Cities Index.
Agenda packet

Compton City Council
June 16, 2026

Document
Agenda packet
Meeting
June 16, 2026
Body
Compton City Council
Pages
8
Original file
12.7 MB
Text extracted from the city's file for reading and search. Open the original on onbase.comptoncity.org. That file is the official record.

The draft Plan has been made available for review at the City’s Clerk’s Office and the Compton Housing Authority (CHA). The City is required to consider written comments, as well as those comments made at the Public Hearing.

Federal regulations require that a Resident Advisory Board (RAB) participate in the planning process and assist and make recommendations regarding the PHA Plan. PHA’s are required to consider the RAB’s recommendations to the Plan, but are not required to agree with them. The RAB was asked to submit recommendations and comments regarding the draft PHA Plan. There were no recommendations made by the RAB on the PHA Plan.

ALTERNATIVE
Do not approve the PHA Plan and direct staff to prepare a revised Plan.

FISCAL IMPACT
There is no fiscal impact on the General Fund or the Compton Housing Authority fund with the adoption of the Housing Authority’s PHA Annual Plan. The Compton Housing Authority is fully funded by HUD.

RECOMMENDATION
It is recommended that the City Council approve the Annual Plan as presented, authorize the City Manager to sign the PHA Plan Certifications of Compliance with PHA Plans and Related Regulations (HUD-50077), and submit the PHA 2026 Annual Plan to HUD for approval.

CECIL FLOURNOY, DIRECTOR

COMPTON HOUSING AUTHORITY

COMMUNITY DEVELOPMENT DEPARTMENT
APPROVED FOR FORWARDING:

JEROME GROOMES

ACTING CITY MANAGER
RESOLUTION NO. __________________

A RESOLUTION OF THE CITY COUNCIL OF THE CITY OF COMPTON

APPROVING THE ANNUAL PUBLIC HOUSING AUTHORITY (PHA) PLAN, AND

AUTHORIZING THE CITY MANAGER TO SIGN CERTIFICATIONS AND SUBMIT THE 2026 PUBLIC HOUSING AUTHORITY ANNUAL PLAN
WHEREAS, the United States Department of Housing and Urban Development (HUD) mandates all Public Housing Authorities (PHA) nationwide to develop and implement an Annual Plan. The Annual Plan provides an update on details about the PHA’s immediate operations, programs and services; and
WHEREAS, staff has prepared the 2026 PHA Annual Plan for submittal to HUD in accordance with Section 511 of the Quality Housing and Work Responsibility Act of 1998; and
WHEREAS, the PHA Plan advises HUD, Section 8 participants and other members of the public about the PHA’s mission, goals and objectives, policies, programs, operations for serving the needs of low-income and very low-income families, and the PHA’s strategies for addressing those needs; and
WHEREAS, the Compton Housing Authority anticipates a forthcoming amendment to the Administrative Plan to include an Emergency Housing Voucher (EHV) preference for “Currently assisted EHV families whose assistance is at risk of termination due to lack of program funding” in connection with the future transition of eligible EHV participants to the Housing Choice Voucher (HCV) program; and WHEREAS, the City Council conducted a Joint Public Hearing on June 16, 2026 in compliance with HUD requirements; and
WHEREAS, the City of Compton does effectively and efficiently operate the Compton Local Housing Authority pursuant to all federal and local rules; and WHEREAS, it is recommended that the City Council approve the Annual Plan as presented, authorize the City Manager to sign the PHA Plan Certifications of Compliance with PHA Plans and Related Regulations (HUD-50077-SL), and submit the PHA 2026 Annual Plan to HUD for approval.

NOW, THEREFORE THE CITY COUNCIL OF THE CITY OF COMPTON DOES HEREBY RESOLVE AS FOLLOWS:

Section 1. That the City Council does hereby approve and authorize the submission of the Public Housing Authority Annual Plan for 2026.

Section 2. That the City Manager, on the advice and approval of the Law Division is hereby authorized to execute and deliver any and all documents in connection with the 2026 Annual PHA Plan.

Section 3. That a copy of this Resolution shall be transmitted to the U.S.

Department of Housing and Urban Development and filed in the offices of the City Manager, City Controller, City Clerk, Law Division, Community Development Department, and the Compton Housing Authority.

RESOLUTION NO. __________________

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Section 4. That the Mayor shall sign and the City Clerk shall attest to the adoption of this resolution.

ADOPTED this _____ day of ______ , 2026.

EMMA SHARIF

MAYOR OF THE CITY OF COMPTON

ATTEST:
_______

SATRA ZURITA

CITY CLERK OF THE CITY OF COMPTON

STATE OF CALIFORNIA

COUNCIL OF LOS ANGELES

CITY OF COMPTON
I, Satra D. Zurita, City Clerk of the City of Compton, hereby certify that the foregoing Resolution was adopted by the Commission, signed by the Mayor and attested by the Clerk at the regular meeting thereof on the ____________day of ___________, 2026
That said Resolution was adopted by the following vote, to wit:

AYES: COUNCIL MEMBERS-
NOES: COUNCIL MEMBERS-
ABSENT: COUNCIL MEMBERS-
ABSTAIN: COUNCIL MEMBERS-
_________

SATRA ZURITA

CITY CLERK OF THE CITY OF COMPTON

APRIL 13, 2026

TO: HONORABLE CHAIRPERSON AND COMMISSIONERS

FROM: CITY MANAGER

SUBJECT: A REQUEST TO SCHEDULE A JOINT PUBLIC HEARING – COMPTON HOUSING AUTHORITY 2026 PHA ANNUAL PLAN

SUMMARY
Staff is requesting a Joint Public hearing between the City Council and the Urban Community Development Commission for Wednesday, June 3, 2026 at 5:45 p.m.

DISCUSSION
The United States Department of Housing and Urban Development (HUD) requires all Public Housing Agency (PHA) to develop and implement an Annual Plan. The Annual Plan provides details about the PHA’s immediate operations, programs and services and notifies HUD of changes that were not included in the Five-Year Plan.

The information that the PHA must submit to HUD under the Annual Plan, are the discretionary policies of the various plan components or elements (i.e., programs, operations, and strategies for meeting local housing needs and goals) and not the statutory or regulatory requirements that govern these components.

RECOMMENDATION
Staff respectfully requests a joint public hearing be scheduled for Wednesday, June 3, 2026 , at 5:45 p.m. in the Council Chambers located at 205 South Willowbrook Avenue, Compton.

CECIL FLOURNOY, EXECUTIVE DIRECTOR

COMPTON HOUSING AUTHORITY

COMMUNITY DEVELOPMENT DEPARTMENT

APPROVED FOR FORWARDING:

WILLIE HOPKINS JR.

CITY MANAGER

Streamlined Annual
PHA Plan
(HCV Only PHAs)
U.S. Department of Housing and Urban Development
Office of Public and Indian Housing
OMB No. 2577-0226
Expires 03/31/2024

Page 1 of 6 ends

Purpose. The 5-Year and Annual PHA Plans provide a ready source for interested parties to locate basic PHA policies, rules, and requirements concerning the PHA’s operations, programs, and services, including changes to these policies, and informs HUD, families served by the PHA, and members of the public of the PHA’s mission, goals and objectives for serving the needs of low- income, very low- income, and extremely low- income families

Applicability. The Form HUD-50075-HCV is to be completed annually by HCV-Only PHAs. PHAs that meet the definition of a Standard PHA, Troubled PHA, High Performer PHA, Small PHA, or Qualified PHA do not need to submit this form. Where applicable, separate Annual PHA Plan forms are available for each of these types of PHAs.

Definitions.

(1) High-Performer PHA – A PHA that owns or manages more than 550 combined public housing units and housing choice vouchers, and was designated as a high performer on both the most recent Public Housing Assessment System (PHAS) and Section Eight Management Assessment Program (SEMAP) assessments if administering both programs, or PHAS if only administering public housing. (2) Small PHA - A PHA that is not designated as PHAS or SEMAP troubled, that owns or manages less than 250 public housing units and any number of vouchers where the total combined units exceed 550.
(3) Housing Choice Voucher (HCV) Only PHA - A PHA that administers more than 550 HCVs, was not designated as troubled in its most recent SEMAP assessment and does not own or manage public housing.
(4) Standard PHA - A PHA that owns or manages 250 or more public housing units and any number of vouchers where the total combined units exceed 550, and that was designated as a standard performer in the most recent PHAS and SEMAP assessments. (5) Troubled PHA - A PHA that achieves an overall PHAS or SEMAP score of less than 60 percent. (6) Qualified PHA - A PHA with 550 or fewer public housing dwelling units and/or housing choice vouchers combined and is not PHAS or SEMAP troubled.

