City of Chula Vista - City Council
September 22, 2026, City Council Agenda
12 Lease (ORBP) - City of Chula Vista 4903-8487-5465 v.8.docx Substances under this Paragraph. The provisions of this Paragraph shall not apply to any Prohibited Substances brought onto the Premises by Landlord or Landlord's Indemnitees or resulting from the acts of Landlord or Landlord's Indemnitees.
19.3. Tenant, in a timely manner, shall, to the extent required due to Tenant's use of the Premises or arising out of Tenant 's actions at the Premises, the Building, or the Project, obtain and maintain in full force and effect all permits, licenses, and approvals, and shall make and file all notifications and registrations as required by environmental laws. Tenan t shall at all times comply with the terms and conditions of any such per mits, license, approvals, notifications, and registrations. Tenant shall provide Landlord with copies of the following pertaining to the Premises or Tenant 's use thereof, promptly after each shall have been submitted, prepared, or received by Tenant: (i) all notifications and associated materials submitted to any governmental authority relating to any environmental law; (ii) all notifications, registrations, reports, and other documents and supporting information prepared, submitted, or maintained in connection with any environmental law or otherwise relating to environmental conditions; (iii) all permits, licenses, and approvals, including any modifications thereof, obtained pursuant to any environmental law; and (iv) any correspondence, notice of violation, summons, order, complaint, or other documents received by Tenant pertaining to compliance with or liability under any environmental law.
19.4. Tenant must give immediate written notice to Landlord of: (i) any enforcement, remediation, or other regulatory action or order, taken or threatened, by any governmental authority, agency, or other administrative body with jurisdiction over Tenant or the Premises (an "Agency") regarding, or in connection with, the presence, release, or threat of release of any Hazardous Material on, under, about, or from the Premises, or any tanks on the Premises, or otherwise resulting from Tenant's use of the Premises; ( ii) all demands or claims made or threatened by any third party against Tenant or its employees, agents, customers, visitors, invitees, licensees, contractors, designees or subtenants ( "Tenant's Parties") or the Premises relating to any liability, loss, damage, or injury resulting from the presence, release, or threat of release of any Hazardous Material on, under, about, or from the Premises or otherwise resulting from Tenant 's use of the Premises; (iii) any significant spill, release, or discharge of a Hazardous Material on, under, about, or from the Premises, including, without limitation, any spill, release, or discharge required to be reported to any Agency under applicable environmental laws; and ( iv) all incidents or matters where Tenant and Tenant 's Parties are required to give notice to any Agency pursuant to applicable environmental laws. Tenant shall promptly provide to Landlord copies of all materials, reports, technical data, Agency inspection reports, notices and correspondence, and other information or documents relating to incidents or matters subject to notification under this Paragraph.
Also, Tenant shall promptly furnish to Landlord copies of all permits, approvals, and registrations Tenant receives or submits with respect to Tenant 's operations on the Premises, including, without limitation, any underground storage tank registrations, installation permits, and closure permits.
19.5. Landlord hereby notifies Tenant, and Tenant hereby acknowledges that, prior to the leasing of the Premises pursuant to this Lease, Tenant has been notified, pursuant to California Health and Safety Code Section 78700 (or any successor statute), that Landlord knows, or has reasonable cause to believe, that certain hazardous substances (as such term is used in such Section 78075), such as common cleaning supplies, office supplies, spillage of petroleum products from motor vehicles, and other consumer products, may have come (and may in the future come) to be located on or beneath the Premises, the Building and/or the Project.
19.6. Tenant acknowledges that Tenant has been provided an adequate opportunity to conduct Tenant 's own environmental investigation of the Premises with independent environmental experts and consultants. Accordingly, except as otherwise expressly set forth in this Lease, Tenant on behalf of Tenant and Tenant 's successors, assigns, and successors -in- interest waives, releases, remises, acquits, and discharges Landlord and the Landlord Indemnitees from all claims, actions, causes of actions, demands, rights, damages, costs, expenses, or compensation, direct or indirect, known or unknown, foreseen or unforeseen, that Tenant now has or that may arise in the future on account of the physical condition of the Premises, the Building or the Project; the environmental laws, including, but not limited to, CERCLA, or their application to the Premises, the Building or the Project; or the existence or condition of any fill, excavation, or filled ground on or about the Project that may affect the use, maintenance, monitoring, or otherwise of any underground storage tanks or other equipment installed by Tenant or Tenant's Parties. Also, Tenant waives the benefit of Section 1542 of the California Civil Code, which reads as follows:
A GENERAL RELEASE DOES NOT EXTEND TO CLAIMS THAT THE
CREDITOR OR RELEASING PARTY DOES NOT KNOW OR SUSPECT TO
EXIST IN HIS OR HER FAVOR AT THE TIME OF EXECUTING THE
RELEASE AND THAT, IF KNOWN BY HIM OR HER, WOULD HAVE
MATERIALLY AFFECTED HIS OR HER SETTLEME NT WITH THE
DEBTOR OR RELEASED PARTY.
City of Chula Vista - City Council
September 22, 2026, City Council Agenda
13 Lease (ORBP) - City of Chula Vista 4903-8487-5465 v.8.docx Tenant's release of Landlord does not apply to any existing environmental condition or the presence of Hazardous Material on the Premises during the Term as a result of the conduct or activities of Landlord or any Landlord Indemnitees, nor will Tenant's release of Landlord and the Landlord Indemnitees affect Tenant's discovery rights against Landlord or the Landlord Indemnitees in connection with any action brought by a third party.
19.7. Prior to the expiration of the Term (or within 30 days after any earlier termination), Tenant shall , at Tenant's expense, clean and otherwise decommission the Premises (including floors, walls, ceilings, office space, warehouse space, piping, supply lines, waste lines and plumbing in or serving the Premises, and all exhaust or other ductwork in or serving th e Premises, in each case that has carried, released , or otherwise been exposed to any Hazardous Material due to Tenant 's use or occupancy of the Premises), and shall otherwise clean the Premises so as to permit an Environmental Assessment (defined below) to be issued. Prior to the expiration of this Lease (or within 30 days after any earlier termination), Tenant shall provide Landlord with an affidavit (an "Environmental Assessment") stating that: (i) the Hazardous Material described in the first sentence of this Paragraph, to the extent, if any, existing prior to such decommissioning, has been removed in accordance with all applicable laws; (ii) all Hazardous Material described in the first sentence of this Paragraph, if any, ha s been removed in accordance with all applicable law from the Premises (including floors, walls, ceilings, office space, warehouse space, piping, supply lines, waste lines and plumbing in or serving the Premises, and all exhaust or other ductwork in or serving the Premises, in each case that has carried, released, or otherwise been exposed to any Hazardous Material due to Tenant's use or occupancy of the Premises) and all such areas and components of the Premises may be reused by a subsequent tenant or disposed of in compliance with applicable laws without incurring special costs or undertaking special procedures for demolition, disposal, investigation, assessment, cleaning or removal of such Hazardous Material and without giving notice in connection with such Hazardous Material; and ( iii) the Premises may be reoccupied for office and/or industrial use , demolished or renovated without incurring special costs or undertaking special procedures for disposal, investigation, assessment, cleaning or removal of Hazardous Material described i n the first sentence of this Paragraph and without giving notice in connection with Hazardous Material. Further, for purposes of clauses (ii) and (iii), "special costs" or "special procedures" shall mean costs or procedures, as the case may be, that would not be incurred but for the nature of the Hazardous Material as Hazardous Material instead of non -hazardous material . The Environmental Assessment shall also include reasonable detail, to the extent applicable, concerning the clean-up measures taken, the clean -up locations, the tests run and the analytic results . Tenant shall submit to Landlord the identity of the applicable consultants and the scope of the proposed Environmental Assessment for Landlord 's reasonable review and approval at least 30 days prior to commencing the work described therein or at least 60 days prior to the expiration of the Term, whichever is ear lier.
If the results of the Environmental Assessment indicate that Tenant is or may be in violation of this Lease, Tenant will be responsible for any additional testing and remediation measures required by Landlord. Tenant shall also, on or before its surrender of the Premises, take all steps necessary to terminate, close, or transfer all environmental permits, licenses, and other approvals or authorizations for the Premises, or for activities, equipment, or conditions on the Premises, in accordance with all environmental laws.
19.8. Notwithstanding anything to the contrary above, Landlord hereby agrees to indemnify, defend, and hold Tenant harmless from and against all actions, liabilities, damages, losses, costs, expenses, attorneys ' fees, and claims (except to the extent they arise as a result of Tenant's or Tenant's Parties' grossly negligent acts or willful misconduct), arising from or relating to Hazardous Materials on or below the Premises, Building or Project caused by Landlord or Landlord's employees, contractors, or agents, including without limitation, microorganisms, mold, or lead within existing MEP and fire sprinkler systems.
20. Subordination and Attornment. This Lease and Tenant's rights under this Lease are subject and subordinate to any deed of trust, and to all renewals, modifications, consolidations, replacements, or extensions thereof, now or hereafter affecting the Premises. The provisions of this Paragraph shall be self-operative, and no further instrument of subordination shall be required. In confirmation of such subordination, however, Tenant shall , within thirty days of receipt, execute and deliver any instruments that Landlord or any Lender may request to evidence such subordination. Notwithstanding the preceding provisions of this Paragraph, if any Lender elects to have this Lease prior to the lien of its deed of trust, and gives written notice thereof to Tenant that this Lease shall be deemed prior to such deed of trust, whether this Lease is dated prior or subsequent to the da te of such deed of trust, then this Lease shall be deemed to be prior to the lien of such deed of trust and such deed of trust shal l be deemed to be subordinate to this Lease. If any Lender shall hereafter succeed to the rights of Landlord under this Lease, whether by foreclosure, deed in lieu of foreclosure, or otherwise, then (i) such successor landlord shall not be subject to any offse ts or defenses which Tenant might have against Landlord, (ii) such successor landlord shall not be bound by any prepayment by Tenant of more than one month's installment of Basic Monthly Rent or any other Rent, (iii) such successor landlord shall not be subject to any liability or obligation of Landlord except those arising after such succession, (iv) Tenant shall attorn to and recognize such successor landlord as Tenant's landlord under this Lease, (v) Tenant shall promptly execute and deliver any instruments that may be necessary to evidence such attornment, and (vi) upon such attornment, this Lease shall continue in effect as a direct lease
City of Chula Vista - City Council
September 22, 2026, City Council Agenda
14 Lease (ORBP) - City of Chula Vista 4903-8487-5465 v.8.docx between such successor landlord and Tenant upon and subject to all of the provisions of this Lease . If any Lender requests reasonable amendment(s) to this Lease at any time during the Term, then Tenant shall not unreasonably withhold or delay its written consent to such amendment(s).
21. Access by Landlord. Landlord and any of Landlord's representatives shall have the right, to the extent deemed necessary or desirable by Landlord to protect the Building or Landlord's rights and interests, to enter the Premises at all reasonable times, during normal business hours and upon reasonable prior notice, except in the event of an emergency or other circumstance when the giving of reasonable prior notice or the scheduling of access would not be feasible, however, Landlord shall immediately (or as quickly as reasonably possible) notify Tenant of the emergency or other circumstance by calling the Chula Vista Police Department non-emergency number (619) 691 -5151.. Landlord shall not be liable for any inconvenience, disturbance, loss of business, nuisance, or other damage arising out of any entry on the Premises as provided in this Paragraph except damage resulting directly from the grossly negligent acts of Landlord or Landlord 's representatives. Tenant shall not be entitled to abatement or reduction of Basic Monthly Rent or Rent because of the exercise by Landlord of any rights under this Paragraph.
22. Alterations. Tenant shall not make any alterations, improvements, additions, installations, or changes of any nature in or to the Premises (any of the preceding, "Alterations") without Landlord's prior written consent, which consent may be conditioned upon Tenant 's satisfaction of reasonable conditions relating to such proposed Alteration , however, Tenant may make non-structural Alterations to the Premises with a cost up to $50,000 without Landlord’s consent. All Alterations shall upon installation become the property of Landlord and shall remain on and be surrendered with the Premises on the Expiration Date, except that Landlord may, at its election, require Tenant to remove any or all of the Alterations, by so notifying Tenant in writing at the time of consent. Further, Tenant shall keep the Premises free and clear of all mechanics' liens resulting from or relating to any such Alterations.
22.1. Tenant shall, prior to the commencement of any Alterations, and at Tenant's sole cost, (i) acquire (and deliver to Landlord a copy of) any required permit from the appropriate governmental authorities to make such Alterations (any conditions of which permit Tenant shall comply with, at Tenant 's sole cost, in a prompt and expeditious manner), (ii) provide Landlord with ten business days ' prior written notice of the date the installation of the such Alterations is to commence, so that Landlord can post and record an appropriate notice of non-responsibility, (iii) pay Landlord the reasonable costs and expenses of Landlord for architectural, engineering, or other consultants which reasonably may be incurred by Landlord in determining whether to approve any such Alterations, and (iv) if applicable, obtain (and deliver to Landlord proof of) reasonably adequat e workers compensation insurance wit h respect to any of Tenant 's employees installing or involved with such Alterations (which insurance Tenant shall maintain on an occurrence basis in force until completion of the Alterations) . In addition, Tenant shall comply with all reasonable conditions which may be imposed by Landlord relative to such Alterations .
23. Roof.
23.1. Tenant shall not install any radio or television antenna, satellite dish, loudspeaker, or other device (collectively, " Devices") on the roof or exterior walls of the Building for any purpose whatsoever, except in the case of an emergency, without Landlord's prior written consent, which may be given or withheld in Landlord's discretion. In the event th at Landlord grants written permission to Tenant or Tenant's Parties to install any Devices, said consent shall be expressly conditioned upon Tenant or any Tenant's Parties first executing a written agreement satisfactory to Landlord, in Landlord's sole discreti on (i) expressly indemnifying and holding Landlord free and harmless from any and all damages caused by Tenant's Parties to the Premises, (ii) indemnifying Landlord from any personal injury or other damages caused in connection therewith, and (iii) provide Landlord with a $ 500.00 deposit or such other sum as Landlord may hereinafter set. In connection with the installation of any Devices, Tenant must also submit the following for Landlord's prior review and approval: (a) reasonably detailed plans and specifications and working drawings detailing the proposed work and the Devices to be installed, including, but not limited to the disclosure of the size, weight, and type of Device to be placed upon the roof , the proposed location of such Devices, and any proposed roof penetrations (collectively, the " Plans"); (b) copies of all required governmental and quasi -governmental permits, licenses, and authorizations that Tenant will and must obtain at its own expense, for the installation and operation of the Devices, and (b) the name of Tenant's proposed contractor. If installation of any Device requires Tenant to make any roof cuts or perform any other roofing work, such cuts shall only be made in the manner designated in writing by Landlord , and any such installation work (including any roof cuts or other roofing work) shall be performed, at Tenant's sole cost and expense, by a roofing contractor designated by Landlord . If Tenant or its agents shall otherwise cause any damage to the roof during the installation, operation, maintenance, repair, replacement, or removal of any Device, such damage shall be repaired promptly at Tenant's expense and the roof shall be restored in the same condition it was in before the damage . If Landlord's insurance premium or tax assessment increases as a result of any Devices, Tenant shall pay such increase as Rent within ten (10) days after receipt of a reasonably
City of Chula Vista - City Council
September 22, 2026, City Council Agenda
15 Lease (ORBP) - City of Chula Vista 4903-8487-5465 v.8.docx detailed invoice from Landlord. Tenant shall not be entitled to any abatement or reduction in the amount of Rent payable under this Lease if for any reason Tenant is unable to use the Devices. In no event whatsoever may the installation, operation, maintenance, repair, replacement, or removal of the Devices by Tenant or its agents void, terminate, or invalidate any applicable roof warranty. Upon the occurrence of any such void, termination, or invalidation of any roof warranty, or threat thereof, due to any actions regarding Devices, Landlord may elect, at its option, to make Tenant responsible for the maintenance, repair, and replacement of the roof, notwithstanding Landlord's obligations in this Lease or to claim an Event of Default hereunder. At the time Tenant vacates the Premises, all Devices installed on the roof by Tenant shall be removed at Tenant's sole cost and expense.
Landlord's roofer shall be responsible for making any and all roof repairs required by said removal, and Tenant shall reimburse Landlord for the costs of such repairs on demand. Landlord shall have the right to charge Tenant's deposit for (x) the cost to seal around all roof cuts made by Tenant, (y) for the cost of any damages to the roof caused by Tenant or Tenant's Parties, and (z) to pay the cost of making repairs to the roof necessitated by the removal of the Devices; provided, however, the amount of the deposit shall not limit Tenant's liability for the payment of the foregoing amounts.
23.2. At least 30 days before the date it intends to commence the installations, Tenant shall be required to (i) submit reasonably detailed final Plans for the installation of Devices on the roof, and (ii) confirm the name of its cont ractor.
23.3. Tenant's contractor shall provide Landlord with certificates of insurance, and at the election of Landlord, name the Landlord as an additional insured.
24. Surrender of Premises and Holding Over . On or before the Expiration Date or the earlier termination of this Lease: (i) Tenant shall surrender to Landlord the Premises and all Alterations (except for Alterations that Tenant is obligated to remove as expressly set forth in Paragraph 22, above) vacant, broom clean, and in first class condition and repair, (ii) Tenant shall remove all of Tenant's personal property and signage, (iii) Tenant shall perform all repairs and restoration required by the removal of any Alterations or Tenant's personal property, (iv) Tenant shall surrender to Landlord all keys, entry devices, and security codes relating to the Premises (including, without limitation, any keys to any exterior or interior doors) , and (v) Tenant shall ensure all doors, windows, locks, and hardware within the Premises are in operable condition. Without limiting the foregoing, if this Lease is terminated pursuant to Tenant's rights in Paragraph 4, above, then Tenant shall additionally be obligated to repair and restore the Premises to its original condition existing prior to Tenant's early entry pursuant to Paragraph 4.3, above. Tenant shall be liable to Landlord for Landlord's costs for storing, removing, or disposing of any such Alterations or Tenant's personal property which are not timely removed. If Tenant remains in possession of the Premises after the Expiration Date with Landlord's express written consent, Tenant's occupancy shall be a month -to-month tenancy at a rental rate equal to 125% of the Basic Monthly Rent and Additional Rent payable under this Lease during the last full month before the Expiration Date unless otherwise negotiated by the parties. The month-to-month tenancy shall be on the terms, provisions, and conditions of this Lease except that Tenant shall have no extension rights and except as provided in the preceding sentence. If Tenant holds over after the Expiration Date without the express written consent of Landlord, Tenant shall become a tenant at sufferance only, at a rental rate equal to 125% of the Basic Monthly Rent and Additional Rent in effect immediately prior to expiration of the Term (prorated on a daily basis), and otherwise subject to the terms, provisions, and conditions herein specified, so far as applicable . Acceptance by Landlord of rent after the Expiration Date shall not constitute a consent to a holdover tenancy hereunder or result in a renewal. The foregoin g provisions of this Paragraph are in addition to, and do not affect, Landlord's right of re-entry or any rights of Landlord hereunder or as otherwise provided by law. Landlord expressly reserves the right to require Tenant to surrender possession of the Premi ses to Landlord as provided in this Lease upon the Expiration Date. The provisions of this Paragraph shall not be considered to limit or constitute a waiver of any other rights or remedies of Landlord provided in this Lease or at law. In addition to the foreg oing, if Tenant fails to surrender the Premises to Landlord on the Expiration Date in the condition required by this Paragraph, Tenant shall indemnify, defend, and hold Landlord and Landlord's Indemnitees harmless from and against all actions, demands, liabilities, damages, losses, costs, expenses, attorneys ' fees, and claims resulting from such failure, including without limitation any losses, damages, or expenses incurred by Landlord or Landlord's Indemnitees to accommodate a succeeding tenant.
24.1. In connection with any surrender of the Premises, Tenant shall comply with its obligations under Paragraph 19.7, including the affidavit of an Environmental Assessment. If the Environmental Assessment indicate that Tenant is or may be in violation of this Lease, Tenant will be responsible for the cost of any additional testing and remediation me asures required by Landlord. Tenant shall also, on or before its surrender of the Premises, take all steps necessary to terminate, close, or transfer all environmental permits, licenses, and other approvals or authorizations for the Premises or for activities, equip ment, or conditions on th e Premises, in accordance with all environmental laws. Tenant will also obtain and provide to Landlord the written approval or verification of the satisfactory completion of the termination, closure, or transfer from each Agency wit h jurisdiction over the environmental permit, license, or other approval.
City of Chula Vista - City Council
September 22, 2026, City Council Agenda
16 Lease (ORBP) - City of Chula Vista 4903-8487-5465 v.8.docx
25. Assignment and Other Transfers . Without Landlord 's prior written consent (which consent may be given subject to such conditions as Landlord deems reasonable), which shall not be unreasonably withheld, conditioned, or delayed, none of the following shall occur, voluntarily, involuntarily, by operation of law, or otherwise (any of the following, a "Transfer"):
(i) any assignment, sublease, disposition, sale, concession, license, mortgage, encumbrance, hypothecation, pledge, collatera l assignment, or other transfer, by Tenant of this Lease, any interest in this Lease, or all or any portion of the Premises; or (ii) any assignment, disposition, sale, transfer, acquisition, or issuance of equitable interest(s) (whether stock, partnership or otherwise) in Tenant. Landlord shall not be liable in damages to Tenant or to any proposed subtenant, assignee or other transferee (any of the preceding a "Proposed Transferee ") if such consent is adjudicated to have been unreasonably withheld, and, in such event, Tenant's sole remedy shall be to have the proposed Transfer declared as valid as if Landlord 's consent had been given . In connection with the foregoing, Tenant waives any right to seek damages or terminate this Lease under California Civil Code Section 1995.310, or any similar law now or hereafter in effect . No Transfer shall release or discharge Tenant or any Guarantor from any liability, whether past, present, or future, under this Lease and Tenant shall continue to remain primarily liable u nder this Lease (and not as a mere surety); provided, however, as a condition to granting consent to any assignment (or like Transfer) Landlord may require the assigning Tenant to execute a guaranty on Landlord 's standard form —which guaranty shall serve to release such assigning Tenant from direct liability hereunder and such assigning Tenant will then only have liability pursuan t to such guaranty.
25.1. If Tenant desires to effect a Transfer, including a Permitted Transfer (as defined below), then at least thirty (30) days before the date Tenant desires the Transfer to be effective (the "Transfer Date"), Tenant shall give Landlord a notice (the "Transfer Notice ") containing such information about the proposed transferee, including the proposed use of the Premises and any Hazardous Materials proposed to be used, stored, handled, treated, generated in, released or disposed of fro m the Premises, the Transfer Date, a ny relationship between Tenant and the proposed transferee, and all material terms and conditions of the proposed Transfer, including a copy of any proposed assignment or sublease in its final form, and such othe r information as is reasonably necessary or appropriate for Landlord to confirm compliance with this Lease . Landlord may, at its election, by giving written notice (the "Recapture Notice") to Tenant within 15 days after receipt of Tenant's notice of a Permitted Transfer, notify Tenant that Landlord elects to recapture the Premises and terminate this Lease . Ten days after the giving of the Recapture Notice, this Lease shall automatically be deemed terminated, and Tenant shall surrender possession of the Premises as of such date, unless Tenant shall elect to withdraw its request for a Transfer within such ten day period. Landlord shall be entitled to receive, as Additional Rent, 50% of any rent or other consideration received by Tenant (as and when received) in connectio n with any Transfer (other than a Permitted Transfer) which is in excess of the monthly Basic Monthly Rent payable hereunder, less Tenant's third party costs actually incurred in connection therewith.
