8381-F980347EE334 Status: Sent Subject: Please DocuSign CLEAN FINAL Agreement - FLOCK GROUP INC. D.B.A. FLOCK SAFETY.pdf Source Envelope:

Document Pages: 39 Signatures: 8 Envelope Originator:

Certificate Pages: 4 Initials: 0 Shani Parker
AutoNav: Enabled
EnvelopeId Stamping: Enabled
Time Zone: (UTC-08:00) Pacific Time (US & Canada)
455 N. Rexford Drive
Beverly Hills, CA 90210
[email protected]
IP Address: 208.87.235.180
Record Tracking
Status: Original
2/11/2025 11:33:29 AM
Holder: Shani Parker
[email protected]
Location: DocuSign
Signer Events Signature Timestamp
Larry Wiener
[email protected]
Security Level: Email, Account Authentication
(None)
Signature Adoption: Pre-selected Style
Using IP Address: 69.75.7.194
Sent: 2/11/2025 11:48:35 AM
Viewed: 2/11/2025 11:50:42 AM
Signed: 2/11/2025 11:50:49 AM
Electronic Record and Signature Disclosure:

Not Offered via Docusign
David Schirmer
[email protected]
cio
Security Level: Email, Account Authentication
(None) Signature Adoption: Pre-selected Style
Using IP Address: 198.245.189.165
Sent: 2/11/2025 11:50:53 AM
Viewed: 2/11/2025 1:26:05 PM
Signed: 2/11/2025 1:26:17 PM
Electronic Record and Signature Disclosure:

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Mark Stainbrook
[email protected]
Chief
Beverly Hills Police Department
Security Level: Email, Account Authentication
(None)
Signature Adoption: Pre-selected Style
Using IP Address: 24.120.55.1
Sent: 2/11/2025 1:26:20 PM
Resent: 2/13/2025 8:54:39 AM
Viewed: 2/13/2025 9:52:32 AM
Signed: 2/13/2025 9:52:45 AM
Electronic Record and Signature Disclosure:

Not Offered via Docusign
Sharon L'Heureux Dressel
[email protected]
Risk Manager
Sharon Dressel
Security Level: Email, Account Authentication
(None)
Signature Adoption: Pre-selected Style
Using IP Address: 198.245.189.166
Sent: 2/13/2025 9:52:49 AM
Viewed: 2/14/2025 8:50:18 AM
Signed: 2/14/2025 8:50:30 AM
Electronic Record and Signature Disclosure:

Not Offered via Docusign
Signer Events Signature Timestamp
Anthony Rodstein
[email protected]
Purchasing Services Manager
City of Beverly Hills (Finance Department)
Security Level: Email, Account Authentication
(None)
Signature Adoption: Pre-selected Style
Using IP Address: 198.245.189.181
Sent: 2/14/2025 8:50:33 AM
Viewed: 2/18/2025 9:32:39 AM
Signed: 2/18/2025 9:32:43 AM
Electronic Record and Signature Disclosure:

Not Offered via Docusign
Nancy Hunt Coffey
[email protected]
City Manager
Security Level: Email, Account Authentication
(None) Signature Adoption: Pre-selected Style
Using IP Address: 192.5.3.140
Signed using mobile
Sent: 2/18/2025 9:32:46 AM
Resent: 2/20/2025 1:45:43 PM
Viewed: 2/20/2025 2:52:53 PM
Signed: 2/24/2025 10:18:47 AM
Electronic Record and Signature Disclosure:

Not Offered via Docusign
Garrett Langley
[email protected]
Security Level: Email, Account Authentication
(None)
Signature Adoption: Pre-selected Style
Using IP Address: 108.252.213.194
Sent: 2/24/2025 10:18:51 AM
Viewed: 2/24/2025 10:21:37 AM
Signed: 2/24/2025 10:21:45 AM
Electronic Record and Signature Disclosure:

Not Offered via Docusign
Mark Smith
[email protected]
General Counsel
Flock Group Inc
Security Level: Email, Account Authentication
(None)
Signature Adoption: Pre-selected Style
Using IP Address: 99.129.208.235
Sent: 2/24/2025 10:21:47 AM
Viewed: 2/24/2025 10:31:44 AM
Signed: 2/25/2025 1:50:25 PM
Electronic Record and Signature Disclosure:

Not Offered via Docusign
Anthony Rodstein
[email protected]
Purchasing Services Manager
City of Beverly Hills (Finance Department)
Security Level: Email, Account Authentication
(None)
Sent: 2/25/2025 1:50:28 PM
Electronic Record and Signature Disclosure:

Not Offered via Docusign
Lester J. Friedman
[email protected]
Security Level: Email, Account Authentication
(None)
Electronic Record and Signature Disclosure:

Not Offered via Docusign
Huma Ahmed
[email protected]
Security Level: Email, Account Authentication
(None)
Electronic Record and Signature Disclosure:

Not Offered via Docusign
In Person Signer Events Signature Timestamp
Editor Delivery Events Status Timestamp
Agent Delivery Events Status Timestamp
Intermediary Delivery Events Status Timestamp
Certified Delivery Events Status Timestamp
Carbon Copy Events Status Timestamp
Shani Parkerdav
[email protected]
Security Level: Email, Account Authentication
(None)
Sent: 2/11/2025 11:50:51 AM
Electronic Record and Signature Disclosure:

Not Offered via Docusign
Jill Doohen
[email protected]
Security Level: Email, Account Authentication
(None)
Sent: 2/11/2025 11:50:52 AM
Electronic Record and Signature Disclosure:

Not Offered via Docusign
Raminta Ivanilova
[email protected]
Security Level: Email, Account Authentication
(None)
Sent: 2/11/2025 1:26:19 PM
Electronic Record and Signature Disclosure:

Not Offered via Docusign
Lisa Karson
[email protected]
Security Level: Email, Account Authentication
(None)
Sent: 2/13/2025 9:52:47 AM
Electronic Record and Signature Disclosure:

Not Offered via Docusign
Dorina Mohan
[email protected]
Security Level: Email, Account Authentication
(None)
Sent: 2/24/2025 10:18:49 AM
Electronic Record and Signature Disclosure:

Not Offered via Docusign
Dorina Mohan
[email protected]
Security Level: Email, Account Authentication
(None)
Electronic Record and Signature Disclosure:

Not Offered via Docusign
Adrianne Tarazon
[email protected]
Security Level: Email, Account Authentication
(None)
Electronic Record and Signature Disclosure:

Not Offered via Docusign
Carbon Copy Events Status Timestamp
Keith Sterling
[email protected]
Security Level: Email, Account Authentication
(None)
Electronic Record and Signature Disclosure:

Not Offered via Docusign
Michelle Ramos-Vergara
[email protected]
Security Level: Email, Account Authentication
(None)
Electronic Record and Signature Disclosure:

Not Offered via Docusign
Jackie Galeas
[email protected]
Security Level: Email, Account Authentication
(None)
Electronic Record and Signature Disclosure:

Not Offered via Docusign
Megan Mumby
[email protected]
Security Level: Email, Account Authentication
(None)
Electronic Record and Signature Disclosure:

Not Offered via Docusign
Megan Grilley
[email protected]
Security Level: Email, Account Authentication
(None)
Electronic Record and Signature Disclosure:

Not Offered via Docusign
Jill Doohen
[email protected]
Security Level: Email, Account Authentication
(None)
Electronic Record and Signature Disclosure:

Not Offered via Docusign
Witness Events Signature Timestamp
Notary Events Signature Timestamp
Envelope Summary Events Status Timestamps
Envelope Sent Hashed/Encrypted 2/11/2025 11:48:35 AM
Envelope Updated Security Checked 2/13/2025 8:53:35 AM
Envelope Updated Security Checked 2/13/2025 8:53:35 AM
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