A.

PHA Information.

A.1

PHA Name: _______Compton Housing Authority____________________________________________ PHA Code: _CA071_ PHA Plan for Fiscal Year Beginning: (MM/YYYY): __7/2026_ PHA Inventory (Based on Annual Contributions Contract (ACC) units at time of FY beginning, above) Number of Housing Choice Vouchers (HCVs) ______803________ PHA Plan Submission Type: Annual Submission Revised Annual Submission

Availability of Information. In addition to the items listed in this form, PHAs must have the elements listed below readily available to the public.

A PHA must identify the specific location(s) where the proposed PHA Plan, PHA Plan Elements, and all information relevant to the public hearing and proposed PHA Plan are available for inspection by the public. Additionally, the PHA must provide information on how the public may reasonably obtain additional information of the PHA policies contained in the standard Annual Plan but excluded from their streamlined submissions. At a minimum, PHAs must post PHA Plans, including updates, at the main office or central office of the PHA. PHAs are strongly encouraged to post complete PHA Plans on their official website.

PHA Consortia: (Check box if submitting a joint Plan and complete table below) Participating PHAs PHA Code Program(s) in the Consortia Program(s) not in the Consortia No. of Units in Each Program
Lead HA:

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B.

Plan Elements.

B.1

Revision of Existing PHA Plan Elements.

a) Have the following PHA Plan elements been revised by the PHA since its last Annual Plan submission?

Y N
Statement of Housing Needs and Strategy for Addressing Housing Needs.

Deconcentration and Other Policies that Govern Eligibility, Selection, and Admissions.

Financial Resources.

Rent Determination.

Operation and Management.

Informal Review and Hearing Procedures.

Homeownership Programs.

Self Sufficiency Programs and Treatment of Income Changes Resulting from Welfare Program Requirements.

Substantial Deviation.

Significant Amendment/Modification.

(b) If the PHA answered yes for any element, describe the revisions for each element(s):

B.2

New Activities. – The CHA adopted the current 5-Year Administrative Plan 2025-2029 which includes Project-based Vouchers. The PBV’s are to accommodate the County of Los Angeles’ Project Home Key projects and for affordable housing projects in the City of Compton.

B.3

Progress Report.

Provide a description of the PHA’s progress in meeting its Mission and Goals described in its 5-Year PHA Plan.

Goal: Increase and expand the CHA’s supply of assisted housing Progress:
• Continued servicing of families on Waiting List
• Landlord outreach to increase availability of units available for families • Increase of Fair Market Rents
• Administering Emergency Housing Vouchers

Goal: Manage the PHA Housing Choice Voucher Program in an effective and efficient manner Progress:
• Maintaining policies and procedures that are consistent with HUD statutory and regulatory changes. • Maintaining housing management efficiency through industry standard software. • Maintaining an emphasis on staff training.
• Completing outstanding FYE Single Audits for FYE 2025.

Goal: Improve the quality of assisted housing
Progress:
• Maintain safe, decent, sanitary units for residents living in HCV assisted units. • Conducting Housing Quality Standards inspections timely and as needed.

Goal: Ensure equal opportunity and affirmatively further Fair Housing Progress:

• Undertake affirmative housing measures to provide a suitable living environment for families regardless of race, color, religion, sex, familial status, national origin, marital status, or disability. • Work with our contracted partner, the Fair Housing Foundation to ensure that fair housing practices are continued.

Goal: Violence Against Women Act (VAWA)
Progress:
• Continuing to promote and abide by the VAWA.
• The CHA continues to adhere to HUD requirements regarding the VAWA as it pertains to HCV Program.

B.4

Capital Improvements. – Not Applicable

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B.5

Most Recent Fiscal Year Audit.

(a) Were there any findings in the most recent FY Audit?

Y N N/A

(b) If yes, please describe: Please see FYE 2024 Single Audit Submission.

C. Other Document and/or Certification Requirements.

C.1

Resident Advisory Board (RAB) Comments.

(a) Did the RAB(s) have comments to the PHA Plan?

Y N

(b) If yes, comments must be submitted by the PHA as an attachment to the PHA Plan. PHAs must also include a narrative describing their analysis of the RAB recommendations and the decisions made on these recommendations.

C.2

Certification by State or Local Officials.

Form HUD 50077-SL, Certification by State or Local Officials of PHA Plans Consistency with the Consolidated Plan, must be submitted by the PHA as an electronic attachment to the PHA Plan.

C.3

Civil Rights Certification/ Certification Listing Policies and Programs that the PHA has Revised since Submission of its Last Annual Plan.

Form HUD-50077-ST-HCV-HP, PHA Certifications of Compliance with PHA Plan, Civil Rights, and Related Laws and Regulations Including PHA Plan Elements that Have Changed, must be submitted by the PHA as an electronic attachment to the PHA Plan.

C.4
Challenged Elements. If any element of the PHA Plan is challenged, a PHA must include such information as an attachment with a description of any challenges to Plan elements, the source of the challenge, and the PHA’s response to the public. (a) Did the public challenge any elements of the Plan?

Y N

If yes, include Challenged Elements.

D.

Affirmatively Furthering Fair Housing (AFFH).

D.1

Affirmatively Furthering Fair Housing (AFFH).

Provide a statement of the PHA’s strategies and actions to achieve fair housing goals outlined in an accepted Assessment of Fair Housing (AFH) consistent with 24 CFR § 5.154(d)(5). Use the chart provided below. (PHAs should add as many goals as necessary to overcome fair housing issues and contributing factors.) Until such time as the PHA is required to submit an AFH, the PHA is not obligated to complete this chart. The PHA will fulfill, nevertheless, the requirements at 24 CFR § 903.7(o) enacted prior to August 17, 2015. See Instructions for further detail on completing this item.

Fair Housing Goal: Outreach and Education
Describe fair housing strategies and actions to achieve the goal

Through our contract with the Fair Housing Foundation, the CHA provides outreach and housing education for landlords, homeowners, renters and future homebuyers.

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Instructions for Preparation of Form HUD-50075-HCV
Annual PHA Plan for HCV-Only PHAs
___________________________________________________________________________

A. PHA Information. All PHAs must complete this section. (24 CFR §903.4)

A.1 Include the full PHA Name, PHA Code, PHA Type, PHA Fiscal Year Beginning (MM/YYYY), Number of Housing Choice Vouchers (HCVs), PHA Plan Submission Type, and the Availability of Information, specific location(s) of all information relevant to the public hearing and proposed PHA Plan.

PHA Consortia: Check box if submitting a Joint PHA Plan and complete the table. (24 CFR §943.128(a))

B. Plan Elements. All PHAs must complete this section. (24 CFR §903.11(c)(3) )

B.1 Revision of Existing PHA Plan Elements. PHAs must:

Identify specifically which plan elements listed below that have been revised by the PHA. To specify which elements have been revised, mark the “yes” box. If an element has not been revised, mark “no."

Statement of Housing Needs and Strategy for Addressing Housing Needs. Provide a statement addressing the housing needs of low-income, very low-income and extremely low-income families and a brief description of the PHA’s strategy for addressing the housing needs of families who reside in the jurisdiction served by the PHA and other families who are on the Section 8 tenant-based assistance waiting lists. The statement must identify the housing needs of (i) families with incomes below 30 percent of area median income (extremely low-income); (ii) elderly families (iii) households with individuals with disabilities, and households of various races and ethnic groups residing in the jurisdiction or on the public housing and Section 8 tenant- based assistance waiting lists. The statement of housing needs shall be based on information provided by the applicable Consolidated Plan, information provided by HUD, and generally available data. The identification of housing needs must address issues of affordability, supply, quality, accessibility, size of units, and location. Once the PHA has submitted an Assessment of Fair Housing (AFH), which includes an assessment of disproportionate housing needs in accordance with 24 CFR 5.154(d)(2)(iv), information on households with individuals with disabilities and households of various races and ethnic groups residing in the jurisdiction or on the waiting lists no longer needs to be included in the Statement of Housing Needs and Strategy for Addressing Housing Needs. (24 CFR § 903.7(a)).