25.2. Tenant's written notice of any Transfer, whether or not such Transfer requires Landlord's consent, shall include Tenant's certification that the Proposed Transferee can, does, and as of the Transfer, will make the representa tions and warranties set forth in Paragraph 35, below.
25.3. Tenant shall have the right to assign or sublet the Lease and/or Premises to a Permitted Transferee (defined below) without the Landlord’ s consent (each, a "Permitted Transfer"), but subject to compliance with all other provisions of Paragraph 25. The term "Permitted Transferee" shall mean any successor entity by merger, consolidation, reorganization, or the sale of all or substantially all of Tenant's equitable interests and/or assets, or any entity controlling, controlled by, or under common control with Tenant , provided that the Permitted Transferee has a tangible net worth (determined in accordance with GAAP) equal to or greater than the Tenant as of the Effective Date of this Lease, or the date of the proposed Transfer, whichever is greater.
26. Default. The occurrence of any of the following shall constitute a material default and breach of this Lease by Tenant: (i) the abandonment (as defined in California Civil Code Section 1951.35) of the Premises by Tenant; (ii) Tenant's failure to make any payment of Rent as and when due; (iii) Tenant's failure to observe or perform any of the provisions of this Lease to be observed or performed by Tenant, other than described in clauses (i) or (ii) of this Paragraph, where such failure shall continue for a period of ten days after written notice of such failure from Landlord to Tenant; provided, however, that any such notic e shall be in lieu of, and not in addition to, any notice required under applicable unlawful deta iner statutes; and provided further, however, that if the nature of Tenant's non-monetary default is such that more than ten days are required for its cure, then Tenant shall not be deemed to be in default if Tenant commenced such cure within such ten-day period and thereafter diligently prosecutes such cure to completion within 30 days after Landlord 's written notice or within such reasonable time as shall be agreed upon in writing by the parties ; (iv) the admission by Tenant, in writing or by action, of its inability or intention not to comply with its obligations under this Lease, or the making by Tenant of any general arrangement or assignment for the benefit of creditors , or Tenant's (or, if Tenant is a partnership or consists of more than one person or entity, any partners of the partnership or any such
City of Chula Vista - City Council
September 22, 2026, City Council Agenda
17 Lease (ORBP) - City of Chula Vista 4903-8487-5465 v.8.docx other person or entity) becoming bankrupt, insolvent or a "debtor" as defined in 11 U.S.C. Section 101, or any successor statute; and/or (v) the occurrence of any of the events described in clause (iv) above as to or affecting any Guarantor of this Lease, or if Guarantor is an entity, the dissolution or cessation of existence of such Guarantor .
27. Landlord's Remedies. Upon the occurrence of a default or breach by Tenant under this Lease, Landlord shall have the right (in addition to all other rights and remedies available at law or in equity) to :
27.1. exercise the remedy described in California Civil Code Section 1951.4 (or any successor statute) ( i.e.
Landlord may continue this Lease in effect after Tenant's breach and abandonment and recover rent as it becomes due, if Tenant has the right to sublet or assign, subject only to reasonable limitations as described in this Lease) . Landlord shall not be liable in any way whatsoever for its failure or refusal to relet the Premises . No acts of maintenance or preservation or efforts to relet the Premises, nor the appointment of any receive r to protect Landlord’s interest under this Lease or in the Premises shall constitute termination of Tenant’s right to possession of the Premises;
27.2. by written notice, terminate this Lease (and no action by Landlord other than a written notice specifically indicating that this Lease is being terminated by Landlord shall constitute a termination of this Lease) and recover from the Tenant all amounts provided for under California Civil Code Section 1951.2 (or any successor statute) including, without limitation, (i) the Worth at the Time of Award (as defined below) of the unpaid Rent which had been earned at the time of termination; (ii) the Worth at the Time of Award of the amount by which the unpaid Rent that would have been earned after termination until the time of award exceeds the amount of such Rent loss that Tenant affirmatively proves could have been reasonably avoided using commer cially reasonable efforts and any amounts actually received during such period from others to whom the Premises may be rented; (iii) the Worth at the Time of Award of the amount by which the unpaid Rent for the balance of the Term after the time of award exceeds the amount of such Rent loss that Tenant affirmatively proves could be reasonably avoided using commercially reasonable efforts; and (iv) any other amount necessary to compensate Landlord for all the detriment proximately caused by Tenant’s failure to perform its obligations under this Lease or which in the ordinary course of things would be likely to result therefrom, including, but not limited to: (A) any costs or expenses incurred by Landlord (1) in retaking possession of the Premises; (2) in maintaining, repairing, preserving, restoring, replacing, cleaning, altering, remodeling or rehabilit ating the Premises or any affected portions of the Building or the Project, including such actions undertaken in connection with the reletting or attempted reletting of the Premises to a new tenant or tenants; (3) for leasing commissions, advertising costs and other expenses of reletting the Premises; or (4) in carrying the Premises, including taxes, insurance premiums, utilities and security costs; (B) any unearned brokerage commissions paid in connection with this Lease; (C) reimbursement of any previously-waived or abated Base Rent or Rent or any free rent or reduced rent granted hereunder; and (D) any concession made or paid by Landlord for the benefit of Tenant including, but not limited to , any other allowances, contributions, payments or loans by Landlord for tenant improvements, alterations, or build-out allowances or abated rent. For purposes hereof, the “Worth at the Time of Award” as to the amounts referred to in clauses (i) and (ii) above shall be computed by allowing interest on the amounts so determined at the Default Rate (as defined below) . For purposes of clause (iii), above , the Worth at the Time of Award shall be computed by discounting the amount determined pursuant to such section to present worth at a discount rate equal to one percentage point above the discount rate then in effect at the Federal Reserve Bank of San Francisco; or
27.3. without any obligation to do so, elect to cure the default on behalf of Tenant, in which event Tenant shall reimburse Landlord upon demand for any actual sums paid or costs incurred by Landlord in curing the default (plus a supervisory fee of 10% of such sum subject to Landlord’s written confirmation to Tenant that such supervisory fee was actually incurred) with interest thereon at the Default Rate, which sums and costs shall be deemed Rent . Landlord shall not be liable or responsible for any loss or damage thereby sustained by Tenant or anyone holding under or through Tenant .
The rights of Landlord hereunder may be exercised individually or in combination and are not exclusive of any other rights or remedies which Landlord may exercise at law or in equity . All costs and expenses incurred by Landlord in connection with collecting any amounts and damages owing by Tenant pursuant to the provisions of this Lease, or to enforce any provision of this Lease, including reasonable attorneys' fees, whether or not any action is commenced by Landlord, shall be paid by Tenant to Landlord upon demand. No delay or omission in the exercise of any right or remedy of Landlord in the event of any default by Tenant shall impair such right or remedy or be construed as a waiver . Any waiver by Landlord of any default must be in writing and shall not be a waiver of any other default concerning the same or any other provision of this Lease. The receipt and acceptance by Landlord of delinquent rent shall not constitute a waiver of any default other than the particular Rent payment accepted. No act or conduct of Landlord, including, without limitation, the acceptance of the keys to the Premises, shall constitute an acceptance by Landlord of the surrender of the Premises by Tenant before the Expiration Date. Tenant represents and warrants that if Tenant breaches this Lease and, as a result, this Lease is terminated, Tenant will not suffer any undue hardship as a result of such
City of Chula Vista - City Council
September 22, 2026, City Council Agenda
18 Lease (ORBP) - City of Chula Vista 4903-8487-5465 v.8.docx termination and, during the Term, will make such alternative or other contingency plans to provide for its vacation of the Premises and relocation in the event of such termination. Tenant acknowledges that Tenant's waivers, if any, set forth in this Paragraph are a material part of the consideration for Landlord 's entering into this Lease and that Landlord would not have entered into this Lease in the absence of such waivers.
28. Late Charges. In addition to Landlord's other rights hereunder, if any amount due from Tenant is not received by Landlord within ten days of its due date, then, without any requirement for notice to Tenant, Tenant shall pay to Landlord an additional sum of 10% of such overdue amount as a late charge. Such late charge represents a fair and reasonable estimate of the costs that Landlord will incur by reason of any late payment by Tenant, and therefore this Paragraph is reasonable under the circumstances existing at the time this Lease is made. Acceptance of such late charge by Landlord shall not constitute a waiver of Tenant's default with respect to such overdue amount, nor prevent Landlord from exercising any of the other rights and remedies available to Landlord under this Lease. In addition to the late charge payable by Tenant, as provided above, if any such amount is not paid within 30 days of the date such amount was due, then Tenant shall promptly pay to Landlord interest on such overdue amount at the rate of 10% per annum (the "Default Rate"), which interest payment will not cure such default.
29. Estoppel Certificates. Within fifteen business days after notice from Landlord, Tenant shall execute and deliver to Landlord (and any third party designated by Landlord), in recordable form, an estoppel certificate in form and content satisfactory to Landlord a certificate stating (i) that this Lease is unmodified and in full force and effect, or in full force and effect as modified, and stating all modifications, (ii) the then -current Basic Monthly Rent and Additional Rent, (iii) the dates to which Basic Monthly Rent has been paid in advance, (iv) the amount of any security deposit, prepaid rent or other payment constituting Rent which has been paid, (v) whether or not Tenant or Landlord is in default under this Lease, (vi) whether or not Tenant has any claims against Landlord, and if there are any claims, specifying the nature of such claims, (vii) that any Landlord 's work required by this Lease is complete (or stating any exceptions) and (vi ii) such other matters as Landlord may reasonably request.
Tenant's failure to deliver such certificate within such fifteen business day period shall be conclusive upon Tenant for the benefit of Landlord, and any lender or successor in interest to Landlord, that, except as may be represented by Landlord, this Lease is unmodified and in full force and effect, no Rent has been paid more than 30 days in advance, neither Tenant nor Landlord is in default under this Lease, Tenant has no claims against Landlord, and that all of Landlord's Work, if any, required by this Lease is complete.
30. Limitations on Landlord's Liability. If Landlord is in default of this Lease, and as a consequence Tenant recovers a money judgment against Landlord, such judgment shall be satisfied only out of the proceeds of sale received upon execution of such judgment and levy against the right, title, and interest of Landlord in the Building, and out of rent or other income from the Building receivable by Landlord or out of the consideration received by Landlord from the sale or other disposition of all or any part of Landlord's right, title, and interest in the Building. Neither Landlord nor the partners comprising Landlord (if any) , nor any other Project owners, shall be personally liable for any deficiency . If Landlord sells or transfers any portion of the Premises, Landlord, on consummation of the sale or transfer, shall be released from any liability thereafter accruing under this Lease. If any security deposit or prepaid rent has been paid by Tenant, Landlord may transfer the security deposit and/or prepaid rent to Landlord's successor-in-interest and on such transfer Landlord shall be discharged from any further liability arising from the security deposit or prepaid rent.
31. Reserved Rights. Tenant acknowledges and agrees that Landlord or Project owners may, from time to time, at their respective sole election, construct (including, without limitation, additional buildings, in such party's discretion), reconstruct (including without limitation the replacement of certain improvements with other improvements), improve (including tenant improvements), modify, expand, merge or adjust lots, rearrange phases, or otherwise alter the Building and/or the Project (collectively, "Construction Work"), or portions thereof (in no event however will Landlord or Project owners have any obligation to do so) . Upon completion of any such Construction Work, the term "Building" shall automatically be deemed to mean the Building as modified, expanded, improved or otherwise altered by such Construction Work, and the term "Project" shall automatically be deemed to mean the Project as modified, expanded, improved or otherwise altered by such Construction Work.
Tenant acknowledges that any such Construction Work will necessarily involve, among other things, the generation of noise, dust, and vibrations, barricading portions of the Building and/or the Project and the placement of scaffolding within or about the Building and/or the Project, demolition, structural alterations, storage of materials and equipment within and about the Building and/or the Project, and the presence of workmen within and about the Building and/or the Project, all of which may require the rearrangement of the Common Areas, including, without limitation, landscaping, parking areas (which may include the provision of temporary parking areas during periods of construction), roadways, lighting facilitie s, and the re -direction of vehicular and pedestrian traffic. Further, Landlord hereby reserves such licenses and easements in, on, above or below the Premises as may be reasonably required (i) for the installation, inspection, surveying, maintenance, or construction of mains, conduits, shafts, columns,
City of Chula Vista - City Council
September 22, 2026, City Council Agenda
19 Lease (ORBP) - City of Chula Vista 4903-8487-5465 v.8.docx footings, piers, pipes or other facilities to serve any building within the Project, or (ii) for any Construction Work; provi ded, however, Landlord will use its good faith efforts to minimize any unreasonable interference with Tenant's use, occupancy, or enjoyment of the Premises as contemplated by this Lease. Landlord hereby reserves for itself and its agents, employees, licens ees and contractors, the right to enter the Premises to the extent reasonably necessary to pursue such Construction Work upon 24 hours' prior notice to Tenant . The exercise of any of Landlord's rights pursuant to this Paragraph will not entitle Tenant to any abatement of Rent or other claim, right of offset, or defense against Landlord, except that if such Construction Work results in Tenant being unable to access the Premises for the Permitted Use for a period of greater than five business days, Tenant shall be entitled to equitable abatement of the Rent for such period of time during which it is unable to access the Premises .
32. Attorneys' Fees. In the event any litigation, arbitration, mediation, or other proceeding ( "Proceeding") is initiated by any party against any other party to enforce, interpret or otherwise obtain judicial or quasi-judicial relief in connection with this Lease, the prevailing party in such Proceeding shall be entitled to recover from the unsuccessful party all costs, expenses, and actual attorneys' fees relating to or arising out of such Proceeding (whether or not such Proceeding proceeds to judgment), and any post-judgment or post-award proceeding including, without limitation, one to enforce any judgment or award resulting from any such Proceeding. Any such judgment or award shall contain a specific provision for the recovery of all such subsequently incurred costs, expenses, and actual attorneys' fees.
33. Extension Option.
33.1. Tenant shall have, subject to all of the provisions of this Paragraph, five options to extend the Term (each, an "Option to Extend" and, together, the "Options to Extend") for one year each (collectively, to the extent Tenant properly exercises such options, the "Extension Term"), provided (i) Tenant is in occupancy of the Premises at the time of exercise of the Option to Extend, and (ii) Tenant gives Landlord written notice of its election to exercise the Option to Extend no less than 6 months and no more than 15 months prior to the then scheduled Expiration Date. Such notice will constitute Tenant's irrevocable election to extend the Term and may not subsequently be revoked by Tenant. Time is of the essence with respect to the timing of such requirement to give no tice to Landlord. Once the Option to Extend has been timely and duly exercised by Tenant, the "Term" shall mean the term of the Lease as extended. The Option to Extend is personal to the Tenant originally named in the Lease and may not be exercised by any assignee or subtenant other than a Permitted Transferee . Tenant shall not have the right to exercise the Option to Extend, notwithstanding anything set forth above to the contrary: (a) during any period of time commencing from the date Landlord gives written notice to Tenant that Tenant is in default under any provision of the Lease, and continuing until the default alleged in said notice is cured; or (b) in the event that Landlord has given to Tenant three or more notices of default or two or more late charges have become payable under the Lease during the twelve-month period prior to the time that Tenant in tends to exercise the Option to Extend . The period of time within which the Option to Extend may be exercised shall not be extended or enlarged by reason of Tenant's inability to exercise such Option to Extend because of the foregoing provisions of this Paragraph, even if the effect thereof is to eliminate Tenant's right to exercise such Option to Extend.
33.2. If Tenant properly exercises an Option to Extend, the Basic Monthly Rent shall be corresponding amount set forth in Paragraph 6, above.
34. CASP Disclosure. Tenant is hereby advised that the Premises have not undergone inspection by a Certified Access Specialist ("CASp"). Further, in accordance with California Civil Code Section 1938(e), Tenant is advised as follows:
A Certified Access Specialist (CASp) can inspect the subject premises and determine whether the subject premises comply with all of the applicable construction -related accessibility standards under state law. Although state law does not require a CASp inspection of the subject premises, the commercial property owner or lessor may not prohibit the lessee or tenant from obtaining a CASp inspection of the subject premises for the occupancy or potential occupancy of the lessee or tenant, if requested by the lessee or tenant. The parties shall mutually agree on the arrangements for the time and manner of the CASp inspection, the payment of the fee for the CASp inspection, and the cost of making any repairs necessary to correct violations of construction-related accessibility standards within the premises.
35. OFAC. Each party to this Lease hereby represents and warrants that:
City of Chula Vista - City Council
September 22, 2026, City Council Agenda
20 Lease (ORBP) - City of Chula Vista 4903-8487-5465 v.8.docx
35.1. The Office of Foreign Assets Control of the United States Department of the Treasury ( "OFAC") has not listed such party of any of such party's affiliates, or any person that controls, is controlled by, or is under common control with such party, on its list of Specially Designated Nations and Blocked Persons; and
35.2. It is not acting, directly or indirectly, for or on behalf of any person, group, entity or nation named by any Executive Order, the United States Treasury Department, or United States Office of Homeland Security as a terrorist, Specially Designated National and Blocked Person, or other banned or blocked person, entity, nation or pursuant to any law, order, rule or regulation that is enforced or administered by the OFAC.
36. Brokers. Tenant represents that no real estate broker, agent, finder, or other person is responsible for bringing about or negotiating this Lease other than the Tenant's Broker, if any, listed in the Principal Lease Provisions, and Tenant has not dealt with any other real estate broker, agent, finder, or other person, relative to this Lease in any manner. Tenant hereby agrees to indemnify, defend, and hold Landlord and Landlord's Indemnitees harmless from and against all liabilities, damages, losses, costs, expenses, attorneys' fees and claims arising from any claims that may be made against Landlord or Landlord's Indemnitees by any real estate broker, agent, finder, or other person (other than as set forth above), alleging to have acted on behalf o f or to have dealt with Tenant. Landlord shall be responsible, upon satisfaction of the requirements of a separate written listing agreement between Landlord and Landlord's Broker, for the payment of the commission due and owing to Landlord 's Broker identified in the Principal Lease Provisions (or any other brokers engaged by Landlord), pursuant to such separate written agreement between Landlord and Landlord's Broker. Landlord shall also be responsible, upon satisfaction of the requirements of a separate written listing agreement between Landlord and Tenant's Broker, for the payment of the commission due and owing to Tenant's Broker pursuant to such separate written agreement between Landlord and Tenant's Broker.
37. Reserved.
38. Tenant Financial Statements Following a Transfer. In the event Tenant assigns this Lease, any assignee of this Lease shall, within ten days of written request, Tenant shall promptly furnish to Landlord, from time to time, financial statements certified by Tenant to be true and correct, reflecting Tenant 's then current financial condition . Such financial statements shall include a current balance sheet and a profit and loss statement covering the most recent 12 -month period available. In addition, upon Landlord 's written request, Tenant shall allow Landlord, or a certified public accountant of Landlord 's choosing, to determine Tenant's current financial condition by reviewing Tenant 's current financial books, records, and accounts . Landlord will hold said information confidential, except as may be required by any court or authority of competent jurisdiction or whi ch information is already in the public domain, or except for the disclosure of such information to any prospective buyers and lenders or the advisers and professionals of Landlord or such prospective buyers and lenders. The individuals executing this Lease on Tenant's behalf represent and warrant that the financial statements and other information submitted to Landlord by Tenant relating to Tenant prior to the execution hereof are true, complete, and accurate, were prepared in accordance with generally accepted cash a ccounting principles applied on a consistent basis, and accurately reflect Tenant 's (and, if applicable, each guarantor's) net worth as of the effective date of this Lease.
39. Reserved.
40. Miscellaneous.
40.1. This Lease shall be governed by and construed in accordance with the laws of the State of California.
For purposes of venue and jurisdiction, this Lease shall be deemed made and to be performed in the City of Chula Vista, California.
40.2. This Lease may be executed in counterparts, each of which shall be deemed an original and all of which together shall constitute one document. The parties hereto agree that this Lease may be electronically signed, and that any electronic signature appearing on this Lease is the same as a handwritten signature for the purposes of validity, enforceability and admissibility. In place of the transmittal of an original document, such executed counterpart may be transmitted to the other parties by any electronic document or portable document format (PDF) and such electronic or PDF document shall have the full force and effect of an original document . All fully executed counterparts, whether original documents, electronic or PDF documents or a combination thereof, shall be construed together and shall constitute one and the same Lease .
40.3. Whenever the context so requires, all words used in the singular shall be construed to have been used in the plural (and vice versa), each gender shall be construed to include any other genders, and the word "person" shall be
City of Chula Vista - City Council
September 22, 2026, City Council Agenda
21 Lease (ORBP) - City of Chula Vista 4903-8487-5465 v.8.docx construed to include a natural person, a corporation, a limited liability company, a limited liability partnership, a firm, a partnership, a joint venture, a trust, an estate or any other entity.
40.4. Each provision of this Lease shall be valid and enforceable to the fullest extent permitted by law . If any provision of this Lease or the application of such provision to any person or circumstance shall, to any extent, be inval id or unenforceable, the remainder of this Lease, or the application of such provision to persons or circumstances other than th ose as to which it is held invalid or unenforceable, shall not be affected by such invalidity or unenforceability, unless such provi sion or such application of such provision is essential to this Lease.
40.5. This Lease, together with all Exhibits, shall become effective when it has been executed by each of Landlord and Tenant.
40.6. Subject to any restriction on transferability contained in this Lease, this Lease shall be binding upon and shall inure to the benefit of the successors-in-interest and assigns of each party to this Lease. Nothing in this Paragraph shall create any rights enforceable by any person not a party to this Lease, except for the rights of the successors-in-interest and assigns of each party to this Lease, unless such rights are expressly granted in this Lease to other specifically identified persons .
40.7. The headings of the Paragraphs of this Lease have been included only for convenience, and shall not be deemed in any manner to modify or limit any of the provisions of this Lease, or be used in any manner in the interpretation of this Lease.
40.8. Time and strict and punctual performance are of the essence with respect to each provision of this Lease. All references to "days" in this Lease will refer to calendar days unless such reference specifically indicates that "business days" are intended. Business days will mean and refer to all calendar days other than Saturdays, Sundays, and national or California state holidays.
40.9. This Lease contains the entire agreement between Landlord and Tenant with respect to the subject matter of this Lease, is a complete and exclusive statement of the terms of such agreement, and supersedes all prior understandings, agreements, letters, term sheets, representations and warranties, if any, with respect to such subject matter.
40.10. All notices required or permitted to be given by Tenant and Landlord to each other shall be in writing and shall be (i) personally delivered, (ii) sent by U.S. certified mail, postage prepaid, return receipt requested, or (iii) sent by a nationally recognized overnight express courier service that provides written confirmation of delivery . All such notices shall be sent to the addresses of the parties set forth in the introductory Paragraph of this Lease, provided that either party shall have the right to change its notice address by sending notice of the same to the other party in accordance with this Paragraph . Each such notice or other communication shall be deemed given, delivered and received upon its actual receipt; provided, however, if delivery is rejected or unclaimed by the addressee or undeliverable to the address provided by the addressee, then delivery shall be deemed to occur on the date of first attempted delivery on a day other than Saturday, Sunday or hol iday recognized by the State of California. Notwithstanding the foregoing, routine correspondence between Landlord and Tenant shall be deliverable by regular U.S. mail, by email, or by such other means of delivery as may become customary.
40.11. Neither Landlord nor Tenant will be liable for any failure or delay in performing an obligation under this Lease (other than prompt and timely payments of Rent and other monetary amounts when due under this Lease), where such failure or delay is due to any of the following causes (which events and/or circumstances are hereinafter referred to as "Force Majeure"), to the extent beyond its reasonable control, but only for so long as the performance of any of such obligations are prevented, delayed, or hindered by: acts of God, accident, riots, lockouts, labor disputes, war, terrorist act, epidemics, pandemics, quarantine, civil commotion, breakdown of communication facilities, breakdown of web host, breakdown of internet service provider, natural catastrophes, governmental acts or omissions, changes in laws or regulations, strikes, fire, explosion, generalized lack of availability of raw materials or energy, or other casualty or causes; provided that the parties hereby stipulate that Forc e Majeure shall not include the novel coronavirus "Covid-19" pandemic, and any related governmental actions. For the avoidance of doubt, Force Majeure shall not include (i) financial distress nor the inability of either party to make a profit or avoid a financial loss, (ii) changes in the market prices or conditions, (iii) a party 's financial inability to perform its obligations under this Lease, or (iv) any governmental order requiring or advising Tenant to close or restrict operations at the Premises.
City of Chula Vista - City Council
September 22, 2026, City Council Agenda
22 Lease (ORBP) - City of Chula Vista 4903-8487-5465 v.8.docx
40.12. If more than one person is Tenant, then the obligations of Tenant under this Lease shall be the joint and several obligations of each of such persons; provided, however, that any act or signature of one or more of any of such persons and any notice or refund given to or served on any one of such persons shall be fully binding on each of such persons .
40.13. If Tenant is not an individual, at Landlord 's request, Tenant shall provide to Landlord concurrently with Tenant's execution of this Lease a valid written resolution authorizing Tenant to enter into this Lease and authorizing the persons executing this Lease on behalf of Tenant to execute this Lease. At Landlord's request, Tenant shall use a form of resolution provided by Landlord.
40.14. Tenant shall not conduct or permit to be conducted any liquidation sale ( e.g., a going out of business sale) or auction at the Premises.
40.15. The voluntary or other surrender of this Lease by Tenant, or a mutual cancellation of this Lease, or a termination by Landlord, shall not work a merger, and shall, at the option of Landlord, terminate any existing subleases or m ay, at the option of Landlord, operate as an assignment to Landlord of any such subleases.
40.16. All provisions, whether covenants or conditions, to be performed or observed by Tenant shall be deemed to be both covenants and conditions . All indemnity, defense, and hold harmless obligations of Tenant hereunder shall survive the termination or expiration of this Lease.
40.17. All payments to be made by Tenant to Landlord under this Lease shall be in United States currency. [SIGNATURE PAGE FOLLOWS]
City of Chula Vista - City Council
September 22, 2026, City Council Agenda
[Signature Page to Standard Form Industrial Lease (Triple Net)] 23 Lease (ORBP) - City of Chula Vista 4903-8487-5465 v.8.docx
LANDLORD: TENANT:
ORBPD-24, LLC THE CITY OF CHULA VISTA, a Municipal Corporation a California limited liability company
By: Otay River Business Park Development, LLC, By:
a Delaware limited liability company
Its: Manager and Sole Member Name: Tiffany Allent
By: SDI-ORBPD, LLC, Its: City Manager
a California limited liability company
Its: Managing Member
Approved to Form:
By: By:
Name:
Its: Name: Marco A. Verdugo
Its:City Attorney
City of Chula Vista - City Council
September 22, 2026, City Council Agenda
City of Chula Vista - City Council
September 22, 2026, City Council Agenda
Lease (ORBP) - City of Chula Vista 4903-8487-5465 v.8.docx
Exhibit "A"
Site Plan of Premises
City of Chula Vista - City Council
September 22, 2026, City Council Agenda
City of Chula Vista - City Council
September 22, 2026, City Council Agenda
Exhibit "B"
Description of the Project
City of Chula Vista - City Council
September 22, 2026, City Council Agenda
[Exhibit B Continued from previous page]
Depiction of the Project:
City of Chula Vista - City Council
September 22, 2026, City Council Agenda
Exhibit "C"
Reserved
City of Chula Vista - City Council
September 22, 2026, City Council Agenda
Exhibit "D"
Landlord's Current Rules and Regulations
RULES AND REGULATIONS1
1. Tenant may not park or store vehicles, trailers or containers outside the Premises after the conclusion of normal daily business activity except in approved areas specifically designated by Landlord.
2. Tenant may not use any method of heating or air -conditioning other than that supplied by Landlord without the prior written consent of Landlord.
3. Except for dock shelters and seals as may be expressly permitted by Landlord, no awnings or other projections may be attached to the outside walls of the Building by Tenant. All window coverings and window films or coatings installed by Tenant and visible from outside of the Building require the prior written approval of Landlord .
4. Tenant shall not use, keep, discharge or permit to be used, kept or discharged any foul or noxious gases, fumes, odors or other substances in or from the Premises, or permit or suffer the Premises to be occupied or used in any manner offensive or objectionable to Landlord or other occupants of the Building by reason of such gas, fumes odors and/or other substances, or that interfere in any way with the quiet enjoyment of other Tenants or those having business at the Project.
5. Tenant shall not permit the radiation or discharge of intense glare, heat, atomic, electromagnetic, microwave, ultrasonic, laser or other radiation, except within an area screened and enclosed in such manner as to be indiscernible from any point outside of the Premises.
6. Tenant may not use, keep or permit to be used or kept any flammable or combustible materials without proper governmental permits and approvals.
7. Tenant may not use, keep or permit to be used or kept food or other edible materials in or around the Premises in such a manner as to attract rodents, vermin or other pests . No cooking shall be done or permitted by any Tenant on the Premises, without Landlord's prior written consent, other than in microwave ovens.
8. The Premises shall not be used for lodging or sleeping, for public assembly, or for any improper or illegal purpose.
9. Tenant will park motor vehicles only in those general parking areas as designated by Landlord except for active loading and unloading. During loading and unloading of vehicles or containers, Tenant will not unreasonably interfere with traffic flow within the Project or with the loading and unloading areas of other tenants.
10. Storage of propane tanks, whether interior or exterior, will be in secure and protected storage enclosures approved by the local fire department and, if exterior, shall be located in areas specifically designated by Landlord. Safety equipment, including eye wash stations and approved neutralizing agents, will be provided in areas used for the maintenance and charging of lead -acid batteries. Tenant will protect electrical panels and building mechanical equipment from damage from forklift trucks.
11. Tenant will not disturb, solicit or canvas any occupant of the Building or Project and will cooperate to prevent same.
12. No person may go on the roof of the Building without Landlord 's permission except to perform obligations under its lease.
13. No live animals (other than service animals, such as seeing -eye dogs), fish or birds of any kind may be brought into or kept in or about the Project by tenants. Any service animals belonging to a Tenant must be kept on the Tenant's Premises, and when in common areas of the Project , must remain under Tenant 's supervision and control, including being kept on a leash or other appropriate restraining device . Furthermore, Tenant shall be absolutely liable to each and all other tenants and invitees for damages or injuries caused by any animals brought or kept on the Project. Tenant shall immediately remove any excrement and clean any urine or other unsanitary conditions caused by such animals on any portion of the Project.
14. Any machinery, equipment or apparatus belonging to Tenant which causes noise or vibration that may be transmitted to other parts of the Project to such a degree as to be objectionable to Landlord or other tenants, due to intermittence, frequency, strength, shrillness or volume, or to cause harm to the Project will be placed and maintained by Tenant, at Tenant's expense, on vibration eliminators or other devices sufficient to eliminate the transmission of such noise and vibration. Tenant will cease using any such machinery which causes objectionable noise or vibrations which cannot be sufficiently mitigated.
15. Except within the fenced in loading dock area, all goods, including material used to store goods, delivered to the Premises of Tenant will be immediately moved into the Premises and will not be left in parking or exterior loading areas overnight.
Tenant may not store or permit the storage or placement o f goods or merchandise in or around the common areas surrounding the Premises. No displays or sales of merchandise are allowed in the parking lots or other common areas.
1 Any capitalized term used herein but not defined herein shall have the meaning set forth in the Lease.
City of Chula Vista - City Council
September 22, 2026, City Council Agenda
16. Tractor trailers which must be unhooked or parked with dolly wheels beyond the concrete loading areas must use steel plates or wood blocks of sufficient size to prevent damage to the asphalt paving surfaces. No parking or storing of such trailers will be permitted in the auto parking areas of the industrial park or on streets adjacent thereto.
17. Forklifts which operate on asphalt paving areas may not have solid rubber tires and may use only tires that do not damage the asphalt.
18. Tenant will be responsible for the safe storage and removal of all pallets. Pallets will be stored behind screened enclosures at locations approved by the Landlord.
19. Tenant will be responsible for the safe storage and removal of all trash and refuse . All such trash and refuse will be contained in suitable receptacles stored behind screened enclosures at locations approved by Landlord. Landlord reserves the right to remove, at Tenant 's expense and without further notice, any trash or refuse left elsewhere outside of the Premises or on the Project.
20. Tenant will appoint an emergency coordinator who shall be responsible for assuring notification of the local fire department in the event of an emergency, assuring that sprinkler valves are kept open and implementing the Factory Mutual "Red Tag Alert " system including weekly visual inspection of all sprinkler system valves on or within the Premises. Tenant will provide Landlord access to fire protection and any related communications equipment in the Premises at all times.
21. Smoking or carrying lighted cigars, e -cigarettes, vaping pipes, or cigarettes is prohibited throughout the Premises and Project except in areas designated by Landlord from time to time.
22. Tenant shall see that the doors of the Premises and Project are closed and securely locked before leaving and must observe strict care and caution that all water apparatus are entirely shut off before Tenant or Tenant 's employees leave the Premises, and that all electricity, gas or air shall likewise be carefully shut off, so as to prevent waste or damage.
23. Tenant will direct electricians as to where and how telephone and electric wires are to be introduced. No boring or cutting for wires will be allowed without the consent of the Landlord. The locations of telephones, call boxes and other office equipment affixed to the Premises shall be subject to the approval of Landlord.
24. Landlord reserves the right to refuse access to any persons Landlord in good faith judges to be a threat to the health, safety, well-being or reputation of the Project or its occupants.
25. Tenant shall be responsible for the inappropriate use of any toilet rooms, plumbing or other utilities . No foreign substances of any kind are to be inserted therein.
26. Tenant shall not deface the walls, partitions or other surfaces of the Premises.
27. Tenant shall not employ any service or contractor for services or work to be performed in the Building, except as approved by Landlord.
28. Tenant shall not install, maintain or operate any vending machines upon the Premises without Landlord's written consent.
29. Landlord reserves the right to waive any one or more of these rules or regulations as to any particular Tenant , and any such waiver shall not constitute a waiver of any other rule or regulation or any subsequent application thereof to such Tenant or other tenant.
30. Tenant assumes all risks from theft or vandalism and agrees to keep its Premises locked as may be required.
31. Landlord reserves the right to make such other reasonable rules and regulations as it may from time to time deem necessary for the appropriate operation and safety of the Project and its occupants. Tenant agrees to abide by these and such rules and regulations upon receipt thereof.
City of Chula Vista - City Council
September 22, 2026, City Council Agenda
Exhibit "E"
Environmental Questionnaire
ENVIRONMENTAL QUESTIONNAIRE
FOR COMMERCIAL AND INDUSTRIAL PROPERTIES
Property Address: 2855 Faivre Street, Suites #110 and 120, Chula Vista CA 91911 Instructions: The following questionnaire is to be completed by the Tenant representative with knowledge of the planned operations for the specified building/location. Please print clearly and attach additional sheets, as necessary.
1.0 PROCESS INFORMATION
Describe planned use and include brief description of manufacturing processes employed.
2.0 HAZARDOUS MATERIALS
Are hazardous materials used, generated, treated, stored, transferred, or disposed? Yes___ No ____ If yes, continue with the next question. If not, go to Section 3.0.
2.1 Are any of the following materials handled on the Property? Yes___ No ___ (A material is handled if it is used, generated, processed, produced, packaged, treated, stored, emitted, discharged, or disposed.) If so, complete this section. If this question is not applicable, skip this section and go on to Section 5.0.
Explosives Fuels Oils
Solvents Oxidizers Organics/Inorganics
Acids Bases Pesticides
Gases PCBs Radioactive Materials
Other (please specify)
2-2. If any of the groups of materials checked in Section 2.1, please list the specific material(s), use(s), and quantity of each chemical used or stored on the site in the Table below. If convenient, you may substitute a chemical inventory and list the uses of each of the chemicals in each category separately.
Material Physical State (Solid, Liquid, or Gas) Usage Container Size Number of Containers Total Quantity
2-3. Describe the planned storage area location(s) for these materials. Please include site maps and drawings as appropriate.
2-4. Does the operation of your business require permits, a license, or plan approval from any of the following agencies?
U.S. Environmental Protection Agency
City or County Sanitation District
State Department of Health Services
U.S. Nuclear Regulatory Commission
Air Quality Management District
City of Chula Vista - City Council
September 22, 2026, City Council Agenda
Bureau of Alcohol, Firearms and Tobacco
City or County Fire Department
Regional Water Quality Control Board
Any Laboratory Certification Agency (Indicate permit or license numbers, issuing agency, and expiration date or renewal date, if applicable.)
3.0 HAZARDOUS WASTES
Are hazardous wastes generated on site? Yes___ No_ ____ If yes, continue with the next question . If not, skip this section and go to Section 4.0.
3-1. Are any of the following wastes generated, handled, or disposed of (where applicable) on the Property? Hazardous wastes Industrial Wastewater
Waste oils PCBs
Air emissions Sludges
Regulated Wastes Other (please specify)
3-2. List and quantify the materials identified in Question 3-1 of this section.
WASTE
GENERATED
RCRA listed
Waste? SOURCE
APPROXIMATE
MONTHLY QUANTITY
WASTE
CHARACTERIZATION DISPOSITION
3-3. Please include name, location, and permit number (e.g., EPA ID No.) for transporter and disposal facility, if applicable). Attach separate pages, as necessary.
Transporter/Disposal Facility Name Facility Location Transporter (T) or Disposal (D) Facility Permit Number
3-4. Are pollution controls or monitoring employed in the process to prevent or minimize the release of wastes into the environment? Yes___ No___
3-5. If so, please describe.
4.0 USTS/ASTS
4-1. Are underground storage tanks (USTs), aboveground storage tanks (ASTs), or associated pipelines used for the storage of petroleum products, chemicals, or liquid wastes present on site (lease renewals) or required for planned operations (new tenants)? Yes___ No___
If not, continue with Section 5.0. If yes, please describe capacity, contents, age, type of the USTs or ASTs, as well any associated leak detection/spill prevention measures. Please attach additional pages if necessary.
Capacity Contents
Year
Installed
Type (Steel,
Fiberglass, etc.)
Associated Leak Detection / Spill
Prevention Measures*
City of Chula Vista - City Council
September 22, 2026, City Council Agenda
Capacity Contents
Year
Installed
Type (Steel,
Fiberglass, etc.)
Associated Leak Detection / Spill
Prevention Measures*
*Note: The following are examples of leak detection / spill prevention measures:
Integrity testing Inventory reconciliation Leak detection system Overfill spill protection Secondary containment Cathodic protection 4-2. Please provide copies of written tank integrity test results and/or monitoring documentation, if available. 4-3. Is the UST/AST registered and permitted with the appropriate regulatory agencies? Yes___ No___ If so, please attach a copy of the required permits.
4-4. If this Questionnaire is being completed for a lease renewal, and if any of the USTs/ASTs have leaked, please state the substance released, the media(s) impacted ( e.g., soil, water, asphalt, etc.), the actions taken, and all remedial responses to the incident.
4-5. If this Questionnaire is being completed for a lease renewal, have USTs/ASTs been removed from the Property? Yes___ No___
If yes, please provide any official closure letters or reports and supporting documentation ( e.g., analytical test results, remediation report results, etc.).
4-6. For Lease renewals, are there any above or below ground pipelines on site used to transfer chemicals or wastes? Yes___ No___
For new tenants, are installations of this type required for the planned operations? Yes___ No___ If yes to either question, please describe.
5.0 ASBESTOS CONTAINING BUILDING MATERIALS
Please be advised that an asbestos survey may have been performed at the Property . If provided, please review the information that identifies the locations of known asbestos containing material or presumed asbestos containing material. All personnel and appropriate subcontractors should be notified of the presence of these materials, and informed not to disturb these materials. Any activity that involves the disturbance or removal of these materials must be done by an appropriately trained individual/contractor.
6.0 REGULATORY
6-1. Does the operation have or require a National Pollutant Discharge Elimination System (NPDES) or equivalent permit? Yes___ No___
If so, please attach a copy of this permit.
6-2. Has a Hazardous Materials Business Plan been developed for the site? Yes___ No_ __ If so, please attach a copy.
6-3. Has an environmental audit ever been conducted at any of your company's existing facilities? Yes __No __ If yes, please describe:
6-4. Does your company carry environmental impairment insurance? Yes ___ No _ __. If yes, what is the name of the carrier and what are the effective periods and monetary limits of that coverage?
City of Chula Vista - City Council
September 22, 2026, City Council Agenda
CERTIFICATION
I am familiar with the real property described in this questionnaire. By signing below, I represent and warrant that the answers to the above questions are complete and accurate to the best of my knowledge. I also understand that Landlord will rely on the completeness and accuracy of my answers in assessing any environmental liability risks associated with the property.
[TENANT]
Signature:
Name:
Title:
Date:
Telephone:
City of Chula Vista - City Council
September 22, 2026, City Council Agenda
v . 0 0 5 P a g e | 1
September 22, 2026
ITEM TITLE
Grant Extension: Extend Grant from California Board of State and Community Corrections for Organized Retail Theft Grant Program Grant Extension: Extend Grant from California Board of State and Community Corrections for Organized Retail Theft Grant Program
Report Number: 26-0282
Location: No specific geographic location
Department: Police
G.C. § 84308 Regulations Apply: No
Environmental Notice : The activity is not a “Project” as defined under Section 15378 of the California Environmental Quality Act (“CEQA”) State Guidelines. Therefore, pursuant to State Guidelines Section 15060(c)(3) no environmental review is required.
Recommended Action
Adopt resolutions: (A) approving an amendment to the agreement with the California Board of State and Community Corrections for the Organized Retail Theft Grant Program; and (B) approving the First Amendment to the City’s agreement with the San Diego Association of Governments for Program Evaluation Services for the Organized Retail Theft Grant Program.
SUMMARY
The California Board of State and Community Corrections has offered the City of Chula Vista (“City”), through the Chula Vista Police D epartment, a no -cost extension of the Organized Retail Theft Grant Program. The extension would allow the Police Department to continue grant -funded activities through December 31, 2027, and complete required evaluation and closeout activities through June 1, 2028, without increasing the grant award. Staff also recommends extending the agreement with the San Diego Association of Governments through June 1, 2028, to allow for the completion of all required program evaluation services.
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September 22, 2026, City Council Agenda
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ENVIRONMENTAL REVIEW
The proposed activity has been reviewed for compliance with the California Environmental Quality Act (CEQA) and it has been determined that the activity is not a “Project” as defined under Section 15378 of the State CEQA Guidelines because it will not result in a physical change in the environment. Therefore, pursuant to Section 15060(c)(3) of the State CEQA Guidelines, the activity is not subject to CEQA.
BOARD/COMMISSION/COMMITTEE RECOMMENDATION
Not applicable.
DISCUSSION
On October 17, 2023, the City C ouncil accepted grant funding from the California Board of State and Community Corrections (BSCC) for the Organized Retail Theft Grant Program. The grant has enabled the Police Department to take a proactive and comprehensive approach to combating vehicle and vehicle accessory theft within the City. Grant -funded activities include additional operational, investigative, and analytical resources, as well as enhancements to existing technologies to increase the availability of actionable evidence to prevent and deter vehicle and catalytic converter theft. This grant has also funded the acquisition and installation of 150 fixed automated license plate recognition (ALPR) cameras.
BSCC grant funding continues to support a Police Officer assigned as a dedicated veh icle theft investigator who also assists with oversight of the Police Department’s ALPR program and administration of the grant.
Additional funding supports overtime for targeted enforcement operations to deter vehicle theft and apprehend theft suspects; p revention materials and tools, including steering wheel locks and specialized paint used to mark catalytic converters; educational and community outreach materials; enhanced training for investigators; and five detective vehicles to provide greater operati onal flexibility. The grant also provides funding for contractual services with the San Diego Association of Governments (SANDAG) to conduct grant program evaluation and analysis.
The 150 ALPR cameras are installed on City -owned light poles throughout the community and provide investigators with an additional tool to identify vehicles associated with property crimes, violent crimes, and other threats to public safety. The cameras capture images of rear license plates from vehicles traveling on public roadwa ys and allow authorized personnel to conduct retroactive searches in support of criminal investigations, as well as receive alerts to assist in locating stolen and other felony -wanted vehicles. To address community privacy concerns, the system does not use facial recognition technology, does not capture personal identifying information about drivers or passengers, and automatically deletes captured images after 30 days. The technology is intended to serve as a crime -solving and investigative tool that provides valuable leads while incorporating appropriate transparency, accountability, and privacy safeguards.
Since the Police Department implemented the ALPR system on March 1, 2024, ALPR technology has contributed to the recovery of 181 stolen vehicles, the arrest of more than 145 suspects for vehicle theft, and the recovery and return of nearly $2 million in stolen property to its rightful owners. Countywide, vehicle theft has decreased by 19.67 percent as of August 2026 compared to the same period in the pri or year and
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September 22, 2026, City Council Agenda
P a g e | 3
is down 43.93 percent when compared to the three-year average. These results reflect the dedicated efforts of Police Department’s continued emphasis on proactive crime suppression and investigative strategies.
Since implementation, more than 37 5 Police Department employees —including dispatchers, community service officers, patrol officers, detectives, and supervisors —have received ALPR training to ensure the technology is used in accordance with City policy, Department policy, and applicable sta te law. ALPR usage data further demonstrates that technology has become an integral part of day -to-day investigative and operational activities. A recent usage report showed that 68.06 percent of trained employees accessed the ALPR database within the preceding 30 days, with patrol officers, dispatchers, and detectives accounting for the highest levels of regular use. This level of utilization demonstrates the value of ALPR technology as an operational resource and the Department’s commitment to ensuring pe rsonnel are properly trained in its appropriate and lawful use.
In addition to supporting crime suppression and investigative activities, the BSCC ORTG Program has enabled the Police Department to expand its community-based prevention and outreach efforts. Since March 2024, the Police Department has hosted eight (8) “Engrave ’n Save” events, providing community members with a free service to have their vehicle identification number (VIN) engraved onto their catalytic converters.
These events have attracted significant public participation and media attention, providing an opportunity for the Police Department to educate residents about catalytic converter theft and highlight proactive measures being taken to prevent and deter this type of crime. To date, Police Department personnel have engraved the VINs of nearly 900 vehicles.