Fair Housing Goal: Renter Assistance
Describe fair housing strategies and actions to achieve the goal

Through the Fair Housing Foundation (FHF), the CHA holds Fair Housing Workshops to provide renter’s with guidance and education regarding tenant’s rights and fair housing laws. In addition, in landlord-tenant disputes we advise the participant that they may receive guidance and legal advice regarding their rights from the FHF.

Fair Housing Goal: Promoting Access to Equal Housing
Describe fair housing strategies and actions to achieve the goal

Through the FHF, the CHA holds Fair Housing Workshops to provide renter’s with guidance and education regarding tenant’s rights and fair housing law. In addition, housing counseling is provided along with the education regarding housing discrimination, Federal and State of California Fair Housing Laws.

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The identification of housing needs must address issues of affordability, supply, quality, accessibility, size of units, and location. (24 CFR §903.7(a)(2)(i)) Provide a description of the ways in which the PHA intends, to the maximum extent practicable, to address those housing needs in the upcoming year and the PHA’s reasons for choosing its strategy. (24 CFR §903.7(a)(2)(ii))

Deconcentration and Other Policies that Govern Eligibility, Selection, and Admissions. A statement of the PHA’s policies that govern resident or tenant eligibility, selection and admission including admission preferences for HCV. (24 CFR §903.7(b))

Financial Resources. A statement of financial resources, including a listing by general categories, of the PHA’s anticipated resources, such as PHA HCV funding and other anticipated Federal resources available to the PHA, as well as tenant rents and other income available to support tenant-based assistance. The statement also should include the non-Federal sources of funds supporting each Federal program, and state the planned use for the resources. (24 CFR §903.7(c))

Rent Determination. A statement of the policies of the PHA governing rental contributions of families receiving tenant-based assistance, discretionary minimum tenant rents, and payment standard policies. (24 CFR §903.7(d))

Operation and Management. A statement that includes a description of PHA management organization, and a listing of the programs administered by the PHA. (24 CFR §903.7(e)).

Informal Review and Hearing Procedures. A description of the informal hearing and review procedures that the PHA makes available to its applicants. (24 CFR §903.7(f))

Homeownership Programs. A statement describing any homeownership programs (including project number and unit count) administered by the agency under section 8y of the 1937 Act, or for which the PHA has applied or will apply for approval. (24 CFR §903.7(k))

Self Sufficiency Programs and Treatment of Income Changes Resulting from Welfare Program Requirements. A description of any PHA programs relating to services and amenities coordinated, promoted, or provided by the PHA for assisted families, including those resulting from the PHA’s partnership with other entities, for the enhancement of the economic and social self-sufficiency of assisted families, including programs provided or offered as a result of the PHA’s partnerships with other entities, and activities subject to Section 3 of the Housing and Community Development Act of 1968 (24 CFR Part 135) and under requirements for the Family Self-Sufficiency Program and others. Include the program’s size (including required and actual size of the FSS program) and means of allocating assistance to households. (24 CFR §903.7(l)(i)) Describe how the PHA will comply with the requirements of section 12(c) and (d) of the 1937 Act that relate to treatment of income changes resulting from welfare program requirements. (24 CFR §903.7(l)(iii)).

Substantial Deviation. PHA must provide its criteria for determining a “substantial deviation” to its 5-Year Plan. (24 CFR §903.7(r)(2)(i))

Significant Amendment/Modification. PHA must provide its criteria for determining a “Significant Amendment or Modification” to its 5-Year and Annual Plan.

If any boxes are marked “yes”, describe the revision(s) to those element(s) in the space provided.

B.2 New Activities. This section refers to new capital activities which is not applicable for HCV-Only PHAs.

B.3 Progress Report. For all Annual Plans following submission of the first Annual Plan, a PHA must include a brief statement of the PHA’s progress in meeting the mission and goals described in the 5-Year PHA Plan. (24 CFR §903.11(c)(3), 24 CFR §903.7(r)(1) )

B.4 Capital Improvements. This section refers to PHAs that receive funding from the Capital Fund Program (CFP) which is not applicable for HCV-Only PHAs

B.5 Most Recent Fiscal Year Audit. If the results of the most recent fiscal year audit for the PHA included any findings, mark “yes” and describe those findings in the space provided. (24 CFR §903.7(p))

C. Other Document and/or Certification Requirements.

C.1 Resident Advisory Board (RAB) comments. If the RAB had comments on the annual plan, mark “yes,” submit the comments as an attachment to the Plan and describe the analysis of the comments and the PHA’s decision made on these recommendations. (24 CFR §903.13(c), 24 CFR §903.19 )

C.2 Certification by State of Local Officials. Form HUD-50077-SL, Certification by State or Local Officials of PHA Plans Consistency with the Consolidated Plan, must be submitted by the PHA as an electronic attachment to the PHA Plan. (24 CFR §903.15 ). Note: A PHA may request to change
its fiscal year to better coordinate its planning with planning done under the Consolidated Plan process by State or local officials as applicable.

C.3 Civil Rights Certification/ Certification Listing Policies and Programs that the PHA has Revised since Submission of its Last Annual Plan. Provide a certification that the following plan elements have been revised, provided to the RAB for comment before implementation, approved by the PHA board, and made available for review and inspection by the public. This requirement is satisfied by completing and submitting form HUD-50077 ST-HCV-HP, PHA Certifications of Compliance with PHA Plan, Civil Rights, and Related Laws and Regulations Including PHA Plan Elements that Have Changed.

Form HUD-50077-ST-HCV-HP, PHA Certifications of Compliance with PHA Plan, Civil Rights, and Related Laws and Regulations Including PHA Plan Elements that Have Changed must be submitted by the PHA as an electronic attachment to the PHA Plan. This includes all certifications relating to Civil Rights and related regulations. A PHA will be considered in compliance with the certification requirement to affirmatively further fair housing if the PHA fulfills the requirements of §§ 903.7(o)(1) and 903.15(d) and: (i) examines its programs or proposed programs; (ii) identifies any fair housing issues and contributing factors within those programs, in accordance with 24 CFR 5.154; or 24 CFR 5.160(a)(3) as applicable (iii) specifies actions and strategies designed to address contributing factors, related fair housing issues, and goals in the applicable Assessment of Fair Housing consistent with 24 CFR 5.154 in a reasonable manner in view of the resources available; (iv) works with jurisdictions to implement any of the jurisdiction's initiatives to affirmatively further fair housing that require the PHA's involvement; (v) operates programs in a manner consistent with any applicable consolidated plan under 24 CFR part 91, and with any order or agreement, to comply with the authorities specified in paragraph (o)(1) of this section; (vi) complies with

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any contribution or consultation requirement with respect to any applicable AFH, in accordance with 24 CFR 5.150 through 5.180; (vii) maintains records reflecting these analyses, actions, and the results of these actions; and (viii) takes steps acceptable to HUD to remedy known fair housing or civil rights violations. impediments to fair housing choice within those programs; addresses those impediments in a reasonable fashion in view of the resources available; works with the local jurisdiction to implement any of the jurisdiction’s initiatives to affirmatively further fair housing; and assures that the annual plan is consistent with any applicable Consolidated Plan for its jurisdiction. (24 CFR §903.7(o)).

C.4 Challenged Elements. If any element of the Annual PHA Plan or 5-Year PHA Plan is challenged, a PHA must include such information as an attachment to the Annual PHA Plan or 5-Year PHA Plan with a description of any challenges to Plan elements, the source of the challenge, and the PHA’s response to the public.

D. Affirmatively Furthering Fair Housing (AFFH).

D.1 Affirmatively Furthering Fair Housing. The PHA will use the answer blocks in item D.1 to provide a statement of its strategies and actions to implement each fair housing goal outlined in its accepted Assessment of Fair Housing (AFH) consistent with 24 CFR § 5.154(d)(5) that states, in relevant part: “To implement goals and priorities in an AFH, strategies and actions shall be included in program participants' … PHA Plans (including any plans incorporated therein) …. Strategies and actions must affirmatively further fair housing ….” Use the chart provided to specify each fair housing goal from the PHA’s AFH for which the PHA is the responsible program participant – whether the AFH was prepared solely by the PHA, jointly with one or more other PHAs, or in collaboration with a state or local jurisdiction – and specify the fair housing strategies and actions to be implemented by the PHA during the period covered by this PHA Plan. If there are more than three fair housing goals, add answer blocks as necessary.

Until such time as the PHA is required to submit an AFH, the PHA will not have to complete section D., nevertheless, the PHA will address its obligation to affirmatively further fair housing in part by fulfilling the requirements at 24 CFR 903.7(o)(3) enacted prior to August 17, 2015, which means that it examines its own programs or proposed programs; identifies any impediments to fair housing choice within those programs; addresses those impediments in a reasonable fashion in view of the resources available; works with local jurisdictions to implement any of the jurisdiction’s initiatives to affirmatively further fair housing that require the PHA’s involvement; and maintain records reflecting these analyses and actions. Furthermore, under Section 5A(d)(15) of the U.S. Housing Act of 1937, as amended, a PHA must submit a civil rights certification with its Annual PHA Plan, which is described at 24 CFR 903.7(o)(1) except for qualified PHAs who submit the Form HUD-50077-CR as a standalone document.

This information collection is authorized by Section 511 of the Quality Housing and Work Responsibility Act, which added a new section 5A to the U.S. Housing Act of 1937, as amended, which introduced the Annual PHA Plan. The Annual PHA Plan provides a ready source for interested parties to locate basic PHA policies, rules, and requirements concerning the PHA’s operations, programs, and services, and informs HUD, families served by the PHA, and member s of the public for serving the needs of low- income, very low- income, and extremely low- income families.

Public reporting burden for this information collection is estimated to average 6.02 hour per response, including the time for reviewing instructions, searching existing data sources, gathering and maintaining the data needed, and completing and reviewing the collection of information. HUD may not collect this information, and respondent s are not required to complete this form, unless it displays a currently valid OMB Control Number.

Privacy Act Notice. The United States Department of Housing and Urban Development is authorized to solicit the information requested in this form by virtue of Title 12, U.S. Code, Section 1701 et seq., and regulations promulgated thereunder at Title 12, Code of Federal Regulations. Responses to the collection of information are required to obtain a benefit or to retain a benefit. The information requested does not lend itself to confidentiality June 16, 2026
TO: HONORABLE MAYOR AND CITY COUNCIL MEMBERS
FROM: CITY MANAGER
SUBJECT: AN ORDINANCE OF THE CITY COUNCIL OF THE CITY OF COMPTON

ESTABLISHING AN EXPEDITED PERMITTING PROCESS FOR
ELECTRIC VEHICLE (EV) CHARGING STATIONS; APPROVING AN EV CHARGING STATION PERMIT CHECKLIST; AND DETERMINING CEQA

EXEMPTION

SUMMARY
Staff recommends that the City Council adopt the attached Ordinance amending Chapter 15 of the Compton Municipal Code to establish an expedited, nondiscretionary permitting process for electric vehicle (EV) charging stations pursuant to Government Code Sections 65850.7 and 65850.71.

The proposed action also includes confirmation of the City’s Electric Vehicle Charging Station Permit Checklist, which establishes clear application requirements and review timelines. Adoption of the Ordinance and checklist will align the City’s permitting process with State law and support timely deployment of EV charging infrastructure. This action will support expanded access to EV charging for residents and businesses while improving permitting efficiency.

BACKGROUND
Assembly Bill (AB) 1236, codified in Government Code Section 65850.7, requires local jurisdictions to implement an expedited, streamlined, and nondiscretionary permitting process for EV charging stations.

AB 970, codified in Government Code Section 65850.71, builds upon AB 1236. AB 970 adds specific binding timelines to the review period based on the size of the project and clarifies parking requirements.

Under State law, key requirements include:
 Applications that meet established requirements must be approved ministerially  Review is limited to objective health and safety considerations  Jurisdictions must adopt a checklist and allow electronic submittal The proposed Ordinance implements these requirements by adding Section 15-27 to the Municipal Code, establishing procedures for application completeness review, approval, denial, and appeals.

11.11.11. Staff Report – Establish Expedited Permitting Process for Electric Vehicle Charging Stations June 16, 2026, Page 2 of 3
The accompanying EV Charging Station Permit Checklist consolidates submission requirements across building, electrical, planning, and fire review, providing a consistent and transparent process for applicants and staff.

Key Features of the Process
Expedited Review: An application shall be deemed complete within five (5) business days after submission if the application is for at least 1 but not more than 25 charging stations at a single site, and shall be deemed complete within ten (10) business days after submission if the application is for more than 25 charging stations at a single site.
Ministerial Approval: Unless a specific, adverse impact to public health or safety is identified, projects are ministerially approved twenty (20) business days after the application is deemed complete if the application is for at least 1 but not more than 25 charging stations at a single site, and are ministerially approved forty (40) business days after the application is deemed complete if the application is for more than 25 electric vehicle charging stations at a single site. Electronic Submittal: Applications may be submitted and processed electronically Coordinated Review: Integrated review requirements across applicable City departments.

Environmental Review (CEQA)
The proposed Ordinance is exempt from the California Environmental Quality Act (CEQA) pursuant to 14 CCR Section 15061(b)(3) and Guidelines Sections 15307 and 15308, as it involves administrative regulatory actions that will not result in a direct or reasonably foreseeable physical environmental impact.

STATEMENT OF THE ISSUE
The City currently lacks a formally adopted ordinance and publicly posted checklist fully satisfying these requirements, creating potential inconsistency with State law. Failure to adopt these measures may expose the City to legal risk and delay deployment of EV infrastructure needed to support State and local mobility goals.

FISCAL IMPACT
There is no direct fiscal impact associated with adoption of the Ordinance. Permit processing costs will continue to be recovered through established fees.

RECOMMENDATION
Staff recommends that the City Council:

Staff Report – Establish Expedited Permitting Process for Electric Vehicle Charging Stations June 16, 2026, Page 3 of 3

1. Adopt the attached Ordinance adding Section 15-27 to the Compton Municipal Code establishing an expedited permitting process for EV charging stations; and

2. Approve and direct staff to maintain and publicly post the Electric Vehicle Charging Station Permit Checklist, with authority for the Building Official to update the checklist as needed.

JACK H. GONG, PE., SE, PMP

CITY ENGINEER
APPROVED FOR FORWARDING:

JEROME GROOMES

ACTING CITY MANAGER
ORDINANCE NO. ___________

AN ORDINANCE OF THE CITY COUNCIL OF THE CITY OF COMPTON

ESTABLISHING AN EXPEDITED PERMITTING PROCESS FOR ELECTRIC VEHICLE (EV) CHARGING STATIONS; APPROVING AN EV CHARGING STATION PERMIT CHECKLIST; AND DETERMINING CEQA EXEMPTION (FIRST READING)
WHEREAS, the State of California and the City of Compton have consistently promoted and encouraged the use of fuel-efficient electric vehicles; and WHEREAS, the State of California adopted Assembly Bill 1236 (Chapter 598, Statutes 2015, Cal. Government Code § 65850.7) and Assembly Bill 970 (Chapter 710, Statutes 2021, Cal. Government Codes §§ 65850.7 and 65851.71), which requires local agencies to adopt an ordinance providing an expedited and streamlined permitting process for electric vehicle charging systems; and
WHEREAS, the State of California has emphasized the importance of local compliance with Government Code Sections 65850.7 and 65850.71, including adoption of ordinances, publication of permitting requirements, and implementation of a streamlined, nondiscretionary permitting process for electric vehicle charging stations; and
WHEREAS, creation of an expedited, streamlined permitting process for electric vehicle charging stations would facilitate convenient charging of electric vehicles and help reduce the City’s reliance on environmentally damaging fossil fuels.

NOW, THEREFORE, THE CITY COUNCIL OF THE CITY OF COMPTON DOES HEREBY ORDAIN AS FOLLOWS:

SECTION 1. Recitals. That each of the above recitals is true and correct and is adopted by the City Council and incorporated into this Ordinance.

SECTION 2. Purpose. That the purpose of this Ordinance is to implement Government Code Sections 65850.7 and 65850.71 by establishing a streamlined, nondiscretionary permitting process for electric vehicle charging stations consistent with State law.

SECTION 3. Addition of Section 15-27 to Chapter 15 of the Compton Municipal Code. Section 15-27 (Expedited Permitting Process for Electric Vehicle Charging Stations) is hereby added to Chapter 15 (Construction Codes) of the Compton Municipal Code to read as follows:
“§ 15-27 EXPEDITED PERMITTING PROCESS FOR ELECTRIC VEHICLE

CHARGING STATIONS
§ 15-27.1 Applicability.