Engraving a vehicle’s VIN onto its catalytic converter provides an additional means of identifying the component if it is stolen and subsequently recovered. This can assist investigators in connecting a recovered catalytic converter to its rightful owner and developing evidence to identify and hold theft suspects accountable. The program therefore provides both a preventive benefit and an investigative resource while increasing public awareness of catalytic converter theft.
The grant has also supported eleven (11) targeted enforcement operations focused on identified vehicle theft “hot spots” throughout the City. These operations have provided additional proactive patrol and enforcement resources in areas experiencing elevated levels of vehicle theft and have resulted in the recovery of multiple stolen vehicles and the identification and arrest of vehicle theft suspects.
Community outreach and education have been an important component of the BSCC Organized Retail Theft grant. Throughout the year, the Police Department has used community workshops, the Citizens’ Academy, National Night Out, and other public engagement opportunities to educate residents about the grant-funded initiatives, vehicle and vehicle accessory theft prevention strategies, and steps community members can take to protect their property. These events have also provided opportunities for the Police Depar tment to educate the community about ALPR technology, including how the cameras function, how the Department uses the technology as an investigative tool, and the privacy safeguards governing its use. Providing this information directly to the community pr omotes transparency, strengthens public understanding of the technology, and helps build and maintain public trust.
The Police Department further provides periodic reports and updates regarding the grant and its outcomes to the San Diego Association of Gov ernments (SANDAG), BSCC, and the City’s Privacy Protection and Technology Advisory Commission (PTAC). These ongoing reporting and oversight efforts provide
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P a g e | 4
opportunities to monitor grant implementation, evaluate program effectiveness, communicate successes and challenges, and maintain accountability and transparency regarding the use of grant-funded resources.
The grant term included a project activity period from October 1, 2023, through December 31, 2026, followed by a closeout period from January 1, 2027 , through June 1, 2027, to complete the Final Local Evaluation Report by SANDAG and the required financial audit.
BSCC has offered the City a no-cost extension of the grant term. Amendment No. 1 would extend the project activity period through December 31, 2027, followed by an evaluation and financial audit closeout period through June 1, 2028. The extension would provide the Police Department additional time to fully implement and utilize existing grant-funded resources and continue vehicle theft enforcement and prevention activities without increasing the $3,037,986 grant award or requiring additional City funding.
DECISION-MAKER CONFLICT
Staff has reviewed the decision contemplated by this action and has determined that it is not site-specific and consequently, the real property holdings of the City Council members do not create a disqualifying real property-related financial conflict of interest under the Political Reform Act. (Gov. Code, § 87100, et seq.) Staff is not independently aware and has not been informed by any City Council member of any other fact that may constitute a basis for a decision-maker conflict of interest in this matter.
CURRENT-YEAR FISCAL IMPACT
Since this is a no -cost extension with the BSCC for the Organized Retail Theft Grant Pro gram, there is no current-year fiscal impact as a result of this action. Grant costs and associated revenues are already included in the fiscal year 2026-27 budget of the Police Grant Section of the State Grants Fund.
ONGOING FISCAL IMPACT
There is no ongoing fiscal impact as a result of this action.
ATTACHMENTS
1. BSCC Amendment No. 1 of Agreement BSCC 1146-23 with the California Board of State and Community Corrections
2. First Amendment to Agreement with the San Diego Association of Governments for Program Evaluation Services
Staff Contact: Acting Chief of Police Dan Peak
Police Captain James Petray
City of Chula Vista - City Council
September 22, 2026, City Council Agenda
RESOLUTION NO. __________
RESOLUTION OF THE CITY COUNCIL OF THE CITY OF
CHULA VISTA A PPROVING AMENDMENT 1 OF
AGREEMENT NUMBER BSCC 1146-23 WITH THE BOARD OF
STATE COMMUNITY CORRECTIONS FOR THE ORGANIZED
RETAIL THEFT GRANT PROGRAM
WHEREAS, on October 17, 2023, the City Council accepted a grant from California Board of State and Community Corrections (BSCC) for the Organized Retail Theft Grant Program; and
WHEREAS, the grant has enabled the Police Department to take a proactive and comprehensive approach to combating vehicle and vehicle accessory theft within the City; and
WHEREAS, specifically for the Police Department, the Organized Retail Theft grant award in the amount of $3,037,986 funded salaries and benefits of one Peace Officer, installation of 150 fixed automated license plate recognition cameras, targeted enforcement operations to deter vehicle theft, detective vehicles, and contractual services with San Die go Association of Governments (SANDAG) for project evaluation services; and
WHEREAS, the original grant term included a 38 -month project activity period from October 1, 2023, through December 31, 2026, followed by a five -month closeout period from January 1, 2027, through June 1, 2027, to complete the Final Local Evaluation Report by SANDAG and the required financial audit; and
WHEREAS, BSCC has offered the City a no-cost extension of the grant term to extend the project activity period through December 31, 2027, followed by a five-month closeout period from January 1, 2028, through June 1, 2028; and
WHEREAS, the extension would provide the Police Department additional time to fully implement and utilize grant -funded resources, continue proactive vehicle theft enforcement and prevention efforts, and maximize the public safety benefits of the grant without increasing the grant award or requiring additional City funding.
NOW, THEREFORE, BE IT RESOLVED by the City Council of the City of Chula Vista that it approves Amendment 1 of Agreement Number BSCC 1146-23 between the City of Chula Vista and Board of State and Community Corrections , including any amendments thereof, in the form presented, with such modifications as may be required or approved b y the City Attorney, a copy of which shall be kept on file in the Office of the City Clerk , and authorizes and directs the Acting Chief of Police to execute same.
City of Chula Vista - City Council
September 22, 2026, City Council Agenda
Presented by
Tiffany Allen
City Manager
Approved as to form by
Marco A. Verdugo
City Attorney
City of Chula Vista - City Council
September 22, 2026, City Council Agenda
RESOLUTION NO. __________
RESOLUTION OF THE CITY COUNCIL OF THE CITY OF
CHULA VISTA APPROVING AGREEMENT AMENDMENT
WITH SAN DIEGO ASSOCIATION OF GOVERNMENTS FOR
THE ORGANIZED RETAIL THEFT GRANT PROGRAM
WHEREAS, on October 17, 2023, the City Council accepted a grant from California Board of State and Community Corrections (BSCC) for the Organized Retail Theft Grant Program; and
WHEREAS, the grant has enabled the Police Department to take a proactive and comprehensive approach to combating vehicle and vehicle accessory theft within the City; and
WHEREAS, San Diego Association of Governments (SANDAG) provides monitoring and quality control services to assess the achievement of proposed goals of the program; and
WHEREAS, the original grant term included a 38 -month project activity period from October 1, 2023, through December 31, 2026, followed by a five -month closeout period from January 1, 2027, through June 1, 2027, to complete the Final Local Evaluation Report by SANDAG and the required financial audit; and
WHEREAS, BSCC has offered the City a no-cost extension of the grant term to extend the project activity period through December 31, 2027, followed by a five-month closeout period from January 1, 2028, through June 1, 2028; and
WHEREAS, the extension would provide the Police Department additional time to fully implement and utilize grant -funded resources, continue proactive vehicle theft enforcement and prevention efforts, and maximize the public safety benefits of the grant without i ncreasing the grant award or requiring additional City funding.
NOW, THEREFORE, BE IT RESOLVED by the City Council of the City of Chula Vista, that it approves Agreement amendment to provide Program Evaluation Services for the Organized Retail Theft Grant Program between the City and San Diego Association of Governments, in the form presented, with such modifications as may be required or approved by the City Attorney, a copy of which shall be kept on file in the Office of the City Clerk , and authorizes and directs the City Manager to execute same.
Presented by
Tiffany Allen
City Manager
Approved as to form by
Marco A. Verdugo
City Attorney
City of Chula Vista - City Council
September 22, 2026, City Council Agenda
STATE OF CALIFORNIA – DEPARTMENT OF GENERAL SERVICES SCO ID: 5227-BSCC114623-A1 STANDARD AGREEMENT AGREEMENT NUMBER AMENDMENT NUMBER Purchase Authority Number STD 213A (Rev. 07/2019)
☒ CHECK HERE IF ADDITIONAL PAGES ARE ATTACHED
BSCC 1146-23 1 BSCC-5227
1. This Agreement is entered into between the Contracting Agency and the Contractor named below:
CONTRACTING AGENCY NAME
BOARD OF STATE AND COMMUNITY CORRECTIONS
CONTRACTOR NAME
Chula Vista Police Department
2. The term of this Agreement is:
START DATE
OCTOBER 1, 2023
THROUGH END DATE
JUNE 1, 2028
3. The maximum amount of this Agreement after this Amendment is:
$3,037,986.00
4. The parties mutually agree to this amendment as follows. All actions noted below are by this reference made a part of the Agreement and incorporated herein:
This amendment adds one year to the term of the grant agreement. The new end date is June 1, 2028.
Exhibit A: Scope of Work, Item 5. Reporting Requirements is amended by replacing the prior schedule with the attached Exhibit A; Scope of Work, Item 5. Reporting Requirements.
Exhibit B: Budget Detail and Payment Provisions is amended by replacing the prior Exhibit B, Item 1.
Invoicing and Payments with the attached Exhibit B, Item 1. Invoicing and Payments.
Exhibit C: General Terms and Conditions is amended by adding the attached Exhibit C, Item 21.
Generative AI Disclosure Obligations.
All other terms and conditions shall remain the same.
IN WITNESS WHEREOF, THIS AGREEMENT HAS BEEN EXECUTED BY THE PARTIES HERETO.
CONTRACTOR
CONTRACTOR NAME (if other than an individual, state whether a corporation, partnership, etc.) Chula Vista Police Department
CONTRACTOR BUSINESS ADDRESS CITY STATE ZIP
315 Fourth Avenue Chula Vista CA 91910
PRINTED NAME OF PERSON SIGNING TITLE
Daniel Peak Acting Chief of Police
CONTRACTOR AUTHORIZED SIGNATURE DATE SIGNED
CONTRACTING AGENCY
CONTRACTING AGENCY NAME
BOARD OF STATE AND COMMUNITY CORRECTIONS
CONTRACTING AGENCY ADDRESS CITY STATE ZIP
2590 Venture Oaks Way, Ste 200 Sacramento CA 95833
PRINTED NAME OF PERSON SIGNING TITLE
COLLEEN CURTIN Deputy Director
CONTRACTING AGENCY AUTHORIZED SIGNATURE DATE SIGNED
CALIFORNIA DEPARTMENT OF GENERAL SERVICES APPROVAL: EXEMPT PER SCM, VOLUME 1, CH. 4.06
City of Chula Vista - City Council
September 22, 2026, City Council Agenda
Chula Vista PD
BSCC 1146-23 A1
EXHIBIT A: SCOPE OF WORK
5. REPORTING REQUIREMENTS
A. Grantee will submit quarterly progress reports in a format prescribed by the BSCC.
These reports, which will describe progress made on program objectives and include required data, shall be submitted according to the following schedule:
Quarterly Progress Report Periods Due no later than:
1. October 1, 2023 to December 31, 2023 February 15, 2024
2. January 1, 2024 to March 31, 2024 May 15, 2024
3. April 1, 2024 to June 30, 2024 August 15, 2024
4. July 1, 2024 to September 30, 2024 November 15, 2024
5. October 1, 2024 to December 31, 2024 February 15, 2025
6. January 1, 2025 to March 31, 2025 May 15, 2025
7. April 1, 2025 to June 30, 2025 August 15, 2025
8. July 1, 2025 to September 30, 2025 November 15, 2025
9. October 1, 2025 to December 31, 2025 February 15, 2026
10. January 1, 2026 to March 31, 2026 May 15, 2026
11. April 1, 2026 to June 30, 2026 August 15, 2026
12. July 1, 2026 to September 30, 2026 November 15, 2026
13. October 1, 2026 to December 31, 2026 February 15, 2027
14. January 1, 2027 to March 31, 2027 May 15, 2027
15. April 1, 2027 to June 30, 2027 August 15, 2027
16. July 1, 2027 to September 30, 2027 November 15, 2027
17. October 1, 2027 to December 31, 2027 February 15, 2028
B. Evaluation Documents Due no later than:
1. Local Evaluation Plan April 1, 2024
2. Final Local Evaluation Report June 1, 2028
C. Other Due no later than:
Financial Audit Report June 1, 2028
Grantees that are unable to demonstrate that they are making sufficient progress toward project goals and objectives and show that funds are being spent in accordance with the Grant Agreement could be subject to a withholding of funds.
EXHIBIT B: BUDGET DETAIL AND PAYMENT PROVISIONS
1. INVOICING AND PAYMENT
A. The Grantee shall be paid quarterly in arrears by submitting an invoice (Form 201) to the BSCC that outlines actual expenditures claimed for the invoicing period.
Quarterly Invoicing Periods: Due no later than:
1. October 1, 2023 to December 31, 2023 February 15, 2024
2. January 1, 2024 to March 31, 2024 May 15, 2024
3. April 1, 2024 to June 30, 2024 August 15, 2024
City of Chula Vista - City Council
September 22, 2026, City Council Agenda
Chula Vista PD
BSCC 1146-23 A1
4. July 1, 2024 to September 30, 2024 November 15, 2024
5. October 1, 2024 to December 31, 2024 February 15, 2025
6. January 1, 2025 to March 31, 2025 May 15, 2025
7. April 1, 2025 to June 30, 2025 August 15, 2025
8. July 1, 2025 to September 30, 2025 November 15, 2025
9. October 1, 2025 to December 31, 2025 February 15, 2026
10. January 1, 2026 to March 31, 2026 May 15, 2026
11. April 1, 2026 to June 30, 2026 August 15, 2026
12. July 1, 2026 to September 30, 2026 November 15, 2026
13. October 1, 2026 to December 31, 2026 February 15, 2027
14. January 1, 2027 to March 31, 2027 May 15, 2027
15. April 1, 2027 to June 30, 2027 August 15, 2027
16. July 1, 2027 to September 30, 2027 November 15, 2027
17. October 1, 2027 to December 31, 2027 February 15, 2028
Final Invoicing Periods*: Due no later than:
18. January 1, 2028 to March 31, 2028 May 15, 2028
19. April 1, 2028 to June 1, 2028 August 15, 2028
*Note: Project activity period ends December 31, 2027. The period of January 1, 2028, to June 1, 2028 is for completion of Final Local Evaluation Report and financial audit only.
B. All project expenses must be incurred by the end of the project activity period, December 31, 2027, and included on the final invoice due February 15, 2028. Project expenditures incurred after December 31, 2027 will not be reimbursed.
C. The Final Local Evaluation Report is due to BSCC by June 1, 2028. Expenditures incurred for the completion of the Final Local Evaluation Report during the period of January 1, 2028, to June 1, 2028, must be submitted during the Final Invoicing Periods, with the final invoice due on August 15, 2028. Supporting fiscal documentation will be required for all expenditures claimed on during the Final Invoicing Periods and must be submitted with the final invoice.
D. The Financial Audit Report is due to BSCC by June 1, 2028. Expenditures incurred for the completion of the financial audit during the period of January 1, 2028, to June 1, 2028, must be submitted during the Final Invoicing Periods, with the final invoice due on August 15, 2028. Supporting fiscal documentation will be required for all expenditures claimed during the Final Invoicing Periods and must be submitted with the final invoice.
E. Grantee shall submit an invoice to the BSCC each invoicing period, even if grant funds are not expended or requested during the invoicing period.
F. Upon the BSCC’s request, supporting documentation must be submitted for project expenditures. Grantees are required to maintain supporting documentation for all expenditures on the project site for the life of the grant and make it readily available for re view during BSCC site visits. See Exhibit A. Scope of Work, Item 6. Project Records.
City of Chula Vista - City Council
September 22, 2026, City Council Agenda
Chula Vista PD
BSCC 1146-23 A1
EXHIBIT C: GENERAL TERMS AND CONDITIONS
21. GENERATIVE AI DISCLOSURE OBLIGATIONS:
A. The following terms are in addition to the defined terms and shall apply to the Contract:
1) “Generative AI (GenAI)” means an artificial intelligence system that can generate derived synthetic content, including text, images, video, and audio that emulates the structure and characteristics of the system's training data. (Gov. Code § 11549.64.)
B. Contractor shall immediately notify the State in writing if it: (1) intends to provide GenAI as a deliverable to the State; or (2), intends to utilize GenAI, including GenAI from third parties, to complete all or a portion of any deliverable that materially impacts: (i) functionality of a State system, (ii) risk to the State, or (iii) Contract performance. For avoidance of doubt, the term “materially impacts” shall have the meaning set forth in State Administrative Manual (SAM) § 4986.2 Definitions for GenAI.
C. Notification shall be provided to the State designee identified in this Contract.
D. At the direction of the State, Contractor shall discontinue the provision to the State of any previously unreported GenAI that results in a material impact to the functionality of the System, risk to the State, or Contract performance, as determined by the State.
E. If the use of previously undisclosed GenAI is approved by the State, then Contractor will update the Deliverable description, and the Parties will amend the Contract accordingly, which may include incorporating the GenAI Special Provisions into the Contract, at no additional cost to the State.
The State, at its sole discretion, may consider Contractor’s failure to disclose or discontinue the provision or use of GenAI as described above, to constitute a material breach of Contract when such failure results in a material impact to the functionality of the System, risk to the State, or Contract performance. The State is entitled to seek any and all remedies available to it under law as a result of such breach, including but not limited to termination of the contract.
City of Chula Vista - City Council
September 22, 2026, City Council Agenda
City of Chula Vista Agreement No.: 2026-278
Consultant Name: SAN DIEGO ASSOCIATION OF GOVERNMENTS
FIRST AMENDMENT
TO THE CONTRACTOR/SERVICE PROVIDER AGREEMENT
BY AND BETWEEN THE CITY OF CHULA VISTA AND
SAN DIEGO ASSOCIATION OF GOVERNMENTS FOR PROGRAM EVALUATION SERVICES FOR
THE ORGANIZED RETAIL THEFT GRANT PROGRAM
This First Amendment (“Amendment”) is entered into effective as of September 22, 2026 (“Effective Date”), by and between the City of Chula Vista (“City”), a California chartered municipal corporation, and SAN DIEG O ASSOCIATION OF GOVERNMENTS (“Contractor/Service Provider”). The City and Contractor/Service Provider may be referred to herein individually as a “Party,” or collectively as the “Parties.”
RECITALS
WHEREAS, on October 1, 2023, the City and the Contractor/Service Provider entered into that certain Agreement No. 2023-229 for Program Evaluation Services for the Organized Retail Theft Grant Program (“Agreement”) to support implementation of the Organized Retail Theft (“ORT”) grant awarded to the Chula Vista Police Department by the Board of State and Community Corrections (“BSCC”); and
WHEREAS, by and through the Agreement, the Contractor/Service Provider performs independent program evaluation services, including preparation of a Local Evaluation Plan and a Final Local Evaluation Report, in accordance with the ORT program requirements; and
WHEREAS, the Agreement established a term of performance from October 1, 2023 through June 1, 2027, with a not to exceed amount of one hundred forty -four thousand two hu ndred fifty dollars ($144,250) for Contractor/Service Provider’s performance of the Required Services; and
WHEREAS, BSCC has offered the City a no -cost extension of the Organized Retail Theft Grant Program that extends the program activity period through December 31, 2027, and the deadline for submission of the Final Local Evaluation Report to June 1, 2028; and
WHEREAS, to ensure timely and complete performance of the grant -required evaluation deliverables through the BSCC -approved closeout period, the Parties desire to amend the Agreement to extend the term of performance through June 1, 2028, with the existing not-to-exceed compensation amount of $144,250 remaining unchanged.
NOW, THEREFORE, in consideration of the foregoing recitals and the mutual covenants and conditions contained in this Amendment, the Parties agree as follows:
AMENDMENT
1. DEFINED TERMS. All capitaliz ed terms not specifically defined in this Amendment shall have the same definitions and meanings as set forth in the Agreement.
2. AGREEMENT TERM. Section 1.10 of the Agreement and Section 3 of Exhibit A to the Agreement are hereby amended as follows:
2.1. Section 1.10 (Term) of the Agreement is amended solely by deleting the date “May 1, 2023” and replacing it with “October 1, 2023.” Except as expressly modified herein, Section 1.10 shall remain unchanged and in full force and effect.
City of Chula Vista - City Council
September 22, 2026, City Council Agenda
City of Chula Vista Agreement No.: 2026-278
Consultant Name: SAN DIEGO ASSOCIATION OF GOVERNMENTS
2.2. Section 3 (Term) of Exhibit A to the Agreement is hereby deleted in its entirety and replaced with the following:
3. Term. In accordance with Section 1.10 of this Agreement, the term of this Agreement shall commence on October 1, 2023, and shall end on June 1, 2028.
3. EXHIBIT A SCOPE OF WORK AND PAYMENT TERMS.
3.1. Section 2 (Required Services). Section 2.B of Exhibit A to the Agreement is hereby deleted in its entirety and replaced with the following:
B. Detailed Description:
San Diego Association of Governments (SANDAG) will perform grant program evaluation services as outlined in the proposal submitted to the Board of State and Community Corrections (BSCC) for the Organized Retail Theft (ORT) Grant Program. Serving as the outside evaluator, SANDAG will ensure ongoing monitoring and quality control of the grant program, as well as documenting and assessing achievement of proposed goals and outcomes.
Project activities that support the goals and objectives of the Organized Retail Theft (ORT) Grant Program include, but are not limited to:
• Attend meetings and collaborate with program partners and staff • Provide timely data to program partners and staff to drive decisions • Create and maintain dashboards documenting current information regarding the effectiveness of the Automated License Plate Recognition (ALPR) system and the impacts of community engagement efforts and the “Engrave ’n Save” program • Conduct surveys to assess the impact of the Chula Vista Police Department’s vehicle and vehicle accessory theft prevention and education effor ts and community perceptions of ALPR technology
• Conduct process and outcome evaluations to assess project implementation and the project’s effects on the target population
• Complete quarterly reports describing progress made on program objectives • Complete Final Local Evaluation Report and submit to BSCC no later than June 1, 2028
3.2. Section 4 (Compensation). Section 4.B of Exhibit A to the Agreement is hereby deleted in its entirety and replaced with the following:
B. Reimbursement of Costs
☒ None, the compensation includes all costs
Notwithstanding the foregoing, the maximum amount to be paid to the Contractor/Service Provider for services performed through June 1, 2028, shall not exceed $144,250.
3.3. Extension of the term for Contractor/Service Provider’s performance by and through this Amendment does not increase the total not to exceed amount under the Agreement.
City of Chula Vista - City Council
September 22, 2026, City Council Agenda
City of Chula Vista Agreement No.: 2026-278
Consultant Name: SAN DIEGO ASSOCIATION OF GOVERNMENTS
4. Generative AI Disclosure and Compliance.
4.1. Definition. For purposes of this Section, “GenAI” shall have the meaning set forth in Exhibit C, Item 21 of Agreement No. BSCC 1146-23, as amended.
4.2. Prior Notice and Approval. Contractor/Service Provider shall not use, or permit any subcontractor or third party acting on its behalf to use, GenAI in connection with the performance of any Required Service or preparation of any Deliverable under this Agreement without first providing written notice to the City describing the proposed GenAI use and obtaining the City’s prior written approval. The City may approve, condition, or deny such use in its sole discretion.