This Section applies to applications for expedited building permits for electric vehicle charging stations consistent with California Government Code Sections 65850.7 and 65850.71.
§ 15-27.2 Definitions.

Unless otherwise apparent from the context, certain words and phrases used in this Section shall be defined as follows:

ELECTRIC VEHICLE CHARGING STATION or CHARGING STATION
Shall mean any level of electric vehicle supply equipment station that is designed and built in compliance with Article 625 of the California Electrical Code, as may be ORDINANCE NO.___________
PAGE 2
amended from time to time, and delivers electricity from a source outside of an electric vehicle into a plug-in electric vehicle.

ELECTRONIC SUBMITTAL
Shall mean a submittal of an application utilizing email, the internet, and/or facsimile transmission.

SPECIFIC, ADVERSE IMPACT
Shall mean a significant, quantifiable, direct, and unavoidable impact, based on objective, identified, and written public health or safety standards, policies, or conditions as they existed on the date the application was deemed complete. § 15-27.3 Process.
a. Checklist. The building official shall adopt and maintain a checklist of all application requirements for expedited permits for electric vehicle charging stations. The checklist shall substantially conform to the most current version of the “Plug-In Electric Vehicle Infrastructure Permitting Checklist” published by the Governor’s Office of Planning and Research. The checklist, application form, and any other required documents shall be published on the City’s website.
b. Any person seeking to install a charging station shall apply for an expedited, nondiscretionary permit from the City Building and Safety Department. c. Applications and associated documentation may be submitted in person, by mail, or electronically. Electronic signatures may be used in lieu of wet signatures. d. An application that satisfies the checklist requirements shall be deemed complete.
e. If an application is incomplete, the building official shall provide a written correction notice identifying deficiencies.
f. A complete application shall be approved ministerially unless the building official finds, based on substantial evidence, that the proposed installation would have a specific, adverse impact upon the public health or safety. g. If the building official finds, based on substantial evidence, that a proposed charging station could have a specific, adverse impact upon the public health or safety, the City may require the applicant to apply for an electric vehicle charging station use permit in order to install the proposed charging station. h. An application for an electric vehicle charging station use permit shall be reviewed by the building official. The building official shall not deny such an application without making written findings, based upon substantial evidence in the record, that the proposed charging station would have a specific, adverse impact upon the public health or safety which could not feasibly be satisfactorily mitigated or avoided. The written findings required for rejection of an electric vehicle charging station use permit application shall include the building official’s basis for rejecting any potentially feasible alternatives that could mitigate or prevent the alleged adverse impact. Pursuant to Government Code Sections 65850.7 and 65850.71, the building official’s review shall be limited to health and safety issues. Aesthetic concerns or other items not related to public health or safety may not be considered.
i. A decision of the building official made pursuant to paragraphs f-h of this subsection may be appealed in accordance with applicable City procedures to the Planning Commission. The Planning Commission’s review shall also be limited to health and safety issues.

ORDINANCE NO.___________
PAGE 3
j. Any condition imposed on an application for an expedited permit or charging station use permit shall be designed to mitigate the specific, adverse impact upon health and safety at the lowest possible cost.
k. The City shall comply with applicable State timelines for completeness review and permit approval, consistent with Government Code Sections 65850.7 and 65850.71.

l. If an electric vehicle charging station and any associated equipment interfere with, reduce, eliminate, or in any way impact the required parking spaces for existing uses, the City shall reduce the number of required parking spaces for the existing uses by the amount necessary to accommodate the electric vehicle charging station and any associated equipment.
m. The requirements of this chapter are in addition to any other applicable requirements of this Code, and any requirements of a utility provider, that must be satisfied before an electric vehicle charging station may be installed or operated. § 15-27.4 Fees.

Fees for permits and inspections associated with this Chapter are established by resolution of the City Council.
§ 15-27.5 Association Approval.

The building official shall not condition the approval for any electric vehicle charging station permit on the approval of such a system by an association, as that term is defined by Civil Code Section 4080.”
SECTION 4. CEQA Determination. That the City Council finds that this Ordinance is exempt from the California Environmental Quality Act (CEQA) pursuant to the General Rule (14 C.C.R. Section 15061(b)(3)) and CEQA Guidelines Sections 15307 and 15308, as it involves administrative regulatory actions that will not result in a direct or reasonably foreseeable physical environmental impact.

SECTION 5. Severability. That should any section, subsection, sentence, clause, or phrase of this Ordinance be for any reason held to be invalid or unconstitutional by a decision of any court of any competent jurisdiction, such decision shall not affect the validity of the remaining portions of this Ordinance. The City Council hereby declares that it would have passed this Ordinance, and each and every section, subsection, sentence, clause, or phrase not declared invalid or unconstitutional without regard to whether any portion of the Ordinance would be subsequently declared invalid or unconstitutional.

SECTION 6. Effective Date. That this Ordinance shall take effect 30 days after the date of its adoption. The City Clerk is directed to cause this Ordinance to be published and/or posted as required by law.

SECTION 7. Signature and Attestation. That the Mayor shall sign and the City Clerk shall attest to the adoption of this Ordinance.

ADOPTED this ____ day of ______________, 2026.
_______________________________

EMMA SHARIF
ORDINANCE NO.___________
PAGE 4

MAYOR OF THE CITY OF COMPTON
ATTEST:
___________________________________
SATRA D. ZURITA

CITY CLERK OF THE CITY OF COMPTON

STATE OF CALIFORNIA

COUNTY OF LOS ANGELES
CITY OF COMPTON: ss
I, Satra D. Zurita, City Clerk of the City of Compton, hereby certify that the foregoing Ordinance was adopted by the City Council, signed by the Mayor and attested by the City Clerk at a regular meeting thereof held on the _____ day of ___________, 2026.

That said Ordinance was adopted by the following vote to wit:

AYES: COUNCIL MEMBERS-
NOES: COUNCIL MEMBERS-
ABSENT: COUNCIL MEMBERS-
ABSTAIN: COUNCIL MEMBERS-
___________________________________
SATRA D. ZURITA

CITY CLERK OF THE CITY OF COMPTON

EV CHARGE PERMIT PROCESS
pg. 1

BUILDING AND SAFETY DEPARMENT

ELECTRIC VEHICLE (EV) CHARGER PERMIT PROCESS
Minimum Submittal Requirements for Application Acceptance & Expedited Review

PURPOSE
This guideline identifies the minimum information required for an EV charger permit application to be accepted for plan review and inspection. Providing complete information at the time of application will help expedite permit issuance and avoid delays.

This checklist substantially follows the “Plug-In Electric Vehicle Infrastructure Permitting Checklist” contained in the Governor’s Office of Planning and Research “Zero Emission Vehicles in California:

Community Readiness Guidebook” and is purposed to augment the guidebook’s checklist https://business.ca.gov/wp-content/uploads/2019/12/GoBIZ-EVCharging-Guidebook.pdf This handout applies to:
Level 1 EV Chargers
Level 2 EV Chargers
Residential Installations
Commercial Installations
Existing Buildings
New Construction (where applicable)

FAST-TRACK ELIGIBILITY

EV CHARGE PERMIT PROCESS
pg. 2
Many EV charger installations may qualify for expedited or over-the-counter review when:
✓ Installation is on an existing electrical service
✓ No service upgrade is required
✓ No panel replacement is required
✓ No structural modifications are required
✓ No trenching in the public right-of-way is required
✓ Complete plans and load calculations are provided
Non-residential applications will be expedited, initial plan review will take up-five days, provide all required information is provided

MINIMUM APPLICATION REQUIREMENTS

1. PERMIT APPLICATION
Provide:
☐ Property Address
☐ Property Owner Information
☐ Contractor Information
☐ California Contractor License Number
☐ Description of Work
Example:
"Install one 40-amp Level 2 EV charger in attached garage."