4.3. Information and Cooperation. Contractor/Service Provider shall promptly provide any information, documentation, certifications, or other assistance requested by the City regarding actual or proposed GenAI use and shall comply with any direction from the City relating to such use, including any direction to discontinue, modify, or remediate such use.
4.4. Personnel and Third Parties. Contractor/Service Provider shall be responsible for ensuring compliance with this Section by its employees, agents, subcontractors, and other third parties used in performing the Required Services.
4.5. No Relief from Contractor Obligations. Any review, approval, or direction by the City shall not relieve Contractor/Service Provider of responsibility for compliance with this Agreement or applicable BSCC requirements.
4.6. No Additional Cost. Contractor/Service Provider shall perform all obligations under this Section at no additional cost to the City.
5. AGREEMENT CONFIRMATION; EFFECT OF AMENDMENT.
5.1. Except as expressly modified by this Amendment, all terms, conditions, covenants, and provisions of the Agreement remain unchanged and in full force and effect and are hereby ratified and confirmed by the Parties.
5.2. The Parties reaffirm that the maximum compensation amount and all compens ation provisions in the Agreement remain unchanged and in full force and effect, and that no additional funding is authorized by this Amendment.
5.3. In the event of any conflict between this Amendment and the Agreement, the terms of this Amendment shall control, but only to the extent of such conflict.
6. AUTHORITY . Each Party represents and warrants that it has full rights, power, and authority to execute this Amendment and to perform its obligations hereunder, without the need for any further action under its governing instruments or additional approvals required for effectiveness of this Amendment, and that the individuals executing this Amendment on behalf of the Parties are duly authorized to do so.
7. COUNTERPARTS; ELECTRONIC SIGNATURES. This Amendment may be executed in counterparts, each of which is deemed an original, and all of which together constitute one and the same instrument. Signatures transmitted electronically or by digital signature platform acceptable to City shall be deemed original signatures for all purposes.
City of Chula Vista - City Council
September 22, 2026, City Council Agenda
City of Chula Vista Agreement No.: 2026-278
Consultant Name: SAN DIEGO ASSOCIATION OF GOVERNMENTS
4. ENTIRE AGREEMENT AS AMENDED. The Agreement, together with this Amendment, constitutes the entire agreement between the Parties concerning its subject matter.
[SIGNATURE PAGE TO FOLLOW]
City of Chula Vista - City Council
September 22, 2026, City Council Agenda
City of Chula Vista Agreement No.: 2026-278
Consultant Name: SAN DIEGO ASSOCIATION OF GOVERNMENTS
SIGNATURE PAGE TO FIRST AMENDMENT
TO THE CONTRACTOR/SERVICE PROVIDER AGREEMENT
FOR PROGRAM EVALUATION SERVICES FOR
THE ORGANIZED RETAIL THEFT GRANT PROGRAM
SAN DIEGO ASSOCIATION OF GOVERNMENTS CITY OF CHULA VISTA
BY: _____________________________________ BY: _____________________________________
GRACE MINO
SENIOR DIRECTOR, DATA SCIENCE AND
INFORMATION TECHNOLOGY
TIFFANY ALLEN
CITY MANAGER
APPROVED AS TO FORM
BY: _____________________________________
Marco A. Verdugo
City Attorney
[END OF DOCUMENT]
City of Chula Vista - City Council
September 22, 2026, City Council Agenda
v . 0 0 5 P a g e | 1
September 22, 2026
ITEM TITLE
Agreement: Approve a Master Services and Purchasing Agreement with Axon Enterprise, Inc. for a Records Management System
Report Number: 26-0242
Location: No specific geographic location
Department: Police
G.C. § 84308 Regulations Apply: No
Environmental Notice : The activity is not a “Project” as defined under Section 15378 of the California Environmental Quality Act (“CEQA”) State Guidelines. Therefore, pursuant to State Guidelines Section 15060(c)(3) no environmental review is required.
Recommended Action
Adopt a resolution approving a Master Services and Purchasing Agreement with Axon Enterprise, Inc. for a Records Management System.
SUMMARY
On August 1, 2025, the City issued a Request for Proposal (“RFP”), seeking competitive proposals from experienced and qualified individuals or firms to provide professional services for the Police Department’s records management system (RMS) solution. As a result of the RFP process, staff recommends approving a Master Services and Purchasing Agreement with Axon Enterprise, Inc.
ENVIRONMENTAL REVIEW
The proposed activity has been reviewed for compliance with the California Environmental Quality Act (“CEQA”), and it has been determined that the activity is not a “Project” as defined under Section 15378 of the State CEQA Guidelines because the proposed activity consists of a governmental fiscal/administrative activity which does not result in a physica l change in the environment. Therefore, pursuant to Section 15060(c)(3) of the State CEQA Guidelines, the activity is not subject to CEQA.
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September 22, 2026, City Council Agenda
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BOARD/COMMISSION/COMMITTEE RECOMMENDATION
Police Department staff presented an informational item about the Axon Records Management System to the Privacy Protection and Technology Advisory Commission during its regular meeting held on July 20, 2026.
Commission members inquired about interfaces with third party vendors. Staff responded that the interfaces will stream line workflows, reduce duplicate data entry and follow current security protocols designed to protect sensitive information.
DISCUSSION
Overview of Records Management System
The Police Department’s Records Management System (RMS) serves as a mission -critical platform and the official system of record for public safety operations. The RMS stores, manages, and supports access to calls for service, crime reports, arrests, citations, field interviews, investigative records, property and evidence documentation, and numerous additional operational and administrative records relied upon daily by sworn and professional staff. Virtually every operational function within the Police Department depends upon the availability, integrity, security, and accessibility of this information.
A modern RMS extends beyond records storage and retrieval. It serves as a foundational technology platform that supports operational efficiency, information sharing, investigative effectiveness, supervisory oversight, data quality, regulatory compliance, and integration across the broader public safety ecosystem. As policing becomes increasingly data -driven, the RMS establishes the infrastructure necessary to support future technology investments and evolving service expectations.
Current Software and Project Background
The Police Department currently utilizes Motorola Solutions NetRMS as its RMS. Motorola Solutions has discontinued support for the NetRMS platform, and the underlying Microsoft operating environment is approaching end of support. Continued reliance on the existing system presents increasing operational, cybersecurity, and supportability risks while limiting the Department’s ability to integ rate with modern public safety technologies and evolving operational requirements.
Recognizing these risks, the Police Department initiated a comprehensive effort to evaluate and procure a modern cloud -based RMS capable of supporting long -term operational needs while improving security, resiliency, interoperability, and overall efficiency.
This initiative is not solely a technology replacement project. Rather, it represents a strategic modernization effort intended to improve officer productivity, streamlin e investigative and records workflows, enhance data quality and accessibility, strengthen cybersecurity protections, and establish a scalable platform capable of supporting future public safety initiatives.
Competitive Selection Process
On August 1, 2025, the City released RFP P01-2026 to procure a replacement RMS for the Police Department.
The RFP established comprehensive operational, functional, technical, security, implementation, and integration requirements designed to identify the solution providing the greatest long-term value to the City.
RFP evaluation criteria included report management, records processing, criminal investigations, property
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September 22, 2026, City Council Agenda
P a g e | 3
and evidence workflows, mobile reporting capabilities, Criminal Justice Information Services (CJIS) compliance, California Department of Justice reporting requirements, historical data migration, interoperability with existing public safety systems, implementation methodology, and long -term vendor support. The City received ten (10) proposals.
Following completion of the evaluation process, staff determined that Axon Enterprise, Inc. provided the highest overall value and best satisfied the City’s operational, technical, and strategic objectives.
Recommended Solution: Axon Records
Axon Enterprise , Inc. is an esta blished provider of public safety technology solutions supporting law enforcement agencies throughout the country and internationally. In addition to body -worn camera and digital evidence solutions, Axon has developed a cloud -native RMS designed specifically for modern law enforcement operations.
Axon Records was selected because it demonstrated the strongest overall alignment with the City’s operational requirements, implementation objectives, and long-term technology strategy.
Key strengths identified during evaluation included:
Comprehensive functionality supporting patrol, investigations, records, property and evidence, and supervisory operations.
Modern cloud architecture designed to improve availability, resiliency, disaster recovery, and long - term maintainability.
Robust integration capabilities supporting existing and future public safety technologies. Mature implementation methodology supported by experienced public safety deployment specialists.
Proven data migration processes designed to preserv e historical records while minimizing operational disruption.
Mobile workflows that enable officers to complete reporting more efficiently and increase time available for proactive policing and community engagement. Demonstrated experience supporting agencies of comparable size and operational complexity.
Collectively, these capabilities position the Police Department to reduce operational risk, improve service delivery, and establish a sustainable technology foundation for future initiatives.
Agencies currently utilizing Axon Records include:
Campbell Police Department
Las Vegas Metropolitan Police Department
Scottsdale Police Department
Fort Collins Police Services
Benefits to the City of Chula Vista
Implementation of Axon Records will provide substantial operational, organizational, and strategic benefits extending beyond replacement of the Police Department’s existing RMS. The proposed solution is intended to modernize core public safety operations, improve access to information, strengthen cybersecurity
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September 22, 2026, City Council Agenda
P a g e | 4
protections, and establish a scalable technology foundation to support the City’s long -term public safety objectives.
Expected benefits include:
Improved officer efficiency and service delivery through streamlined reporting workflows, mobile access capabilities, and reduced administrative burden, allowing personnel to dedicate more time to proactive policing and community engagement.
Enhanced investigative effectiveness through improved records accessibility, case management capabilities, and more efficient retrieval and sharing of operational information. Improved data quality and decision-making through standardized workflows, reduced duplicate data entry, and increased consistency of public safety data across operational units. Expanded interoperab ility and information sharing through integration capabilities supporting existing and future public safety technologies and regional information exchange. Strengthened cybersecurity and privacy protections through modern cloud architecture, encryption, role-based access controls, audit logging, and CJIS-aligned security practices designed to protect sensitive public safety information.
Increased system resiliency, availability, and business continuity through cloud -hosted infrastructure with enhanced redundancy, disaster recovery capabilities, and reduced reliance on aging on-premises systems.
Improved scalability and long -term sustainability by establishing a flexible technology platform capable of adapting to evolving operational requirements and sup porting future innovation initiatives without significant infrastructure expansion. Reduced operational and lifecycle risk through vendor -supported modernization that decreases dependence on unsupported legacy systems and aging technology infrastructure.
Collectively, these improvements support the Police Department’s mission to enhance public safety, improve operational effectiveness, strengthen accountability and transparency, and promote responsible stewardship of City resources while positioning the Cit y to meet future public safety and service delivery needs.
Privacy and Security Considerations
Privacy protection, accountability, and information security were significant evaluation criteria throughout the procurement process.
Axon Records incorporates m ultiple security and privacy controls designed to safeguard CJI S, personally identifiable information (PII), and sensitive investigative records, including:
Role-based access controls that limit system access based on authorized business need. Multifactor authentication for user verification and account protection. Encryption of data both in transit and at rest.
Comprehensive audit logging and administrative monitoring capabilities. CJIS-aligned security controls and operational safeguards.
Administrative auditing tools provide authorized personnel the ability to review system access, monitor user activity, and support accountability through comprehensive logging and reporting.
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September 22, 2026, City Council Agenda
P a g e | 5
As a cloud -based platform, Axon Records also provides enhanced resiliency, geogra phic redundancy, business continuity, and disaster recovery capabilities compared to traditional on -premises environments while reducing infrastructure maintenance requirements.
Agreement Terms
The proposed Master Services and Purchasing Agreement with Axon Enterprise, Inc. includes an approximate 120-month Axon Records subscription with an estimated start date of September 15, 2027, and an estimated end date of September 14, 2037.
DECISION-MAKER CONFLICT
Staff has reviewed the decision contemplated by this action and has determined that it is not site-specific and consequently, the real property holdings of the City Councilmembers do not create a disqualifying real property-related financial conflict of interest under the Political Reform Act. (Gov. Code, § 87100 et seq.) Staff is not independently aware and has not been informed by any City Councilmember of any other fact that may constitute a basis for a decision-maker conflict of interest in this matter.
CURRENT-YEAR FISCAL IMPACT
There is no current -year fiscal impact since the first-year cost of the RMS solution will occur in fiscal year 2027-28.
ONGOING FISCAL IMPACT
The proposed agreement with Axon Enterprise, Inc. represents a ten -year investment in the Police Department’s R MS and includes software licensing, implementation services, historical data conversion, professional services, systems integration, training, and ongoing technical account management. The following table outlines the cost by fiscal year for the ten-year term.
FISCAL YEAR COST
FY 2027-28 $375,000
FY 2028-29 $383,087
FY 2029-30 $391,349
FY 2030-31 $399,788
FY 2031-32 $408,410
FY 2032-33 $417,217
FY 2033-34 $426,215
FY 2034-35 $435,407
FY 2035-36 $444,796
FY 2036-37 $454,389
10-YEAR TOTAL $4,135,658
The first year of the agreement will be funded by the available balance of the Asset Seizure Fund. For subsequent fiscal years, the Police Department will work collaboratively with the Finance Department through the annual budget development process to identify funding sources necessary to support the
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September 22, 2026, City Council Agenda
P a g e | 6
ongoing c osts associated with the new RMS However, should funding become available within the Asset Seizure Fund, those funds will continue to be applied toward future agreement obligations.
ATTACHMENTS
1. Master Services and Purchasing Agreement with Axon Enterprise, Inc. for a Records Management System
Staff Contact: Dan Peak, Acting Chief of Police
Ed Handog, Police Technology Manager
City of Chula Vista - City Council
September 22, 2026, City Council Agenda
Form Rev 9/30/2025
RESOLUTION NO. __________
RESOLUTION OF THE CITY COUNCIL OF THE CITY OF
CHULA VISTA APPROVING A MASTER SERVICES AND
PURCHASING AGREEMENT BETWEEN THE CITY AND
AXON ENTERPRISE, INC. FOR RECORDS MANAGEMENT
SYSTEM
WHEREAS, on August 1, 2025, the City issued a Request for Proposal (“RFP”) P01-2026, seeking competitive proposals from experienced and qualified individuals or firms to provide professional services for the Police Department’s records management system (“RMS”); and
WHEREAS, the City received ten (10) responses to solicitation RFP P01 -2026 (the “Proposals”); and
WHEREAS, the selection committee evaluated the Proposals and recommends executing an agreement with Axon Enterprise, Inc. (“Agreement”) for a Records Management System; and
WHEREAS, the Agreement includes a 10 -year Axon Records subscription with an estimated start date of September 15, 2027, and an estimated end date of September 14, 2037; and
WHEREAS, the total compensation payable to Axon Enterprise, Inc. for the Axon Records subscription and related services shall not exceed $4,135,658.
NOW, THEREFORE, BE IT RESOLVED by the City Council of the City of Chula Vista, that it approves the Master Services and Purchasing Agreement between the City and Axon Enterprise, Inc., in the form presented, with such modifications as may be required or approved by the City Attorney, a copy of which shall be kept on file in the Office of the City Clerk, and authorizes and directs the City Manager to execute same.
BE IT FURTHER RESOLVED by the City Council of the City of Chula Vista, that the City Manager is authorized to enter into and execute the Master Services and Purchasing Agreement, between the City and Axon Enterprise, Inc., any and all subsequent amendm ents, extensions, or renewals necessary and appropriate to implement this resolution, in such form as may be required or approved by the City Attorney, copies of which shall be kept on file in the Office of the City Clerk.
Presented by Approved as to form by
Tiffany Allen Marco A. Verdugo
City Manager City Attorney
City of Chula Vista - City Council
September 22, 2026, City Council Agenda
Master Services and Purchasing Agreement
Version: 25
Release Date: Page 1 of 19
This Master Services and Purchasing Agreement ( "Agreement") is between Axon Enterprise, Inc. (" Axon"), and the Customer listed below or, if no Customer is listed below, the customer on the Quote (as defined below) (" Customer").
This Agreement is effective as of the later of the (a) last signature date on this Agreement or (b) date of acceptance of the Quote ("Effective Date"). Axon and Customer are each a " Party" and collectively "Parties". This Agreement governs Customer’s purchase and use of the Axon Devices and Services detailed in the Quote. It is the intent of the Parties that this Agreement will govern all subsequent purchases by Customer for the same Axon Devices and Services in the Quote, and all such subsequent quotes accepted by Customer shall be also incorporated into this Agreement by reference as a Quote. The Parties agree as follows:
1. D efinitions.
1.1. " Axon Cloud Services" means Axon’s web services , but excludes third-party applications, hardwar e w
arranties, and my.evidence.com.
1. 2. " Axon Device" means all hardware provided by Axon under this Agreement. Axon-manufactured Devices are a
subset of Axon Devices.
1. 3. " Quote" means an offer to sell and is only valid for devices and services on the offer at the specified prices.
Any inconsistent or supplemental terms within Customer’s purchase order in response to a Quote will be void.
Orders are subject to prior credit approval. Changes in the deployment estimated ship date may change charges in the Quote. Shipping dates are estimates only. Axon is not responsible for typographical errors in any Quote by Axon, and Axon reserves the right to cancel any orders resulting from such errors.
1.4. " Services" means all services provided by Axon under this Agreement, including software, Axon Cloud Services, and professional services.
2. Term. This Agreement begins on the Effective Date and continues until all subscriptions hereunder have expired or have been terminated ("Term").
2.1. All subscription plans begin on the date stated in the Quote. Each subscription term ends upon completion of the subscription stated in the Quote ("Subscription Term").
2.2. Upon completion of the Subscription Term, the Subscription Term may renew upon mutual written agreement of the Parties for a mutually agreeable term ("Renewal Term"). For purchase of TASER 7 or TASER 10 as a standalone, Axon may increase pricing to its then-current list pricing for any Renewal Term. New devices and services may require additional terms. Axon will not authorize new services until Axon receives a signed Quote or accepts a purchase order, whichever is first.
3. Payment. Axon invoices for Axon Devices upon shipment, or on the date specified within the invoicing plan in the Quote. Payment is due net 30 days from the invoice date. Axon invoices for Axon Cloud Services on an upfront annual basis prior to the beginning of the Subscription Term and upon the anniversary of the Subscription Term. Payment obligations are non-cancelable. Unless otherwise prohibited by law, Customer will pay interest on all past-due sums at the lower of one-and-a-half percent (1.5%) per month or the highest rate allowed by law. Customer will pay invoices without setoff, deduction, or withholding. If Axon sends a past due account to collections, Customer is responsible for collection and attorneys’ fees.
4. Taxes. Customer is responsible for sales and other taxes associated with the order unless Customer provides Axon a valid tax exemption certificate.
5. S
hipping. Axon may make partial shipments and ship Axon Devices from multiple locations. All shipments are EXW (Incoterms 2020) via common carrier. Title and risk of loss pass to Customer upon Axon’s delivery to the common carrier. Customer is responsible for any shipping charges in the Quote.
6. R
eturns. All sales are final . Axon does not allow refunds or exchanges, except warranty returns or as provided by state or federal law.
7. Warranty.
7.1. Limited Warranty. Axon warrants that Axon-manufactured Devices, except for TASER devices covered under the TASER Appendix, are free from defects in workmanship and materials for one (1) year from the date of Customer’s receipt, except Signal Sidearm which Axon warrants for thirty (30) months from Customer’s receipt and Axon- manufactured accessories, which Axon warrants for ninety (90) days from Customer’s receipt, respectively, from the date of Customer’s receipt. Extended warranties run from the expiration of the one- (1-) year hardware warranty through the extended warranty term purchased.
7.2. Disclaimer. All software and Axon Cloud Services are provided "AS IS," without any warranty of any kind, either express or implied, including without limitation the implied warranties of merchantability, fitness for a particular purpose and non- infringement. Axon Devices and Services that are not manufactured, published or performed by Axon ( "Third-Party Products") are not covered by Axon’s
City of Chula Vista - City Council
September 22, 2026, City Council Agenda
Master Services and Purchasing Agreement
Version: 25
Release Date: Page 2 of 19
warranty and are only subject to the warranties of the third-party provider or manufacturer. If Customer purchases Axon Loki, Customer acknowledges the Loki device is designed for operation in enclosed, controlled environments and must be used in compliance with all applicable laws and safety guidelines. Operation in open or unapproved areas may r esult in signal interference, loss of control, or damage, and Axon assumes no liability for improper use, including any resulting harm or regulatory violations.
7.3. Claims. If Axon receives a valid warranty claim for an Axon- manufactured Device during the warranty term, Axon’s sole responsibility is to repair or replace the Axon- manufactured Device with the same or like Axon- manufactured Device, at Axon’s option. A replacement Axon- manufactured Device will be new or like new.
Axon will warrant the replacement Axon- manufactured Device for the longer of (a) the remaining warranty of the original Axon-manufactured Device or (b) ninety (90) days from the date of repair or replacement.
7.3.1. If Customer exchanges an Axon Device or part, the replacement item becomes Customer’s property, and the replaced item becomes Axon’s property. Before delivering an Axon-manufactured Device for service, Customer must upload Axon-manufactured Device data to Axon Evidence or download it and retain a copy. Axon is not responsible for any loss of software, data, or other information contained in storage media or any part of the Axon-manufactured Device sent to Axon for service.
7.4. Spare Axon Devices. At Axon's reasonable discretion, Axon may provide Customer a predetermined number of spare Axon Devices as detailed in the Quote ("Spare Axon Devices"). Spare Axon Devices are intended to replace broken or non- functioning units while Customer submits the broken or non- functioning units, through Axon’s warranty return process. Axon will repair or replace the unit with a replacement Axon Device. Title and risk of loss for all Spare Axon Devices shall pass to Customer in accordance with shipping terms of this Agreement. Axon assumes no liability or obligation in the event Customer does not utilize Spare Axon Devices for the intended purpose.
7.5. Limitations. Axon’s warranty excludes damage related to: (a) failure to follow Axon Device use instructions; (b) Axon Devices used with equipment not manufactured or recommended by Axon; (c) abuse, misuse, or intentional damage to Axon Device; (d) force majeure; (e) Axon Devices repaired or modified by persons other than Axon without Axon’s written permission; or (f) Axon Devices with a defaced or removed serial number.
Axon’s warranty will be void if Customer resells Axon Devices.
7.5.1. To t he extent permitted by law, the above warranties and remedies are exclusive. Axon disclaims all other warranties, remedies, and conditions, whether oral , written, statutory, or implied. If statutory or implied warranties cannot be lawfully disclaimed, then such warranties are limited to the duration of the warranty described above and by the provisions in this Agreement. Customer confirms and agrees that, in deciding whether to sign this A greement, Customer has not relied on any statement or representation by Axon or anyone acting on behalf of Axon related to the subject matter of this Agreement that is not in this Agreement.
7.5.2. Axon’s cumulative liability to any party for any loss or damage resulting from any claim, demand, or action arising out of or relating to this Agreement will not exceed the purchase price paid to Axon for the Axon Device, or if for Services, the amount paid for such S ervices over the twelve (12) months preceding the claim. Neither Party will be liable for special, indirect, incidental, punitive or consequential damages, however caused, whether for breach of warranty or contract, negligence, strict liability, tort or any other legal theory.
7.6. Online Support Platforms . Use of Axon's online support platforms (e.g., Axon Academy and MyAxon) is governed by the Axon Online Support Platforms Terms of Use Appendix available at www.axon.com/sales - terms-and-conditions.
7.7. Third-Party Hardware, Software and Services. Use of hardware, software, or services other than those provided by Axon is governed by the terms , if any, entered into between Customer and the respective third- party provider , including, without limitation, the terms applicable to such software or services located at www.axon.com/sales-terms-and-conditions, if any.
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7.8. Axon Aid. Upon mutual agreement between Axon and Customer, Axon may provide certain products and services to Customer, as a charitable donation under the Axon Aid program. In such event, Customer expressly waives and releases any and all claims, now known or hereafter known, against Axon and its officers, directors, employees, agents, contractors, affiliates, successors, and assigns (collectively, " Releasees"), including but not limited to, on account of injury, death, property damage, or loss of data, arising out of or attributable to the Axon Aid program whether arising out of the negligence of any Releasees or otherwise. Customer agrees not to make or bring any such claim against any Release, and forever release and discharge all Releasees from liability under such claims. Customer expressly allows Axon to publicly announce its participation in Axon Aid and use its name in marketing materials. Axon may terminate the Axon Aid program without cause immediately upon notice to the Customer.
8. Free Trial.
8.1. Trial Period and License. At any time during the Term, Customer and Axon may elect to enter a free trial of Axon Devices and Services new to the Customer for a designated period (“ Trial Period”) as described in a quote issued (“Trial Quote”). During the Trial Period, Axon grants Customer a nonexclusive, terminable, non- transferable, license to use new Axon Devices and Services provided for trial to the Customer (“Trial Products”).
Trial Products may include Axon beta software or firmware which additional terms may be required and included within the Trial Quote. Axon may limit the number of Trial Products Customer receives within the Trial Quote.
Axon may supply refurbished Trial Products. ALL FREE TRIAL PRODUCTS INCLUDING, WITHOUT LIMITATION, AXON CLOUD SERVICES, ARE PROVIDED “AS IS” AND TO THE EXTENT NOT PROHIBITED BY LAW, AXON DISCLAIMS ALL LIABILITY REGARDLESS OF THE CLAIM.
8.2. Trial Quote Termination. Upon at least 10 business days’ prior written notice to Axon at any time prior to the end of the Trial Period, Customer may as its sole option, terminate the free Trial Period and underlying Trial Quote associated with the Trial Products for convenience. Customer’s rights to the Trial Products will immediately terminate at the end of the Trial Period, and Customer will return any Trial Products hardware to Axon within 10 days after the effective date of such termination or at the end of the Trial Period, excluding used CEW cartridges. If any individual component of the Trial Products is not returned, Axon will invoice Customer the MSRP of the unreturned items. Customer agrees to pay the invoice along with any applicable taxes and shipping. Customer will return the Trial Products to Axon in good working condition, minus normal wear and tear. Axon may charge Customer if there is damage beyond normal wear and tear. Any Customer Content shall be stored and returned pursuant to the Axon Cloud Services Terms of Use Appendix
9. Statement of Work. Certain Axon Devices and Services, including, but not limited to, Axon Interview Room, Axon Channel Services, Axon Justice Implementation, FUSUS, and Axon Fleet, may require a Statement of Work that details Axon’s Service deliverables (" SOW"). In the event Axon provides an SOW to Customer, Axon is only responsible for the performance of Services described in the SOW. Additional services outside of the SOW, Quote, or this Agreement are out of scope. The Parties must document scope changes in a written and signed change order.
Changes may require an equitable adjustment in fees or schedule. Any applicable SOW is incorporated into this Agreement by reference.
10. Axon Device Warnings. See www.axon.com/legal for the most current Axon Device warnings.
11. Design Changes. Axon may make design or feature changes to any Axon Device or Service without notifying Customer or making the same change to Axon Devices and Services previously purchased by Customer.
12. Combined Offerings. Some offerings in a Quote combine existing and pre-released Axon Devices or Services. Some offerings may not be available at the time of Customer’s purchase. Axon will not provide a refund, credit, or additional discount beyond what is in the Quote due to delay of availability or Customer’s choice not to utilize any portion of a combined offering.
13. Insurance. Axon will maintain General Liability, Workers’ Compensation, and Automobile Liability insurance. Upon request, Axon will supply certificates of insurance.
14. IP Rights. Axon owns and reserves all right, title, and interest in Axon-manufactured Devices and Services and suggestions to Axon, including all related intellectual property rights . Customer will not cause any Axon proprietary rights to be violated.
15. IP Indemnification. Axon will indemnify Customer against all claims, losses, and reasonable expenses from any third-party claim alleging that the use of Axon-manufactured Devices, Axon Cloud Services or Axon software (“Axon Products”) infringes or misappropriates the third-party’s intellectual property rights. Customer must promptly provide Axon with written notice of such claim, tender to Axon the defense or settlement of such claim at Axon’s expense and cooperate fully with Axon in the defense or settlement of such claim. Axon’s IP indemnification obligations do not apply to claims based on (a) modification of Axon Products by Customer or a third- party not approved by Axon; (b) use of Axon Products in combination with hardware or services not approved by Axon; (c) use of Axon Products other
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than as permitted in this Agreement; or (d) use of Axon Products that is not the most current software release provided by Axon.
16. Customer Responsibilities. Customer is responsible for (a) Customer’s use of Axon Devices; (b) Customer or a Customer-authorized user’s breach of this Agreement or violation of applicable law; (c) disputes between Customer and a third-party over Customer’s use of Axon Devices; (d) secure and sustainable destruction and disposal of Axon Devices at Customer’s cost; and (e) any regulatory violations or fines, as a result of improper destruction or disposal of Axon Devices.
17. Termination.
17.1. For Breach. A Party may terminate this Agreement for cause if it provides thirty (30) days written notice of the breach to the other Party, and the breach remains uncured thirty (30) days after written notice. If Customer terminates this Agreement due to Axon’s uncured breach, Axon will refund prepaid amounts on a prorated basis based on the effective date of termination.
17.2. By Customer. If sufficient funds are not appropriated or otherwise legally available to pay the fees, Customer may terminate this Agreement . Customer will deliver notice of termination under this section as soon as reasonably practicable.
17.3. Effect of Termination. Upon termination of this Agreement, Customer rights immediately terminate. Customer remains responsible for all fees incurred before the effective date of termination. If Customer purchases Axon Devices for less than the manufacturer’s suggested retail price ("MSRP") and this Agreement terminates before the end of the Term, Axon will invoice Customer the difference between the MSRP for Axon Devices procured, including any Spare Axon Devices, and amounts paid towards those Axon Devices. Only if terminating for non- appropriation, Customer may return Axon Devices to Axon within thirty (30) days of termination. MSRP is the standalone price of the individual Axon Device at the time of sale. For multiple Axon Devices that may be combined as a single offering on a Quote, MSRP is the standalone price of all individual components.
18. Confidentiality. "Confidential Information" means nonpublic information designated as confidential or, given the nature of the information or circumstances surrounding disclosure , should reasonably be understood to be confidential. Each Party will take reasonable measures to avoid disclosure, dissemination, or unauthorized use of the other Party’s Confidential Information. Unless required by law, neither Party will disclose the other Party’s Confidential Information during the Term and for five ( 5) years thereafter. To the extent permissible by law, Axon pricing is Confidential Information and competition sensitive. If Customer receives a public records request to disclose Axon Confidential Information, to the extent allowed by law, Customer will provide notice to Axon before disclosure. Axon may publicly announce information related to this Agreement.
19. General.
19.1. Force Majeure. Neither Party will be liable for any delay or failure to perform due to a cause beyond a Party’s reasonable control.
19.2. Independent Contractors. The Parties are independent contractors . Neither Party has the authority to bind the other. This Agreement does not create a partnership, franchise, joint venture, Customer , fiduciary, or employment relationship between the Parties.
19.3. Third-Party Beneficiaries. There are no third-party beneficiaries under this Agreement.
19.4. Non-Discrimination. Neither Party nor its employees will discriminate against any person based on race ; religion; creed; color; sex; gender identity and expression; pregnancy; childbirth; breastfeeding; medical conditions related to pregnancy, childbirth, or breastfeeding; sexual orientation; marital status; age; national origin; ancestry; genetic information; disability; veteran status; or any class protected by local, state, or federal law.
19.5. Compliance with Laws. Each Party will comply with all applicable federal, state, and local laws, including without limitation, import and export control laws and regulations as well as firearm regulations and the Gun Control Act of 1968. Customer acknowledges that Axon Devices and Services are subject to U.S. and international export control laws, including the U.S. Export Administration Regulations (EAR) and International Traffic in Arms Regulations (ITAR). Customer represents and warrants that neither it nor any End User is a "Restricted Person," meaning any individual or entity that (1) is subject to U.S. sanctions or trade restrictions, (2) appears on any U.S. government restricted party list, (3) engages in prohibited weapons prolifer ation activities, or (4) is owned or controlled by, or acting on behalf of, such persons or entities. Customer must promptly notify Axon of any change in status, and Axon may terminate this Agreement if Customer or any End User becomes a Restricted Person or violates export laws.
19.6. Assignment. Neither Party may assign this Agreement without the other Party’s prior written consent. Axon
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may assign this Agreement, its rights, or obligations without consent: (a) to an affiliate or subsidiary; or (b) for purposes of financing, merger, acquisition, corporate reorganization, or sale of all or substantially all its assets.
This Agreement is binding upon the Parties respective successors and assigns.
19.7. Waiver. No waiver or delay by either Party in exercising any right under this Agreement constitutes a waiver of that right.
19.8. Severability. If a court of competent jurisdiction holds any portion of this Agreement invalid or unenforceable, the remaining portions of this Agreement will remain in effect.
19.9. Survival. T he following sections will survive termination: Payment, Warranty, Axon Device Warnings, Indemnification, IP Rights, Customer Responsibilities and any other Sections detailed in the survival sections of the Appendices.
19.10. Governing Law. The laws of the country, state, province, or municipality where Customer is physically located, without reference to conflict of law rules, govern this Agreement and any dispute arising from it. The United Nations Convention for the International Sale of Goods does not apply to this Agreement. The Parties expressly agree that either Party may appear for and attend all matters, remotely via teleconference or videoconference at the party’s discretion, to the extent allowable by court.
19.11. Notices. All notices must be in English. Notices posted on Customer’s Axon Evidence site are effective upon posting. Notices by email are effective on the sent date of the email. Notices by personal delivery are effective immediately. Notices to Customer shall be provided to the address on file with Axon. Notices to Axon shall be provided to Axon Enterprise, Inc. Attn: Legal, 17800 North 85th Street, Scottsdale, Arizona 85255 with a copy to [email protected].
19.12. Entire Agreement. This Agreement, the Appendices, including any applicable Appendices not attached herein for the products and services purchased, which are incorporated by reference and located in the Master Purchasing and Services Agreement located at https://www.axon.com/sales-terms-and-conditions, Quote and any SOW (s), represents the entire agreement between the Parties . This Agreement supersedes all prior agreements or understandings, whether written or verbal, regarding the subject matter of this Agreement. This Agreement may only be modified or amended in a writing signed by the Parties.
Each Party, by and through its respective representative authorized to execute this Agreement, has duly executed and delivered this Agreement as of the date of signature.
AXON: CUSTOMER:
Axon Enterprise, Inc. City of Chula Vista
Signature: Signature:
Name: Robert E. Driscoll Jr. Name: Tiffany Allen
Title: Deputy General Counsel Title: City Manager
Date: Date:
ATTEST:
___________________________________
Kerry K. Bigelow, MMC, City Clerk
Approved as to form:
By: ________________________________
Marco A. Verdugo, City Attorney
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Axon Cloud Services Terms of Use Appendix
1. Definitions.
1.1. “Data Controller” means the natural or legal person, public authority, or any other body which alone or jointly with others determines the purposes and means of the processing of Personal Data.
1.2. “Data Processor” means a natural or legal person, public authority or any other body which processes Personal Data on behalf of the Data Controller.
1.3. "Customer Content " is data uploaded into, ingested by, or created in Axon Cloud Services within Customer’s tenant, including media or multimedia uploaded into Axon Cloud Services by Customer.
Customer Content includes Evidence but excludes Non-Content Data.
1.4. "Evidence" is media or multimedia uploaded into Axon Evidence as 'evidence' by Customer. Evidence is a subset of Customer Content.
1.5. “End User” means the natural person subject to Customer’s authorized license grant who ultimately uses the Cloud Services as provided under this Agreement. End Users must adhere to the terms of use and are subject to any usage restrictions or limitations specified in this Agreement.
1.6. "Non-Content Data" is data, configuration, and usage information about Customer’s Axon Cloud Services tenant, Axon Devices and client software, and users that is transmitted or generated when using Axon Devices. Non-Content Data includes data about users captured during account management and customer support activities. Non-Content Data does not include Customer Content.
1.7. "Personal Data" means any information relating to an identified or identifiable natural person. An identifiable natural person is one who can be identified, directly or indirectly, in particular by reference to an identifier such as a name, an identification number, location data, an online identifier or to one or more factors specific to the physical, physiological, genetic, mental, economic, cultural or social identity of that natural person.
1.8. "Provided Data" means de- identified, de- personalized, data derived from Customer's TASER energy weapon deployment reports, related TASER energy weapon logs, body-worn camera footage, and incident reports.
1.9. “Subprocessor” means any third party engaged by the Data Processor to assist in data processing activities that the Data Processor is carrying out on behalf of the Data Controller.
1.10. "Transformed Data " means the Provided Data used for the purpose of quantitative evaluation of the performance and effectiveness of TASER energy weapons in the field across a variety of circumstances.
2. Access. Upon Axon granting Customer a subscription to Axon Cloud Services, Customer may access and use Axon Cloud Services to store and manage Customer Content. Customer may not exceed the total number of End Users specified in the Quote. Axon Air requires an Axon Evidence subscription for each drone operator. For Axon Evidence access granted solely for TASER, Customer may access and use Axon Evidence only to store and manage TASER CEW data ("TASER Data") and Customer may not upload non-TASER Data to Axon Evidence.
3. Customer Owns Customer Content . Customer controls and owns all rights, title, and interest in Customer Content. Except as outlined herein, Axon obtains no interest in Customer Content, and Customer Content is not Axon’s business records. Customer is solely responsible for uploading, shar ing, managing, and deleting Customer Content. Axon will only have access to Customer Content for the limited purposes set forth herein.
Customer agrees to allow Axon access to Customer Content to (a) perform troubleshooting, maintenance, or diagnostic screenings; and (b) enforce this Agreement or policies governing use of the Axon products.
4. Security. Axon will implement commercially reasonable and appropriate measures to secure Customer Content against accidental or unlawful loss, access or disclosure. Axon will maintain a comprehensive information security program to protect Axon Cloud Services and Customer Content including logical, physical access, vulnerability, risk, and configuration management; incident monitoring and response; encryption of uploaded digital evidence; security education; and data protection. Axon agrees to the Federal Bureau of Investigation Criminal Justice Information Services Security Addendum for its digital evidence or records management systems.
5. Customer Responsibilities. Customer is responsible for (a) ensuring Customer owns Customer Content or has the necessary rights to use Customer Content (b) ensuring no Customer Content or Customer End User’s use
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of Customer Content or Axon Cloud Services violates this Agreement or applicable laws; (c) maintaining necessary computer equipment and Internet connections for use of Axon Cloud Services and (d) verify the accuracy of any auto generated or AI- generated reports. If Customer becomes aware of any violation of this Agreement by an End User, Customer will immediately terminate that End User’s access to Axon Cloud Services.
5.1. Customer will also maintain the security of End User usernames and passwords and security and access by end users to Customer Content. Customer is responsible for ensuring the configuration and utilization of Axon Cloud Services meet applicable Customer regulation and standards. Customer may not sell, transfer, or sublicense access to any other entity or person. If Customer provides access to unauthorized third-parties, Axon may assess additional fees along with suspending Customer’s access. Customer shall contact Axon immediately if an unauthorized party may be using Customer’s account or Customer Content, or if account information is lost or stolen.
5.2. To the extent Customer uses the Axon Cloud Services to interact with YouTube®, such use may be governed by the YouTube Terms of Service, available at https://www.youtube.com/static?template=terms.
6. Privacy. Customer’s use of Axon Cloud Services is subject to the Axon Cloud Services Privacy Policy, a current version of which is available at https://www.axon.com/legal/cloud-services-privacy- policy. Customer agrees to allow Axon access to Non -Content Data from Customer to (a) perform troubleshooting, maintenance, or diagnostic screenings; (b) provide, develop, improve, and support current and future Axon products and related services; and (c) enforce this Agreement or policies governing the use of Axon products.
7. Axon Body Wi -Fi Positioning. Axon Body cameras may offer a feature to enhance location services where GPS/GNSS signals may not be available, for instance, within buildings or underground. Customer administrators can manage their choice to use this service within the administrative features of Axon Cloud Services. If Customer chooses to use this service, Axon must also enable the usage of the feature for Customer’s Axon Cloud Services tenant. Customer will not see this option with Axon Cloud Services unless Axon has enabled Wi -Fi Positioning for Customer’s Axon Cloud Services tenant.
8. Storage. For Axon Unlimited Device Storage subscriptions, Customer may store unlimited data in Customer's Axon Evidence account only if the Axon Device data is shared to Customer through Axon Evidence from a partner agency using Axon Evidence, or the data originates from Axon Capture or an Axon Device. Axon may charge Customer additional fees for exceeding purchased storage amounts. Axon may place Customer Content that Customer has not viewed or accessed for six (6) months into archival storage. Customer Content in archival storage will not have immediate availability and may take up to twenty-four (24) hours to access.
8.1. Third-Party Unlimited Storage. For Third-Party Unlimited Storage the following restrictions apply: (i ) it may only be used in conjunction with a valid Axon Evidence user license; (ii) is limited to data of the law enforcement Customer that purchased the Third- Party Unlimited Storage and the Axon Evidence End User; (iii) Customer is prohibited from storing data for other customers or law enforcement agencies; and (iv) Customer may only upload and store data that is directly related to (1) the investigation of, or the prosecution or defense of a crime, (2) common law enforcement activities, or (3) any Customer Content created by Axon Devices or Axon Evidence.
8.2. Location of Storage. Axon may transfer Customer Content to third-party subcontractors for storage. Axon will determine the locations of data centers for storage of Customer Content If Customer is located in the United States, Canada, or Australia, Axon will ensure all Customer Content stored in Axon Cloud Services remains in the country where Customer is located Ownership of Customer Content remains with Customer.
9. Suspension. Axon may temporarily suspend Customer’s or any End User’s right to access or use any portion or all of Axon Cloud Services immediately upon notice, if Customer or End User’s use of or registration for Axon Cloud Services may (a) pose a security risk to Axon Cloud Services or any third-party; (b) adversely impact Axon Cloud Services, the systems, or content of any other customer; (c) subject Axon, Axon’s affiliates, or any third- party to liability; or (d) be fraudulent. Customer remains responsible for all fees incurred through suspension.
Axon will not delete Customer Content because of suspension, except as specified in this Agreement.
10. Axon Cloud Services Warranty. Axon disclaims any warranties or responsibility for data corruption or errors before Customer uploads data to Axon Cloud Services Service Offerings will be subject to the Axon Cloud Services Service Level Agreement, a current version of which is available at https://www.axon.com/products/axon-evidence/sla.
11. Roles of the Parties. To the extent that Customer is the Data Controller of Personal Data, Axon is its Data Processor. To the extent that Customer is a Data Processor of Personal Data, Axon is its Subprocessor. Notwithstanding the foregoing, to the extent any usage data (including query logs and metadata)
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and/or operations data (including billing and support data) in connection with Customer’s use of the Services (collectively “Usage and Operations Data”) is considered Personal Data, Axon is an independent Data Controller and shall Process such data in accordance with the Agreement and applicable data protection laws to develop, improve, support, and operate its products and services. For the avoidance of doubt, Axon will not disclose any Usage and Operations Data that includes confidential information with a third party except (a) in accordance with the relevant confidentiality provisions in the Agreement, or (b) to the extent the Usage and Operations Data is, in accordance with applicable data protection laws, anonymized, de-identified, and/or aggregated such that it can no longer directly or indirectly identify Customer or any particular individual.
12. TASER Data Science Program . Axon will provide a quantitative evaluation on the performance and effectiveness of TASER energy weapons in the field across a variety of circumstances.
12.1. If Customer purchases the TASER Data Science Program, Customer grants Axon, its affiliates, and assignees an irrevocable, perpetual, fully paid, royalty -free, and worldwide right and license to use Provided Data solely for the purposes of this Agreement and to create Transformed Data. Customer shall own all rights and title to Provided Data. Axon shall own all rights and title to Transformed Data and any derivatives of Transformed Data.
12.2. Axon grants to Customer an irrevocable, perpetual, fully paid, royalty -free, license to use to TASER Data Science report provided to Customer for its own internal purposes. The Data Science report is provided “as is” and without any warranty of any kind.
12.3. In the event Customer seeks Axon’s deletion of Provided Data, it may submit a request to [email protected]. Where reasonably capable of doing so, Axon will implement the request but at a minimum will not continue to collect Provided Data from Customer.
13. Axon Records. The following terms apply to Axon Records. Customers may purchase Axon Records either as part of an OSP 7 or OSP 10 plan or individually through a Quote.
13.1. Axon Record subscription begins on the later of the (1) start date of the Quote, or (2) the date Axon provisions Axon Records to Customer. The Axon Records Subscription Term will end upon the completion of the Axon Records Subscription as documented in the Quote, or if purchased as part of an OSP 7 or OSP 10 plan, upon completion of the OSP 7 or OSP 10 Term ("Axon Records Subscription Term").
13.2. An "Update" is a generally available release of Axon Records that Axon makes available from time to time.
An "Upgrade" includes (i) new versions of Axon Records that enhance features and functionality, as solely determined by Axon; and/or (ii) new versions of Axon Records that provide additional features or perform additional functions. Upgrades exclude new products that Axon introduces and markets as distinct products or applications. During the Customer’s Axon Records Subscription Term Axon will provide Update and Upgrade releases to the Customer on an if-and-when available basis.
13.3. New or additional Axon products and applications, as well as any Axon professional services needed to configure Axon Records, are not included as part of the Axon Records Subscription.
13.4. End Users of Axon Records may upload files to entities (incidents, reports, cases, etc.) in Axon Records with no limit to the number of files and amount of storage. Notwithstanding the foregoing, Axon may limit usage should the Customer exceed an average rate of one- hundred (100) GB per user per year of uploaded files. Axon will not bill for overages.
14. FUSUS. If Customer purchases a subscription to FUSUS, the following terms apply:
14.1. License and Storage. The specific license number(s) and associated data storage terms for FUSUS subscription and Axon Devices shall be set forth in the applicable Quote provided by Axon.
14.2. Third party Components. Customer is responsible for use of any internet access devices and/or all third- party hardware, software, services, telecommunication services (including Internet connectivity), or other items used by Customer to access the service (“Third- Party Components”) are the sole and exclusive responsibility of Customer, and Axon has no responsibility for such Third-party Components, FUSUS cloud services, or Customer relationships with such third parties. Customer agrees to at all times comply with the lawful terms and conditions of agreements with such third parties. Axon does not represent or warrant that the FUSUS cloud services and the Customer Content are compatible with any specific third- party hardware or software or any other Thi rd-Party Components. Customer is responsible for providing and maintaining an operating environment as reasonably necessary to accommodate and access the FUSUS cloud services.