2. SITE PLAN
Provide a simple site plan showing:
☐ Property lines
☐ Existing residence or building
☐ Location of electrical service equipment
☐ Location of EV charger
☐ Route of conduit and wiring
☐ Parking space serving the charger
☐ North arrow

3. ELECTRICAL FLOOR PLAN
Provide: (if applicable)
☐ Existing panel location
☐ EV charger location
☐ Disconnect location (if applicable)
☐ Conduit routing
☐ Charger mounting height
☐ Working clearances

EV CHARGE PERMIT PROCESS
pg. 3

4. SINGLE-LINE DIAGRAM
Provide a basic electrical one-line showing:
☐ Utility service
☐ Main service panel
☐ Existing panel rating
☐ Existing main breaker size
☐ New EV breaker size
☐ Conductor sizes
☐ Raceway sizes
☐ Disconnect (if applicable)
☐ Charger rating

5. LOAD CALCULATIONS
Provide electrical load calculations demonstrating:
☐ Existing service capacity
☐ Existing loads
☐ Proposed EV load
☐ Available remaining capacity
☐ Service remains adequately sized
Calculations shall comply with:
California Electrical Code (CEC) Article 220
Article 625 (Electric Vehicle Power Transfer Systems)

6. EQUIPMENT SPECIFICATIONS
Provide manufacturer specifications for:
☐ EV Charger
☐ Load Management System (if used)
☐ Disconnect equipment (if provided)

ADDITIONAL REQUIREMENTS (WHEN APPLICABLE)
Service Upgrade
If the EV charger requires:
☐ Service upgrade
☐ Main panel replacement
☐ New subpanel
Provide:
☐ Revised load calculations
☐ Service equipment specifications
☐ Utility company requirements

EV CHARGE PERMIT PROCESS
pg. 4
Load Management Systems
If utilizing a load management system:

Provide:
☐ Manufacturer specifications
☐ Installation instructions
☐ Load management calculations
☐ System operation description
Commercial Installations
Provide:
☐ Accessible EV space details (if required)
☐ Parking layout
☐ Striping details
☐ Signage details
☐ Accessibility compliance information
☐ Utility transformer information (if applicable)
June 16, 2026
TO: MAYOR AND CITY COUNCIL MEMBERS
FROM: MUNICIPAL WATER DEPARTMENT
SUBJECT: A RESOLUTION OF THE CITY COUNCIL OF THE CITY OF COMPTON

AUTHORIZING THE CITY MANAGER TO ISSUE A PURCHASE ORDER

TO THE WATER REPLENISHMENT DISTRICT OF SOUTHERN

CALIFORNIA (WRD) FOR GROUNDWATER PRODUCTION
ASSESSMENT FEES FOR FISCAL YEAR 2026-2027 IN THE AMOUNT OF FIVE MILLION DOLLARS ($5,000,000)

SUMMARY
Adoption of this resolution will authorize the City Manager to issue a purchase order to the Water Replenishment District of Southern California (WRD) for groundwater production assessment fees for fiscal year 2026-2027 in the amount of Five Million Dollars ($5,000,000).

BACKGROUND
The Water Replenishment District (WRD) is the largest groundwater agency by population in the State of California, managing and protecting local groundwater resources by monitoring water quality, replenishing aquifers with recycled and captured stormwater, preventing contamination, and administering water rights.

WRD's service area covers a 420-square-mile region of southern Los Angeles County, the most populated county in the United States. The 43 cities in the service area, including a portion of the City of Los Angeles, and other unincorporated parts of LA County use about 220,000 acre-feet (72 billion gallons) of groundwater annually which accounts for nearly half of the region's water supply needs.

The Water Replenishment District groundwater production fees are charges imposed on local or state agencies or other entities that extract (pump) groundwater from underground aquifers. These fees are used to fund the management, conservation, and sustainability efforts for local groundwater basins.

The City of Compton Municipal Water Department (CMWD) serves the City’s water demands through two (2) sources; groundwater production and imported water. The CMWD delivers approximately 8,000 acre-feet of water on an annual basis to the City of Compton populace. This water delivery is provided through City groundwater pumping rights and a combination of lease-in groundwater pumping rights, and MWD imported water (as needed) for total water delivery service.

12.12.12.12. Staff Report – Water Replenishment District of Southern California June 16, 2026 Page 2

STATEMENT OF THE ISSUE
Annually, the Compton Municipal Water Department (CMWD) achieves its water delivery goals by groundwater pumping of our own water wells and securing the groundwater pumping rights through the Water Replenishment District of Southern California.

The groundwater pumped by municipal water utilities, water companies, and others are imposed a Replenishment Assessment fee (RA) by the WRD for basin and recharge purposes. Funds generated by the RA cover the cost of water purchased to replenish the two (2) largest and most utilized groundwater basins in Southern California, management and water conservation.

Staff has estimated that the assessment fees for pumping groundwater is Five Million Dollars ($5,000,000) for fiscal year 2026-2027.

FISCAL IMPACT
Funds in the amount of Five Million Dollars have been budgeted for this expenditure in Account Number 5000-850-000-4251 (Water Purchases) in the City of Compton Municipal Water Department’s 2026-2027 Fiscal Year Budget.

RECOMMENDATION
Staff recommends that Council adopt this resolution.

DAVID BENNETT, GENERAL MANAGER

MUNICIPAL WATER DEPARTMENT
APPROVED FOR FORWARDING:

JEROME GROOMES

ACTING CITY MANGER
RESOLUTION NO. ___________

A RESOLUTION OF THE CITY COUNCIL OF THE CITY OF COMPTON

AUTHORIZING THE CITY MANAGER TO ISSUE A PURCHASE ORDER TO THE

WATER REPLENISHMENT DISTRICT OF SOUTHERN CALIFORNIA (WRD) FOR GROUNDWATER PRODUCTION ASSESSMENT FEES FOR FISCAL YEAR 2026- 2027 IN THE AMOUNT OF FIVE MILLION DOLLARS ($5,000,000) WHEREAS, the Water Replenishment District (WRD) is the largest groundwater agency by population in the State of California, managing and protecting local groundwater resources by monitoring water quality, replenishing aquifers with recycled and captured stormwater, preventing contamination, and administering water rights; and WHEREAS, WRD ensures that a reliable supply of high-quality groundwater is available through the replenishment of aquifers with recycled water and stormwater capture; and
WHEREAS, WRD's service area covers a 420-square-mile region of southern Los Angeles County, the most populated county in the United States; and WHEREAS, approximately 220,000-acre feet (72 billion gallons) of groundwater is pumped annually which accounts for half of the region’s water supply needs; and WHEREAS, groundwater pumped by municipal water utilities water companies and others are imposed a Replenishment Assessment fee (RA) by WRD for basin recharge purposes and these funds generated from the RA cover the cost of water purchased to replenish the two largest and most utilized groundwater basins in Southern California; and
WHEREAS, the City of Compton Municipal Water Department (CMWD) serves the City’s water demands through two (2) sources; groundwater production and imported water; and
WHEREAS, it is estimated that the assessment fees for pumping groundwater is Five Million Dollars ($5,000,000) for fiscal year 2026-2027.

NOW, THEREFORE, THE CITY COUNCIL OF THE CITY OF COMPTON DOES HEREBY RESOLVE AS FOLLOWS:

Section 1. That the City Manager is hereby authorized to issue a purchase order to the Water Replenishment District of Southern California (WRD) in the amount of Five Million Dollars ($5,000,000).

Section 2. That Five Million Dollars ($5,000,000) is allocated in the Fiscal Year 2026-2027 Fiscal Year Budget in Account No. 5000-850-000-4251 (Water Purchases) for this expenditure.

Section 3. That copies of this Resolution shall be filed in the offices of the City Manager, City Controller, City Clerk, City Attorney, Law Division, and the Municipal Water Department.

Section 4. That the Mayor shall sign and the City Clerk shall attest to the adoption of this Resolution.

ADOPTED this ______ day of ______________, 2026.

Resolution No._______________

Page 2 ends

________________________________

EMMA SHARIF

MAYOR OF THE CITY OF COMPTON
ATTEST:
___________________________________
SATRA D. ZURITA

CITY CLERK OF THE CITY OF COMPTON

STATE OF CALIFORNIA

COUNTY OF LOS ANGELES
CITY OF COMPTON:SS
I, Satra D. Zurita, City Clerk of the City of Compton, hereby certify that the foregoing Resolution was adopted by the City Council of the City of Compton, signed by the Mayor, and attested by the City Clerk at a regular meeting thereof held on the __________ day of ____________________, 2026.

That said Resolution was adopted by the following vote, to wit:

AYES: COUNCIL MEMBERS-
NOES: COUNCIL MEMBERS-
ABSTAIN: COUNCIL MEMBERS-
ABSENT: COUNCIL MEMBERS-
___________________________________
SATRA D. ZURITA

CITY CLERK OF THE CITY OF COMPTON
01478.0001 2154709.1
June 16, 2026
TO: MAYOR AND CITY COUNCIL MEMBERS
FROM: MUNICIPAL WATER DEPARTMENT
SUBJECT: A RESOLUTION OF THE CITY COUNCIL OF THE CITY OF COMPTON

AUTHORIZING THE CITY MANAGER TO ISSUE A PURCHASE ORDER

TO THE WATER REPLENISHMENT DISTRICT OF SOUTHERN

CALIFORNIA (WRD) FOR GROUNDWATER PRODUCTION
ASSESSMENT FEES FOR FISCAL YEAR 2026-2027 IN THE AMOUNT OF FIVE MILLION DOLLARS ($5,000,000)

SUMMARY
Adoption of this resolution will authorize the City Manager to issue a purchase order to the Water Replenishment District of Southern California (WRD) for groundwater production assessment fees for fiscal year 2026-2027 in the amount of Five Million Dollars ($5,000,000).

BACKGROUND
The Water Replenishment District (WRD) is the largest groundwater agency by population in the State of California, managing and protecting local groundwater resources by monitoring water quality, replenishing aquifers with recycled and captured stormwater, preventing contamination, and administering water rights.

WRD's service area covers a 420-square-mile region of southern Los Angeles County, the most populated county in the United States. The 43 cities in the service area, including a portion of the City of Los Angeles, and other unincorporated parts of LA County use about 220,000 acre-feet (72 billion gallons) of groundwater annually which accounts for nearly half of the region's water supply needs.

The Water Replenishment District groundwater production fees are charges imposed on local or state agencies or other entities that extract (pump) groundwater from underground aquifers. These fees are used to fund the management, conservation, and sustainability efforts for local groundwater basins.

The City of Compton Municipal Water Department (CMWD) serves the City’s water demands through two (2) sources; groundwater production and imported water. The CMWD delivers approximately 8,000 acre-feet of water on an annual basis to the City of Compton populace. This water delivery is provided through City groundwater pumping rights and a combination of lease-in groundwater pumping rights, and MWD imported water (as needed) for total water delivery service.

Staff Report – Water Replenishment District of Southern California June 16, 2026 Page 2
01478.0001 2154709.1

STATEMENT OF THE ISSUE
Annually, the Compton Municipal Water Department (CMWD) achieves its water delivery goals by groundwater pumping of our own water wells and securing the groundwater pumping rights through the Water Replenishment District of Southern California.

Groundwater pumped by municipal water utilities, water companies, and others entities is subject to a Replenishment Assessment fee (RA) imposed by the WRD for basin and recharge purposes. Funds generated by the RA cover the cost of water purchased to replenish the two (2) largest and most utilized groundwater basins in Southern California, management and water conservation.

Staff has estimated that the assessment fees for pumping groundwater is Five Million Dollars ($5,000,000) for fiscal year 2026-2027.

FISCAL IMPACT
Funds in the amount of Five Million Dollars have been budgeted for this expenditure in Account Number 5000-850-000-4251 (Water Purchases) in the City of Compton Municipal Water Department’s 2026-2027 Fiscal Year Budget.

RECOMMENDATION
Staff recommends that the City Council adopt this attached resolution authorizing payment of WRD replenishment assessment fees for Fiscal Year 2026-2027 in the amount of $5,000,000.

DAVID BENNETT, GENERAL MANAGER

MUNICIPAL WATER DEPARTMENT
APPROVED FOR FORWARDING:

JEROME GROOMES

ACTING CITY MANGER
01478.0001 2154708.1
RESOLUTION NO. ___________

A RESOLUTION OF THE CITY COUNCIL OF THE CITY OF COMPTON

AUTHORIZING THE CITY MANAGER TO ISSUE A PURCHASE ORDER TO THE

WATER REPLENISHMENT DISTRICT OF SOUTHERN CALIFORNIA (WRD) FOR GROUNDWATER PRODUCTION ASSESSMENT FEES FOR FISCAL YEAR 2026- 2027 IN THE AMOUNT OF FIVE MILLION DOLLARS ($5,000,000) WHEREAS, the Water Replenishment District (WRD) is the largest groundwater agency by population in the State of California, managing and protecting local groundwater resources by monitoring water quality, replenishing aquifers with recycled and captured stormwater, preventing contamination, and administering water rights; and WHEREAS, WRD ensures that a reliable supply of high-quality groundwater is available through the replenishment of aquifers with recycled water and stormwater capture; and
WHEREAS, WRD's service area covers a 420-square-mile region of southern Los Angeles County, the most populated county in the United States; and WHEREAS, approximately 220,000-acre feet (72 billion gallons) of groundwater is pumped annually which accounts for half of the region’s water supply needs; and WHEREAS, groundwater pumped by municipal water utilities water companies and others are imposed a Replenishment Assessment fee (RA) by WRD for basin recharge purposes and these funds generated from the RA cover the cost of water purchased to replenish the two largest and most utilized groundwater basins in Southern California; and
WHEREAS, the City of Compton Municipal Water Department (CMWD) serves the City’s water demands through two (2) sources; groundwater production and imported water; and
WHEREAS, it is estimated that the assessment fees for pumping groundwater is Five Million Dollars ($5,000,000) for fiscal year 2026-2027.

NOW, THEREFORE, THE CITY COUNCIL OF THE CITY OF COMPTON DOES HEREBY RESOLVE AS FOLLOWS:

Section 1. The City Council finds the above recitals are true and correct and are incorporated herein by this reference.

Section 2. The City Manager is hereby authorized to issue a purchase order to, and/or otherwise pay, the Water Replenishment District of Southern California (WRD) for groundwater replenishment assessment fees for Fiscal Year 2026-2027 in an amount not to exceed Five Million Dollars ($5,000,000).

Section 3. Funds in the amount of Five Million Dollars ($5,000,000) are included and allocated in the Fiscal Year 2026-2027 Fiscal Year Budget in Account No. 5000-850- 000-4251 (Water Purchases) for this expenditure.

Section 4. A copy of this Resolution shall be filed in the offices of the City Manager, City Controller, City Clerk, City Attorney, Law Division, and the Municipal Water Department.

Section 5. The Mayor shall sign and the City Clerk shall attest to the adoption of this Resolution.
01478.0001 2154708.1
ADOPTED this ______ day of ______________, 2026.

Resolution No._______________

Page 2 ends

________________________________

EMMA SHARIF

MAYOR OF THE CITY OF COMPTON
ATTEST:
___________________________________
SATRA D. ZURITA

CITY CLERK OF THE CITY OF COMPTON

STATE OF CALIFORNIA

COUNTY OF LOS ANGELES
CITY OF COMPTON:SS
I, Satra D. Zurita, City Clerk of the City of Compton, hereby certify that the foregoing Resolution was adopted by the City Council of the City of Compton, signed by the Mayor, and attested by the City Clerk at a regular meeting thereof held on the __________ day of ____________________, 2026.

That said Resolution was adopted by the following vote, to wit:

AYES: COUNCIL MEMBERS-
NOES: COUNCIL MEMBERS-
ABSTAIN: COUNCIL MEMBERS-
ABSENT: COUNCIL MEMBERS-
___________________________________
SATRA D. ZURITA

CITY CLERK OF THE CITY OF COMPTON
June 16, 2026
TO: MAYOR AND CITY COUNCIL MEMBERS
FROM: MUNICIPAL WATER DEPARTMENT
SUBJECT: A RESOLUTION OF THE CITY COUNCIL OF THE CITY OF COMPTON

AUTHORIZING THE CITY MANAGER TO ISSUE A PURCHASE ORDER

TO THE METROPOLITAN WATER DISTRICT (MWD) OF SOUTHERN

CALIFORNIA FOR THE PURCHASE OF IMPORTED WATER (AS
NEEDED) FOR FISCAL YEAR 2026-2027 IN THE AMOUNT OF THREE HUNDRED THOUSAND DOLLARS ($300,000).

SUMMARY
Adoption of this resolution will authorize the City Manager to issue a purchase order to the Metropolitan Water District (MWD) of Southern California for the purchase of imported water (as needed) for fiscal year 2026-2027 in the amount of Three Hundred Thousand Dollars ($300,000).