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14.3. Data Privacy. Axon may collect, use, transfer, disclose and otherwise process Customer Content in the context of facilitating communication of data with Customer through their use of FUSUS cloud services FUSUS app (iOS or Android interface), complying with legal requirements, monitoring the Customer’s use of FUSUS systems, and undertaking data analytics.
14.4. Hardware Allowance. If Customer purchases a hardware allowance, Customer may select hardware up to the value if the allowance. Axon does not provide refunds for unused portions of the allowance.
15. Carbyne Products and Services
15.1. Privacy Policy. Carbyne Privacy Policy governs the collection, use and disclosure of certain data provided to Axon in connection with Customer’s use of the Carbyne products and services . The current policy is located: https://carbyne.com/app-privacy-policy/ and is incorporated into this Agreement by reference.
15.2. Data Retention and Storage . Unless Customer provides Axon with written instruction otherwise, Axon will retain Customer Content which uploaded to the Carbyne cloud services or which is recorded or stored in the course of your use of the Carbyne products and services , for a period of two years (the period we retain your data referred to as the “Data Retention Period”), provided that Customer acknowledges it is responsible for your compliance with any applicable data retention laws. Customer Content is automatically deleted after the Data Retention Period; however, at any time prior to such deletion, Customer may download Customer Content which has been stored on the Carbyne Cloud Services. Customer is solely responsible for the retention of such data for any applicable retention periods and for the purpose of any subsequent data requests.
15.3. Disclaimer. CUSTOMER ACKNOWLEDGES THE CARBYNE PRODUCTS DO NOT PROVIDE TELEPHONE SERVICES, INTERCONNECTED VOIP SERVICES, OR 911 SERVICES. AXON MAKES NO REPRESENTATION THAT CARBYNE PRODUCTS ARE AN INTERCONNECTED VOIP SERVICE.
16. Prepared Products and Services.
16.1. Prepared product deployment timelines for Prepared products within the Scope of Work (SOW) shall be mutually agreed to by the Parties in the SOW. The initial deployment of Assistive Call Taking (ACT) may take up to 12 months from the execution of the SOW and the service start date listed in the Agreement ; deployments of the remaining Prepared products may take up to twenty -four (24) months from the execution of the SOW. Axon must confirm feasibility based on technical requirements for Prepared products prior to the execution of the SOW.
16.2. Customers using Solacom (Comtech CHE) call handling equipment in a multi-tenant configuration are not eligible for Prepared ACT or Prepared AQA, as call audio cannot be isolated to a single agency. Such Customers remain eligible for ANET and Assistive Dispatch. Customers on Solacom single- tenant configurations are eligible for all Prepared products, subject to SPAN port fees described below.
17. Axon Community Request Storage. If Community Request is included as part of Customer’s Quote or combined offering, Customer may store an unlimited amount of data submitted through the public portal ("Portal Content"), within Customer’s Axon Evidence instance. The post-termination provisions outlined in the Axon Cloud Services Terms of Use Appendix also apply to Portal Content.
18. Performance Auto-Tagging Data. If Axon Performance is included in Customer’s Quote or a combined offering, Axon will store call for service data from Customer’s CAD or RMS in order to provide services and features of Axon Performance to Customer.
19. Axon Cloud Services Restrictions. Customer and Customer End Users (including employees, contractors, agents, officers, volunteers, and directors), may not, or may not attempt to:
19.1. copy, modify, tamper with, repair, or create derivative works of any part of Axon Cloud Services;
19.2. reverse engineer, disassemble, or decompile Axon Cloud Services or apply any process to derive any source code included in Axon Cloud Services, or allow others to do the same;
19.3. access or use Axon Cloud Services with the intent to gain unauthorized access, avoid incurring fees or exceeding usage limits or quotas;
19.4. use trade secret information contained in Axon Cloud Services, except as expressly permitted in this Agreement;
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19.5. access Axon Cloud Services to build a competitive device or service or copy any features, functions, or graphics of Axon Cloud Services;
19.6. remove, alter, or obscure any confidentiality or proprietary rights notices (including copyright and trademark notices) of Axon’s or Axon’s licensors on or within Axon Cloud Services; or
19.7. use Axon Cloud Services to store or transmit infringing, libelous, or other unlawful or tortious material; material in violation of third-party privacy rights; or malicious code.
20. After Termination. Axon will not delete Customer Content for ninety (90) days following termination. Axon Cloud Services will not be functional during these ninety (90) days other than the ability to retrieve Customer Content.
Customer will not incur additional fees if Customer downloads Customer Content from Axon Cloud Services during this time. Axon has no obligation to maintain or provide Customer Content after these ninety (90) days and will thereafter, unless legally prohibited, delete all Customer Content. Upon request, Axon will provide written proof that Axon successfully deleted and fully removed all Customer Content from Axon Cloud Services.
21. Post-Termination Assistance. Axon will provide Customer with the same post -termination data retrieval assistance that Axon generally makes available to all customers. Requests for Axon to provide additional assistance in downloading or transferring Customer Content, including requests for Axon’s data egress service, will result in additional fees and Axon will not warrant or guarantee data integrity or readability in the external system.
22. U.S. Government Rights. If Customer is a U.S. Federal department or using Axon Cloud Services on behalf of a U.S. Federal department, Axon Cloud Services is provided as a "commercial item, " "commercial computer software," " commercial computer software documentation, " and "technical data", as defined in the Federal Acquisition Regulation and Defense Federal Acquisition Regulation Supplement. If Customer is using Axon Cloud Services on behalf of the U.S. Government and these terms fail to meet the U.S. Government’s needs or are inconsistent in any respect with federal law, Customer will immediately discontinue use of Axon Cloud Services.
23. Survival. Upon any termination of this Agreement, the following sections in this Appendix will survive: Customer Owns Customer Content, Privacy, Storage, Axon Cloud Services Warranty, Customer Responsibilities and Axon Cloud Services Restrictions.
Axon Customer Experience Improvement Program Appendix
The ACEIP is designed to accelerate Axon’s development of technology, such as building and supporting automated features, aiming to increase safety within communities and efficiency in public safety. Axon may make limited use of Customer Content from participating customers to provide, develop, improve, and support current and future Axon products (collectively, “ACEIP Purposes”). ACEIP has 2 modes of participation, Basic and Custom. Customer is enrolled in ACEIP Basic by default. If Customer does not want to participate in ACEIP Basic, ACEIP Custom, or both, Customer can revoke its consent at any time via email to [email protected].
Axon Obligations
ACEIP Basic
When Axon uses Customer Content for ACEIP Purposes, Axon will:
• Use Customer Content only for ACEIP Purposes.
• Prohibit direct human access to Customer Content, including by Axon personnel and subprocessors, except as needed to perform or validate deletion.
• Retain Customer Content only as long as needed to create Transformed Content (defined below) and validate the transformations.
• Apply privacy -preserving transformations that remove identifying information appropriate to the use case (“Transformed Content”). AI model weights and similar insights that do not contain Customer Content are Transformed Content. Transformed Content is not Customer Content. • Retain and permit direct human access to Transformed Content for ACEIP Purposes. • Maintain security, privacy, and data governance programs as described in the Axon Cloud Services Terms Appendix, and apply them to ACEIP.
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Master Services and Purchasing Agreement
Version: 25
Release Date: Page 11 of 19
Transparency Portal Publication
Before activating a use case, Axon will publish it on the Axon Transparency Portal, including the product development purpose, data types involved, and privacy-preserving techniques used. Axon will also notify ACEIP participants when the Transparency Portal is updated with a new or materially changed use case. Fifteen (15) calendar days after notification, Axon may activate the use case for all Basic participants.
Opt Out
Customer may opt out of ACEIP Basic at any time via [email protected]. Axon endeavors to implement opt outs within fifteen (15) calendar days. Transformations of Customer Content cease when Axon implements the opt out. Axon may retain Transformed Content created before it implemented the opt out request.
ACEIP Custom
Custom use cases may be governed by separate written terms between Axon and Customer. Those terms will control that use case. Please direct inquiries regarding Custom participation to [email protected].
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Master Services and Purchasing Agreement
Version: 25
Release Date: Page 12 of 19
Professional Services Appendix
If any of the Professional Services specified below are included on the Quote, this Appendix applies.
1. Utilization of Services. Customer must use professional services as outlined in the Quote and this Appendix within six (6) months of the Effective Date.
2. Axon Full Service ( Axon Full Service) . Axon Full Service includes advance remote project planning and configuration support and up to four (4) consecutive days of on-site service and a professional services manager to work with Customer to assess Customer ’s deployment and determine which on-site services are appropriate. If Customer requires more than four (4) consecutive on-site days, Customer must purchase additional days. Axon Full- Service options include:
System set up and configuration
• Instructor-led setup of Axon View on smartphones (if applicable) • Configure categories and custom roles based on Customer need • Register cameras to Customer domain
• Troubleshoot IT issues with Axon Evidence and Axon Dock ("Dock") access • One on-site session included
Dock configuration
• Work with Customer to decide the ideal location of Docks and set configurations on Dock • Authenticate Dock with Axon Evidence using admin credentials from Customer • On-site assistance, not to include physical mounting of docks Best practice implementation planning session
• Provide considerations for the establishment of video policy and system operations best practices based on Axon’s observations with other customers
• Discuss the importance of entering metadata in the field for organization purposes and other best practices for digital data management
• Provide referrals of other customers using the Axon camera devices and Axon Evidence • Recommend rollout plan based on review of shift schedules System Admin and troubleshooting training sessions
Step-by-step explanation and assistance for Customer’s configuration of security, roles & permissions, categories & retention, and other specific settings for Axon Evidence.
Axon instructor training (Train the Trainer)
Training for Customer ’s in -house instructors who can support Customer ’s Axon camera and Axon Evidence training needs after Axon has fulfilled its contractual on-site obligations.
Evidence sharing training
Tailored workflow instruction for Investigative Units on sharing cases and evidence with local prosecuting agencies.
Users go-live training and support sessions
• Assistance with device set up and configuration
• Training on device use, Axon Evidence, and Evidence Sync Implementation document packet
Axon Evidence administrator guides, camera implementation guides, network setup guide, sample policies, and categories & roles guide.
Post go-live review
3. Body-Worn Camera Starter Service (Axon Starter). Axon Starter includes advance remote project planning and configuration support and one (1) day of on-site Services and a professional services manager to work closely with Customer to assess Customer ’s deployment and determine which Services are appropriate. I f Customer requires more than one ( 1) day of on- site Services, Customer must purchase additional on- site Services. The Axon Starter options include:
System set up and configuration (Remote Support)
• Instructor-led setup of Axon View on smartphones (if applicable) • Configure categories & custom roles based on Customer need
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Master Services and Purchasing Agreement
Version: 25
Release Date: Page 13 of 19
• Troubleshoot IT issues with Axon Evidence and Dock access Dock configuration
• Work with Customer to decide the ideal location of Dock setup and set configurations on Dock • Authenticate Dock with Axon Evidence using "Administrator" credentials from Customer • Does not include physical mounting of docks
Axon instructor training (Train the Trainer)
Training for Customer ’s in -house instructors who can support Customer ’s Axon camera and Axon Evidence training needs after Axon’s has fulfilled its contracted on-site obligations User go-live training and support sessions
• Assistance with device set up and configuration
• Training on device use, Axon Evidence, and Evidence Sync Implementation document packet
Axon Evidence administrator guides, camera implementation guides, network setup guide, sample policies, and categories & roles guide
4. Body-Worn Camera Virtual 1- Day Service ( Axon Virtual). Axon Virtual includes all items in the BWC Starter Service Package, except one (1) day of on-site services.
5. CEW Services Packages. CEW Services Packages are detailed below:
System set up and configuration
• Configure Axon Evidence categories & custom roles based on Customer need. • Troubleshoot IT issues with Axon Evidence.
• Register users and assign roles in Axon Evidence.
• For the CEW Full-Service Package: On-site assistance included • For the CEW Starter Package: Virtual assistance included Dedicated Project Manager
Assignment of specific Axon representative for all aspects of planning the rollout (Project Manager). Ideally, Project Manager will be assigned to Customer 4–6 weeks before rollout.
Best practice implementation planning session to include:
• Provide considerations for the establishment of CEW policy and system operations best practices based on Axon’s observations with other customers.
• Discuss the importance of entering metadata and best practices for digital data management. • Provide referrals to other customers using TASER CEWs and Axon Evidence. • For the CEW Full-Service Package: On-site assistance included. • For the CEW Starter Package: Virtual assistance included.
System Admin and troubleshooting training sessions
On-site sessions providing a step- by-step explanation and assistance for Customer’s configuration of security, roles & permissions, categories & retention, and other specific settings for Axon Evidence.
Axon Evidence Instructor T raining
• Provide training on the Axon Evidence to educate instructors who can support Customer’s subsequent Axon Evidence training needs.
• For the CEW Full-Service Package: Training for up to 3 individuals at Customer’s facility • For the CEW Starter Package: Training for up to 1 individual virtually TASER CEW inspection and device assignment
Axon’s on-site professional services team will perform functions check on all new TASER CEW Smart weapons and assign them to a user on Axon Evidence.
Post go-live review
For the CEW Full-Service Package: On-site assistance included.
For the CEW Starter Package: Virtual assistance included.
6. Smart Weapon Transition Service. The Smart Weapon Transition Service includes:
Archival of CEW Firing Logs
Axon’s on-site professional services team will upload CEW firing logs to Axon Evidence from all TASER CEW Smart Weapons that Customer is replacing with newer Smart Weapon models.
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Master Services and Purchasing Agreement
Version: 25
Release Date: Page 14 of 19
Return of Old Weapons
Axon’s on-site professional service team will ship all old weapons back to Axon’s headquarters.
Axon will provide Customer with a Certificate of Destruction. *Note: CEW Full-Service packages for TASER 7 or TASER 10 include Smart Weapon Transition Service instead of 1-Day Device Specific Instructor Course.
7. VR Services Package. VR Service includes advance remote project planning and configuration support and one (1) day of on-site service and a professional services manager to work with Customer to assess Customer's deployment and determine which Services are appropriate. The VR Service training options include:
System set up and configuration (Remote Support)
• Instructor-led setup of Axon VR headset content
• Configure Customer settings based on Customer need
• Troubleshoot IT issues with Axon VR headset
Axon instructor training (Train the Trainer)
Training for up to five (5) Customer in-house instructors who can support Customer's Axon VR CET and SIM training needs after Axon has fulfilled its contracted on-site obligations.
Classroom and practical training sessions
Step-by-step explanation and assistance for Customer's configuration of Axon VR CET and SIM functionality, basic operation, and best practices.
8. Axon Air, On-Site Training. Axon Air, On-Site training includes advance remote project planning and configuration support and one (1) day of on- site Services and a professional services manager to work closely with Customer to assess Customer's deployment and determine which Services are appropriate. If Customer requires more than one (1) day of on- site Services, Customer must purchase additional on- site Services. The Axon Air, On- Site training options include:
System set up and configuration (Remote Support)
• Instructor-led setup of Axon Air App (ASDS)
• Configure Customer settings based on Customer need
• Configure drone controller
• Troubleshoot IT issues with Axon Evidence
Axon instructor training (Train the Trainer)
Training for Customer's in-house instructors who can support Customer's Axon Air and Axon Evidence training needs after Axon’s has fulfilled its contracted on-site obligations Classroom and practical training sessions
Step-by-step explanation and assistance for Customer's configuration of Axon Respond+ livestreaming functionality, basic operation, and best practices
9. Axon Air, Virtual Training. Axon Air, Virtual training includes all items in the Axon Air, On- Site Training Package, except the practical training session, with the Axon Instructor training for up to four hours virtually.
10. Signal Sidearm Installation Service.
a. Purchases of 50 SSA units or more: Axon will provide one (1) day of on- site service and one professional services manager and will provide train the trainer instruction, with direct assistance on the first of each unique holster/mounting type. Customer is responsible for providing a suitable work/training area. b. Purchases of less than 50 SSA units: Axon will provide a 1- hour virtual instruction session on the basics of installation and device calibration.
11. Axon Justice Implementation . Axon Justice Implementation includes advanced remote project planning, configuration support, and training. Axon Justice Implementation includes:
System set up and configuration
• Axon performs discovery to understand and document the Agency’s needs. • Axon collaborates with the Client to configure workflows, permissions, and privileges within Axon Evidence based on the Client’s needs.
• Axon will facilitate a workflow discussion with the core admin team.
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Master Services and Purchasing Agreement
Version: 25
Release Date: Page 15 of 19
Disclosures
• Axon enables the Client to share digital evidence to the defense through the following methods as determined by Client and Axon:
1. Public Defender Case Sharing
2. Disclosure Portal
3. Download Links
Training
• Agency Trainers. Axon works with the Agency to identify the Agency trainers receiving instruction on
the product. Axon provides a training guide that outlines the covered topics, intended audience, facility needs, and duration of the training. Axon will schedule a cadence of remote training s
essions as needed, which are not to exceed three (3) 2-hour training sessions for Agency staff.
Each session can accommodate up to 20 users and will train them in full system functionality.
Training sessions provided by Axon are conducted on consecutive weekdays (Tuesday-Thursday) during normal business hours (9am-6pm with an hour break in between sessions). After the initial training, is responsible for any future training. Axon provides all training materials for successful training.
• Partner Agencies: Axon will provide Train the Trainer training to the Agency so that it is equipped t
o train and support their partner agencies. Ensuring the partner agencies are trained to follow the ingestion method is the Agency’s responsibility.
Go-Live Plan
• Axon works in partnership with the Agency to build, coordinate, and execute a Go-Live plan to ensure successful system acceptance. Axon coordinates the Go-Live event.
Implementation document packet
• Axon Evidence administrator guides, camera implementation guides, network setup guide, sample policies, and categories & roles guide
Post go-live review
12. Out of Scope Services. Axon is only responsible to perform the professional services described in the Quote, this Appendix, and any applicable SOW . Any additional professional services are out of scope. The Parties must document scope changes in a written and signed change order. Changes may require an equitable adjustment in the c
harges or schedule.
13. Delivery of Services. Axon personnel will work Monday through Friday, 8:30 a.m. to 5:30 p.m., except holidays. Axon will perform all on -site tasks over a consecutive timeframe. Axon will not charge Customer travel time by Ax on per
sonnel to Customer premises as work hours.
14. Access Computer Systems to Perform Services. Customer authorizes Axon to access relevant Customer computers and network s, solely for performing the Services. Axon will work to identify as soon as reasonably practicable resources and information Axon expects to use and will provide an initial itemized list to Customer.
Customer is responsible for and assumes the risk of any problems, delays, losses, claims, or expenses resulting from the content, accuracy, completeness, and consistency of all data, materials, and information supplied by Customer.
15. Site Preparation. Axon will provide a hardcopy or digital copy of current user documentation for the Axon Devices ("User Documentation "). User Documentation will include all required environmental specifications for t he pr
ofessional services and Axon Devices to operate per the Axon Device User Documentation. Before installation of Axon Devices (whether performed by Customer or Axon), Customer must prepare the location(s) where Axon Devices ar
e to be installed ("Installation Site") per the environmental specifications in the Axon Device User Documentation.
Following installation, Customer must maintain the Installation Site per the environmental specifications. If Axon modifies Axon Device User Documentation for any Axon Devices under this Agreement, Axon will provide the update t
o Customer when Axon generally releases it.
Additional Trainings. If the Customer purchases a training voucher, Customer must use the voucher within one (1) year of issuance, or the voucher will be void. The voucher has no cash value. Customer cannot exchange it for another device or service. Unless stated in the Quote, the voucher does not include travel expenses and will be Customer responsibility.
16. Acceptance. When Axon completes professional services, Axon will present an a cceptance form ( "Acceptance Form") to Customer. Customer will sign the Acceptance Form acknowledging completion. If Customer reasonably believes Axon did not complete the professional services in substantial conformance with this Agreement, Customer
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Master Services and Purchasing Agreement
Version: 25
Release Date: Page 16 of 19
must notify Axon in writing of the specific reasons for rejection within seven ( 7) calendar days from delivery of the Acceptance Form. Axon will address the issues and re-present the Acceptance Form for signature. If Axon does not receive the signed Acceptance Form or written notification of reasons for rejection within seven (7) calendar days of delivery of the Acceptance Form, the professional services will be deemed accepted by Customer.
17. Customer Network. For work performed by Axon transiting or making use of Customer’s network, Customer is solely responsible for maintenance and functionality of the network. In no event will Axon be liable for loss, damage, or corruption of Customer’s network from any cause.
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Master Services and Purchasing Agreement
Version: 25
Release Date: Page 17 of 19
Axon Technical Account Manager Appendix
This Appendix applies if Axon Support Engineer services are included in the Quote.
1. Axon Technical Account Manager Payment. Axon will invoice for Axon Technical Account Manager (" TAM") services, as outlined in the Quote, when the TAM commences work on-site at Customer.
2. Full-Time TAM Scope of Services.
2.1. A Full-Time TAM will work on-site four (4) days per week, unless an alternate schedule or reporting location is mutually agreed upon by Axon and Customer.
2.2. Customer’s Axon sales representative and Axon’s Customer Success team will work with Customer to define its support needs and ensure the Full-Time TAM has skills to align with those needs. There may be up to a six- (6-) month waiting period before the Full-Time TAM can work on-site, depending upon Customer’s needs and availability of a Full-Time TAM.
2.3. The purchase of Full-Time TAM Services includes two (2) complimentary Axon Accelerate tickets per year of the Agreement, so long as the TAM has started work at Customer , and Customer is current on all payments for the Full-Time TAM Service.
2.4. The Full-Time TAM Service options are listed below:
Ongoing System Set-up and Configuration
Assisting with assigning cameras and registering docks
Maintaining Customer’s Axon Evidence account
Connecting Customer to "Early Access" programs for new devices Account Maintenance
Conducting on-site training on new features and devices for Customer leadership team(s) Thoroughly documenting issues and workflows and suggesting new workflows to improve the effectiveness of the Axon program
Conducting weekly meetings to cover current issues and program status Data Analysis
Providing on-demand Axon usage data to identify trends and insights for improving daily workflows Comparing Customer's Axon usage and trends to peers to establish best practices Proactively monitoring the health of Axon equipment and coordinating returns when needed Direct Support
Providing on-site, Tier 1 and T ier 2 (as defined in Axon's Service Level Agreement) technical support for Axon Devices
Proactively monitoring the health of Axon equipment
Creating and monitoring RMAs on-site
Providing Axon app support
Monitoring and testing new firmware and workflows before they are released to Customer’s production environment Customer Advocacy
Coordinating bi-annual voice of customer meetings with Axon’s Device Management team Recording and tracking Customer feature requests and major bugs
3. Regional TAM Scope of Services.
3.1. A Regional TAM will work on-site for three (3) consecutive days per quarter. Customer must schedule the on- site days at least two ( 2) weeks in advance. The Regional TAM will also be available by phone and email during regular business hours up to eight (8) hours per week.
3.2. There may be up to a six - (6- ) month waiting period before Axon assigns a Regional TAM to Customer, depending upon the availability of a Regional TAM.
3.3. The purchase of Regional TAM Services includes two (2) complimentary Axon Accelerate tickets per year of the Agreement, so long as the TAM has started work at Customer and Customer is current on all payments for the Regional TAM Service.
3.4. The Regional TAM service options are listed below:
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Master Services and Purchasing Agreement
Version: 25
Release Date: Page 18 of 19
Account Maintenance
Conducting remote training on new features and devices for Customer’s leadership Thoroughly documenting issues and workflows and suggesting new workflows to improve the effectiveness of the Axon program
Conducting weekly conference calls to cover current issues and program status Visiting Customer quarterly (up to 3 consecutive days) to perform a quarterly business review, discuss Customer 's goals for your Axon program, and continue to ensure a successful deployment of Axon Devices Direct Support
Providing remote, Tier 1 and Tier 2 (As defined Axon's Service Level Agreement) technical support for Axon Devices
Creating and monitoring RMAs remotely
Data Analysis
Providing quarterly Axon usage data to identify trends and program efficiency opportunities Comparing Customer's Axon usage and trends to peers to establish best practices Proactively monitoring the health of Axon equipment and coordinating returns when needed Customer Advocacy
Coordinating bi-yearly Voice of Customer meetings with Device Management team Recording and tracking Customer feature requests and major bugs
4. Out of Scope Services. The TAM is responsible to perform only the S ervices described in this Appendix. Any additional Services discussed or implied that are not defined explicitly in this Appendix will be considered out of the scope.
5. TAM Leave Time. The TAM will be allowed up to seven (7) days of sick leave and up to fifteen (15) days of vacation time per each calendar year. The TAM will work with Customer to coordinate any time off and will provide Customer with at least two (2) weeks’ notice before utilizing any vacation days.
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Master Services and Purchasing Agreement
Version: 25
Release Date: Page 19 of 19
Axon Event Offer Appendix
If the Agreement includes the provision of, or Axon otherwise offers, ticket(s), travel and/or accommodation for select events hosted by Axon (“Axon Event”), the following shall apply:
1. General. Subject to the terms and conditions specified below and those in the Agreement, Axon may provide Customer with one or more offers to fund Axon Event ticket(s), travel and/or accommodation for Customer-selected employee(s) to attend one or more Axon Events. By entering into the Agreement, Customer warrants that it is appropriate and permissible for Customer to receive the referenced Axon Event offer(s) based on Customer’s understanding of the terms and conditions outlined in this Axon Event Offer Appendix.
2. Attendee/Employee Selection . Customer shall have sole and absolute discretion to select the Customer employee(s) eligible to receive the ticket(s), travel and/or accommodation that is the subject of any Axon Event offer(s).
3. Compliance. It is the intent of Axon that any and all Axon Event offers comply with all applicable laws, regulations and ethics rules regarding contributions, including gifts and donations. Axon’s provision of ticket(s), travel and/or accommodation for the applicable Axon Event to Customer is intended for the use and benefit of Customer in f
urtherance of its goals, and not the personal use or benefit of any official or employee of Customer. Axon makes this offer without seeking promises or favoritism for Axon in any bidding arrangements. Further, no exclusivity will be expected by either party in consideration for the offer. Axon makes the offer with the understanding that it will not, as a result of such offer, be prohibited from any procurement opportunities or be subject to any reporting requirements.
If Customer’s local jurisdiction requires Customer to report or disclose the fair market value of the benefits provided by Axon, Customer shall promptly contact Axon to obtain such information, and Axon shall provide the information necessary to facilitate Customer's compliance with such reporting requirements.
4. Assignability. Customer may not sell, transfer, or assign Axon Event ticket(s), travel and/or accommodation provided under the Agreement.
5. Availability. The provision of all offers of Axon Event ticket(s), travel and/or accommodation is subject to availability of funds and resources. Axon has no obligation to provide Axon Event ticket(s), travel and/or accommodation.
6. Revocation of Offer. Axon reserves the right at any time to rescind the offer of Axon Event ticket(s), travel and/or accommodation to Customer if Customer or its selected employees fail to meet the prescribed conditions or if changes in circumstances render the provision of such benefits impractical, inadvisable, or in violation of any applicable laws, regulations, and ethics rules regarding contributions, including gifts and donations.
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Q-865817-46279PS
Issued: 09/14/2026
Quote Expiration: 09/30/2026
Estimated Contract Start Date: 09/15/2027
Account Number: 106513
Payment Terms: N30
Mode of Delivery: AUTO-GND
Credit/Debit Amount: $0.00
SHIP TO BILL TO SALES REPRESENTATIVE PRIMARY CONTACT
Chula Vista Police Dept. - CA
315 4TH AVE
CHULA VISTA,
CA
91910-3801
USA
Chula Vista Police Dept. - CA
315 4TH AVE
CHULA VISTA
CA
91910-3801
USA
Email:
Lauren Gauer
Phone: 480-580-3639
Email: [email protected]
Fax:
Edward Handog
Phone: 619-409-5437
Email: [email protected]
Fax:
Quote Summary Discount Summary
Program Length 120 Months Average Savings Per Year $66,292.20 TOTAL COST $4,135,658.00
ESTIMATED TOTAL W/ TAX $4,135,658.00 TOTAL SAVINGS $662,922.00 Axon Enterprise, Inc.
17800 N 85th St
Scottsdale, Arizona 85255
United States
VAT: 86-0741227
Domestic:(800) 978-2737
International: +1.800.978.2737
City of Chula Vista - City Council
September 22, 2026, City Council Agenda
Payment Summary
Date Subtotal Tax Total
Sep 2027 $375,000.00 $0.00 $375,000.00
Sep 2028 $383,087.09 $0.00 $383,087.09
Sep 2029 $391,348.58 $0.00 $391,348.58
Sep 2030 $399,788.24 $0.00 $399,788.24
Sep 2031 $408,409.90 $0.00 $408,409.90
Sep 2032 $417,217.49 $0.00 $417,217.49
Sep 2033 $426,215.03 $0.00 $426,215.03
Sep 2034 $435,406.60 $0.00 $435,406.60
Sep 2035 $444,796.39 $0.00 $444,796.39
Sep 2036 $454,388.68 $0.00 $454,388.68
Total $4,135,658.00 $0.00 $4,135,658.00
City of Chula Vista - City Council
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Quote Unbundled Price: $4,798,580.00
Quote List Price: $4,798,580.00
Quote Subtotal: $4,135,658.00
Pricing
All deliverables are detailed in Delivery Schedules section lower in proposal Item Description Qty Term Unbundled List Price Net Price Subtotal Tax Total A la Carte Software
73681 Axon Records 450 120 $54.52 $42.24 $2,281,158.00 $0.00 $2,281,158.00 A la Carte Services
100946 Axon - Multi-Year SWS Technical Account Manager 1 12 $18,750.00 $18,750.00 $225,000.00 $0.00 $225,000.00 102508 Axon Records - PSO Records Data Conversion 1541 1 $250.00 $250.00 $385,250.00 $0.00 $385,250.00 102561 Records Integration Service 2030 1 $250.00 $250.00 $507,500.00 $0.00 $507,500.00 85157 Axon Records - Professional Services Milestone Payment 2947 1 $250.00 $250.00 $736,750.00 $0.00 $736,750.00 Total $4,135,658.00 $0.00 $4,135,658.00
Delivery Schedule
Software
Bundle Item Description QTY Estimated Start Date Estimated End Date A la Carte 73681 Axon Records 450 09/15/2027 09/14/2037 Services
Bundle Item Description QTY
A la Carte 100946 Axon - Multi-Year SWS Technical Account Manager 1 A la Carte 102508 Axon Records - PSO Records Data Conversion 1541 A la Carte 102561 Records Integration Service 2030
A la Carte 85157 Axon Records - Professional Services Milestone Payment 2947
City of Chula Vista - City Council
September 22, 2026, City Council Agenda
Shipping Locations
Location Number Street City State Zip Country
1 315 4TH AVE CHULA VISTA CA 91910-3801 USA
Payment Details
Sep 2027
Invoice Plan Item Description Qty Subtotal Tax Total
Year 1 100946 Axon - Multi-Year SWS Technical Account Manager 1 $225,000.00 $0.00 $225,000.00 Year 1 102508 Axon Records - PSO Records Data Conversion 1541 $35,462.86 $0.00 $35,462.86 Year 1 102561 Records Integration Service 2030 $46,716.16 $0.00 $46,716.16 Year 1 73681 Axon Records 450 $2.00 $0.00 $2.00
Year 1 85157 Axon Records - Professional Services Milestone Payment 2947 $67,818.98 $0.00 $67,818.98 Total $375,000.00 $0.00 $375,000.00
Sep 2028
Invoice Plan Item Description Qty Subtotal Tax Total
Year 2 102508 Axon Records - PSO Records Data Conversion 1541 $85,841.85 $0.00 $85,841.85 Year 2 102561 Records Integration Service 2030 $113,081.74 $0.00 $113,081.74 Year 2 73681 Axon Records 450 $20,000.00 $0.00 $20,000.00 Year 2 85157 Axon Records - Professional Services Milestone Payment 2947 $164,163.50 $0.00 $164,163.50 Total $383,087.09 $0.00 $383,087.09
Sep 2029
Invoice Plan Item Description Qty Subtotal Tax Total
Year 3 102508 Axon Records - PSO Records Data Conversion 1541 $87,795.06 $0.00 $87,795.06 Year 3 102561 Records Integration Service 2030 $115,654.75 $0.00 $115,654.75 Year 3 73681 Axon Records 450 $20,000.00 $0.00 $20,000.00 Year 3 85157 Axon Records - Professional Services Milestone Payment 2947 $167,898.77 $0.00 $167,898.77 Total $391,348.58 $0.00 $391,348.58
Sep 2030
Invoice Plan Item Description Qty Subtotal Tax Total
Year 4 102508 Axon Records - PSO Records Data Conversion 1541 $88,385.15 $0.00 $88,385.15 Year 4 102561 Records Integration Service 2030 $116,432.09 $0.00 $116,432.09 Year 4 73681 Axon Records 450 $25,943.72 $0.00 $25,943.72 Year 4 85157 Axon Records - Professional Services Milestone Payment 2947 $169,027.28 $0.00 $169,027.28 Total $399,788.24 $0.00 $399,788.24
Sep 2031
Invoice Plan Item Description Qty Subtotal Tax Total
Year 5 102508 Axon Records - PSO Records Data Conversion 1541 $87,765.08 $0.00 $87,765.08 Year 5 102561 Records Integration Service 2030 $115,615.26 $0.00 $115,615.26 Year 5 73681 Axon Records 450 $37,188.09 $0.00 $37,188.09 Year 5 85157 Axon Records - Professional Services Milestone Payment 2947 $167,841.47 $0.00 $167,841.47 Total $408,409.90 $0.00 $408,409.90
City of Chula Vista - City Council
September 22, 2026, City Council Agenda
Sep 2032
Invoice Plan Item Description Qty Subtotal Tax Total
Year 6 73681 Axon Records 450 $417,217.49 $0.00 $417,217.49 Total $417,217.49 $0.00 $417,217.49
Sep 2033
Invoice Plan Item Description Qty Subtotal Tax Total
Year 7 73681 Axon Records 450 $426,215.03 $0.00 $426,215.03 Total $426,215.03 $0.00 $426,215.03
Sep 2034
Invoice Plan Item Description Qty Subtotal Tax Total
Year 8 73681 Axon Records 450 $435,406.60 $0.00 $435,406.60 Total $435,406.60 $0.00 $435,406.60
Sep 2035
Invoice Plan Item Description Qty Subtotal Tax Total
Year 9 73681 Axon Records 450 $444,796.39 $0.00 $444,796.39 Total $444,796.39 $0.00 $444,796.39
Sep 2036
Invoice Plan Item Description Qty Subtotal Tax Total
Year 10 73681 Axon Records 450 $454,388.68 $0.00 $454,388.68 Total $454,388.68 $0.00 $454,388.68
City of Chula Vista - City Council
September 22, 2026, City Council Agenda
Tax is estimated based on rates applicable at date of quote and subject to change at time of invoicing. If a tax exemption certificate should be applied, please submit prior to invoicing.
Standard Terms and Conditions
Axon Enterprise Inc. Sales Terms and Conditions
Axon Master Services and Purchasing Agreement:
This Quote is limited to and conditional upon your acceptance of the provisions set forth herein and Axon’s Master Services and Purchasing Agreement (posted at https://www.axon.com/sales-terms-and-conditions), as well as the attached Statement of Work (SOW) for Axon Fleet and/or Axon Interview Room purchase, if applicable. In the event you and Axon have entered into a prior agreement to govern all future purchases, that agreement shall govern to the extent it includes the products and services being purchased and does not conflict with the Axon Customer Experience Improvement Program Appendix as described below.
Acceptance of Terms:
Any purchase order issued in response to this Quote is subject solely to the above referenced terms and conditions. By signing below, you represent that you are lawfully able to enter into contracts. If you are signing on behalf of an entity (including but not limited to the company, municipality, or government agency for whom you work), you represent to Axon that you have legal authority to bind that entity. If you do not have this authority, please do not sign this Quote.
Exceptions to Standard Terms and Conditions
Rewrite Estimates
Estimated Amounts and Contract Terminations. Any amounts stated as due under existing or terminated contracts — including contract transfer balances carried forward to new or pending contracts — are estimates based on payments received as of the calculation date. These estimates may be adjusted if new contracts are not executed on the anticipated dates or if expected payments are not made.
City of Chula Vista - City Council
September 22, 2026, City Council Agenda
Refresh Shipment Timing
Technology Assurance Plan (TAP) Refresh Prior to Renewal. For Customers with expiring agreements that include TAP refresh rights, Axon may, in its discretion, ship refresh hardware under the existing contract while renewal or replacement agreements are in progress. Any such shipments will be deemed made under the terms of the existing contract until the new contract is fully executed, after which any applicable updates, fees, or adjustments will apply.
Shipment Timing
Shipment Variance.
Estimated shipment dates are provided for planning purposes only and are not guarantees. Axon may ship hardware before or after the estimated shipment date, and failure to meet an estimated shipment date will not, by itself, constitute a breach, provided Axon uses commercially reasonable efforts to meet estimated shipment dates. \s1\ \d1\
Signature: Tiffany Allen, City Manager Date Signed
9/14/2026
City of Chula Vista - City Council
September 22, 2026, City Council Agenda
City of Chula Vista - City Council
September 22, 2026, City Council Agenda
MEMO
September 17, 2026
TO: Kerry Bigelow, City Clerk
CC: Karina L. Lafarga
FROM: Mayor John McCann
RE: Board and Commission Appointments
The Mayor would like to recommend Nancy Laturno for appointment to the Cultural Arts Commission. Nancy Laturno will replace former Commissioner Thelma Rufolo.
The Mayor would like to recommend Joy Emmanuel for appointment to the Board of Appeals and Advisors. Joy Emmanuel will replace former Commissioner Anthony Sclafani.
Please place this item on the September 22 , 2026 Council agenda for ratification.
John McCann
Mayor
City of Chula Vista - City Council
September 22, 2026, City Council Agenda
City of Chula Vista - City Council
September 22, 2026, City Council Agenda
City of Chula Vista - City Council
September 22, 2026, City Council Agenda
City of Chula Vista - City Council
September 22, 2026, City Council Agenda
City of Chula Vista - City Council
September 22, 2026, City Council Agenda
City of Chula Vista - City Council
September 22, 2026, City Council Agenda
JOY EMMANUEL
Compassionate and dedicated physician delivering excep�onal pa�ent care. Skilled in diagnosis, treatment, and
management of diverse medical condi�ons. Proficient in collabora�ng with interdisciplinary teams to op�mize pa�ent
outcomes. Strong communicator with a commitment to con�nuous learning and evidence- based prac�ce.
WORK HISTORY
Owner (Real Estate), Emmanuel Residen�al, LLC 02/2021 - Current – Chula Vista, CA • Established 2437 Fenton, LLC & Emmanuel Residen�al, LLC, specializing in residen�al, commercial, investment
proper�es, property management.
• Developed and implemented strategic business plans to drive growth, profitability, and market penetra�on in the real
estate industry.
• Built and maintained a por�olio of proper�es, ensuring op�mal performance, occupancy rates, and return on
investment.
• Led a team of professionals, providing guidance, support, and mentorship to achieve business objec�ves and deliver
excep�onal service to clients.
• Managed financial resources, budgets, and expenses effec�vely to maximize profitability and ensure the financial
health and sustainability of the business.
Physician, Sharpcare Eastlake 04/2018 - Current – Chula Vista, CA
City of Chula Vista - City Council
September 22, 2026, City Council Agenda
• Conduct thorough pa�ent evalua�ons, including medical history reviews and physical examina�ons.
• Order and interpret diagnos�c tests, such as laboratory tests, X-rays, and EKGs. • Develop and implement individualized treatment plans, including medica�on management and lifestyle
recommenda�ons.
• Collaborate with interdisciplinary teams to coordinate pa�ent care and ensure op�mal outcomes.
• Provide pa�ent educa�on on disease preven�on, treatment op�ons, and self-care techniques. • Maintain accurate and up-to-date electronic health records (EHR) in compliance with HIPAA regula�ons.
• Par�cipate in quality improvement ini�a�ves to enhance pa�ent safety and sa�sfac�on.
Board Member, Sharpcare 01/2018 - Current – Chula Vista, CA • Ac�vely par�cipate in board mee�ngs, providing insights, exper�se, and strategic guidance on maters related to
healthcare policy, regula�on, and quality improvement.
• Review and evaluate policies, procedures, and ini�a�ves proposed by management, ensuring alignment with
organiza�onal objec�ves and regulatory requirements.
• Collaborate with fellow board members, execu�ve leadership, and external stakeholders to develop and implement
strategic plans and ini�a�ves to enhance healthcare delivery and pa�ent outcomes. • Stay informed about emerging trends, best prac�ces, and regulatory changes in the healthcare industry, contribu�ng
knowledge and exper�se to board discussions and decision-making processes. • Represent the organiza�on in external forums, conferences, or advisory groups, advoca�ng for policies and
ini�a�ves that support the organiza�on's mission and goals.
City of Chula Vista - City Council
September 22, 2026, City Council Agenda
• Foster posi�ve rela�onships with board colleagues, management, medical staff, and community stakeholders,
promo�ng transparency, collabora�on, and mutual respect. • Uphold ethical standards and fiduciary responsibili�es, ac�ng in the best interests of the organiza�on and its
stakeholders at all �mes.
Board Member, Sharp Community Medical Group 11/2022 – 11/2023 – Chula Vista, CA • Ac�vely par�cipated in board mee�ngs, providing insights, exper�se, and strategic guidance on maters related to
healthcare policy, regula�on, and quality improvement.
• Reviewed and evaluated policies, procedures, and ini�a�ves proposed by management, ensuring alignment with
organiza�onal objec�ves and regulatory requirements.
• Collaborated with fellow board members, execu�ve leadership, and external stakeholders to develop and implement
strategic plans and ini�a�ves to enhance healthcare delivery and pa�ent outcomes. • Stayed informed about emerging trends, best prac�ces, and regulatory changes in the healthcare industry,
contribu�ng knowledge and exper�se to board discussions and decision-making processes. • Fostered posi�ve rela�onships with board colleagues, management, medical staff, and community stakeholders,
promo�ng transparency, collabora�on, and mutual respect. • Upheld ethical standards and fiduciary responsibili�es, ac�ng in the best interests of the organiza�on and its
stakeholders at all �mes.
CMO & President, Sharpcare 4/2021 - 11/2023 – Chula Vista, CA • Provided strategic leadership and direc�on to the medical staff, overseeing clinical opera�ons and ensuring the
delivery of high-quality pa�ent care.
City of Chula Vista - City Council
September 22, 2026, City Council Agenda
• Developed and implemented clinical programs and ini�a�ves to enhance pa�ent outcomes and sa�sfac�on.
• Led recruitment, reten�on, and development efforts for medical staff, fostering a skilled and engaged workforce.
• Established and maintained clinical standards and protocols in alignment with regulatory requirements and
organiza�onal goals.
• Monitored clinical performance metrics, iden�fied areas for improvement, and implemented quality improvement
ini�a�ves.
• Served as a liaison between medical staff, administra�on, and governing boards, fostering effec�ve communica�on
and collabora�on.
• Represented the organiza�on in external forums, including professional associa�ons and community outreach
programs.
• Provided clinical exper�se and guidance to support strategic planning, business development, and opera�onal
decision-making.
• Ensured compliance with legal and regulatory requirements, upholding ethical standards in all clinical ac�vi�es.
Physician, Community Health Group 01/2016 - 05/2020 – Chula Vista, CA • Conducted comprehensive in-home assessments for pa�ents with acute and chronic medical condi�ons, including
geriatric, pallia�ve, and post-opera�ve care.
• Performed thorough physical examina�ons, reviewed medical histories, and assessed pa�ents' func�onal status and
cogni�ve abili�es.
City of Chula Vista - City Council
September 22, 2026, City Council Agenda
• Developed individualized care plans tailored to pa�ents' needs and preferences, incorpora�ng input from pa�ents,
caregivers, and other healthcare providers.
• Managed medica�on regimens, including prescribing, adjus�ng dosages, and reconciling medica�ons to prevent
adverse drug interac�ons.
• Coordinated care with home health agencies, hospice providers, and other community resources to ensure con�nuity
of care and support services.
• Educated pa�ents and caregivers on disease management strategies, medica�on adherence, and self-care techniques
to promote independence and improve quality of life.
• Documented assessment findings, care plans, and interven�ons in electronic health records (EHR) in compliance
with regulatory requirements and best prac�ces.
Owner & Physician, Lakes Urgent and Family Medical Center 01/2003 - 04/2018 – Chula Vista, CA
• Founded and established prac�ce.
• Managed all aspects of business opera�ons, including financial management, staffing, marke�ng, and regulatory
compliance.
• Provided clinical care to pa�ents, including comprehensive evalua�ons, diagnosis, and treatment planning.
• Developed and implemented strategic growth ini�a�ves to expand pa�ent base and increase revenue.
• Led and mentored a team of healthcare professionals to deliver high-quality pa�ent care and service excellence.
• Ensured compliance with all healthcare regula�ons, accredita�on standards, and best prac�ces.
City of Chula Vista - City Council
September 22, 2026, City Council Agenda
• Cul�vated posi�ve rela�onships with pa�ents, staff, and community stakeholders to foster a pa�ent-centered care
environment.
Owner, Cochrane Medical Corpora�on Physical Therapy 01/2015 - 01/2017 – Chula Vista, CA • Founded and established prac�ce.
• Managed all aspects of prac�ce opera�ons, including financial management, staffing, marke�ng, and compliance.
• Provided hands-on physical therapy evalua�ons and treatments to pa�ents, u�lizing evidence- based techniques.
• Developed and implemented strategic marke�ng ini�a�ves to atract new pa�ents and expand referral networks.
• Led a team of physical therapy professionals, providing mentorship and guidance to ensure clinical excellence.
• Maintained compliance with all regulatory requirements, insurance billing standards, and professional guidelines.
• Established a pa�ent-centered culture focused on delivering excep�onal care and achieving posi�ve outcomes.
City of Chula Vista - City Council
September 22, 2026, City Council Agenda
City of Chula Vista - City Council
September 22, 2026, City Council Agenda
City of Chula Vista - City Council
September 22, 2026, City Council Agenda
City of Chula Vista - City Council
September 22, 2026, City Council Agenda
City of Chula Vista - City Council
September 22, 2026, City Council Agenda
City of Chula Vista - City Council
September 22, 2026, City Council Agenda