BACKGROUND
Metropolitan Water District (MWD) of Southern California brings water to the region from two sources: 1) the Sacramento and San Joaquin rivers via the State Water Project and 2) the Colorado River via the Colorado Aqueduct. These imported supplies provide a foundation of water reliability in Southern California. These critical imported resources cannot easily be replaced, and MWD works hard to ensure their continued reliability also in the face of climate change.

Metropolitan Water District (MWD) of Southern California services 26 public water agencies, cities, municipal water districts and one county water authority. MWD supplies directly or indirectly to 19 million people in Los Angeles, Orange, Riverside, San Bernardino, San Diego and Ventura counties.

MWD has imported water from the Colorado River since 1941 and from Northern California since the early 1970s. MWD is the largest single contractor of the State Water Project and a major supporter of Southern California’s water conservation and water recycling programs.

The goals and objectives of the City of Compton Municipal Water Department (CMWD) focus on maintaining the City’s water infrastructure and providing top tier service to its customers, which sometimes includes the purchase of imported water.

The CMWD delivers approximately 8,000 acre-feet of water on an annual basis to the City of Compton (City) populace. This water delivery is provided through the City, the Water Replenishment District (WRD), groundwater pumping (5780) acre feet, and the

13.13. Staff Report – Metropolitan Water District of Southern California June 16, 2026 Page 2
Metropolitan Water District. The purchase of imported water ensures that in the event of a water well shutdown or maintenance, imported water is available to bridge the gap.

STATEMENT OF THE ISSUE
Annually, the CMWD achieves its water delivery goals of 8000-acre feet by groundwater pumping of City water wells, securing the groundwater pumping rights through the WRD of Southern California and as-needed imported water supplies through the MWD in the event of an emergency. If a water well becomes non-operational, the CMWD ensures advance measures are in place with imported water from MWD to ensure continuity of water delivery.

One recent emergency occurred on August 24, 2025, whereby the City’s large production well (Well 18) failed to restart after an operator conducted a static test. Such test measures the static water level, which is the depth of the water in the well under normal and still conditions. After the City’s water contractor was called to inspect, it was discovered that the well’s soft start had failed. At that point, the water level had dropped to 15 feet, and the need to activate the MWD connection was unavoidable. The imported water helped build up the reservoir level and maintain a safe system pressure.

Staff estimates the fees for imported water should not exceed Three Hundred Thousand Dollars ($300,000) for fiscal year 2026-2027.

FISCAL IMPACT
Funds in the amount of Three Hundred Thousand Dollars ($300,000) have been budgeted for this expenditure in Account Number 5000-850-000-4252 (Water Purchases) in the CMWD’s Fiscal Year 2026-2027 Budget.

RECOMMENDATION
Staff recommends that Council adopt this resolution.

DAVID BENNETT, GENERAL MANAGER

MUNICIPAL WATER DEPARTMENT
APPROVED FOR FORWARDING:

JEROME GROOMES

ACTING CITY MANGER
RESOLUTION NO. ___________

A RESOLUTION OF THE CITY COUNCIL OF THE CITY OF COMPTON

AUTHORIZING THE CITY MANAGER TO ISSUE A PURCHASE ORDER TO THE

METROPOLITAN WATER DISTRICT (MWD) OF SOUTHERN CALIFORNIA FOR THE PURCHASE OF IMPORTED WATER (AS NEEDED) FOR FISCAL YEAR 2026- 2027 IN THE AMOUNT OF THREE HUNDRED THOUSAND DOLLARS ($300,000) WHEREAS, Metropolitan Water District (MWD) of Southern California brings water to the California region from two sources: 1) the Sacramento and San Joaquin rivers via the State Water Project and 2) the Colorado River via the Colorado Aqueduct; and
WHEREAS, these imported water supplies provide a foundation for water reliability in Southern California; and
WHEREAS, MWD has imported water from the Colorado River since 1941 and from Northern California since the early 1970s. It is the largest single contractor of the State Water Project supporting water conservation and water recycling programs; and WHEREAS, the goals and objectives of the City of Compton (City) Municipal Water Department (CMWD) include maintaining the City’s water infrastructure and providing top tier service to its customers, which sometimes includes purchasing imported water; and
WHEREAS, the purchase of imported water from MWD of Southern California ensures that in the event of a water well shutdown or maintenance, imported water is available to bridge the gap; and
WHEREAS, a recent water emergency occurred on August 24, 2025, whereby the City’s large production well (Well 18) failed to restart after an operator conducted a static test; and
WHEREAS, after the City’s water contractor inspected Well 18, it was discovered that the well’s soft start had failed; and
WHEREAS, at that point, the water level had dropped to 15 feet, and the need to activate the MWD imported water connection was necessary; and WHEREAS, it is estimated that the cost for MWD imported water for fiscal year 2026-2027 will be Three Hundred Thousand Dollars ($300,000); and WHEREAS, funds have been allocated in the CMWD’s Fiscal Year 2026-2027 budget in Account No. 5000-850-000-4252 (Water Purchases).

NOW, THEREFORE, THE CITY COUNCIL OF THE CITY OF COMPTON DOES HEREBY RESOLVE AS FOLLOWS:

Section 1. The City Council finds the above recitals are true and correct and are incorporated herein.

Section 2.That the City Manager is hereby authorized to issue a purchase order to the Metropolitan Water District of Southern California for the purchase of imported water (as needed) in the amount of Three Hundred Thousand Dollars ($300,000).

Section 3. That funding in the amount of Three Hundred Thousand Dollars ($300,000) is allocated in the CMWD’s Fiscal Year 2026-2027 budget in Account No. 5000-850-000-4252 (Water Purchases) for this expenditure.

Section 4. That a certified copy of this Resolution shall be filed in the offices of the City Manager, City Controller, City Clerk, City Attorney, Legal Division, and the Municipal Water Department.

Section 5. That the Mayor shall sign and the City Clerk shall attest to the adoption of this Resolution.

ADOPTED this ______ day of ______________, 2026.
_______________________________

EMMA SHARIF

MAYOR OF THE CITY OF COMPTON
ATTEST:
___________________________________
SATRA D. ZURITA

CITY CLERK OF THE CITY OF COMPTON

STATE OF CALIFORNIA )
COUNTY OF LOS ANGELES ) ss

CITY OF COMPTON )
I, Satra D. Zurita, City Clerk of the City of Compton, hereby certify that the foregoing Resolution was adopted by the City Council of the City of Compton, signed by the Mayor, and attested by the City Clerk at a regular meeting thereof held on the _______ day of ____________________, 2026.

That said Resolution was adopted by the following vote, to wit:

AYES: COUNCIL MEMBERS-
NOES: COUNCIL MEMBERS-
ABSTAIN: COUNCIL MEMBERS-
ABSENT: COUNCIL MEMBERS-
___________________________________
SATRA D. ZURITA

CITY CLERK OF THE CITY OF COMPTON
1 June 16, 2026
TO: MAYOR AND CITY COUNCIL MEMBERS
FROM: CITY MANAGER
SUBJECT: A RESOLUTION OF THE CITY COUNCIL OF THE CITY OF COMPTON

AUTHORIZING THE CITY MANAGER TO AMEND THE PROFESSIONAL
SERVICES AGREEMENT WITH THE TETRA TECH INC. TO EXTEND
THE AGREEMENT EIGHTEEN (18) MONTHS, TO CHANGE THE

FUNDING SOURCE FROM ARPA FUNDS TO WATER FUNDS AND TO

ESTABLISH A PURCHASE ORDER FOR ENGINEERING AND
PROJECT MANAGEMENT SERVICES.

SUMMARY
Adoption of this resolution will authorize the City Manager to amend the Professional Services Agreement with the Tetra Tech Inc. to extend the Agreement eighteen (18) months, to change the funding source from ARPA funds to Water funds, and to establish a purchase order for Engineering and Project Management services.

BACKGROUND
The Compton Municipal Water Department (Department) is responsible for overseeing the City’s utility infrastructure. The water system is approximately 7.8 square miles, composed of approximately 156 miles of main lines, 8 water wells, 2 reservoir locations with corresponding booster pump stations, approximately 3,500 gate valves, 1700 fire hydrants and 19,001 service connections.

On September 12, 2023, the City Council approved Resolution 25,896 authorizing the City Manager to enter into an Agreement with Tetra Tech Inc. to provide Professional Engineering Consultant Services and Project Management.

The Scope of Work included:
(1) Evaluation of water quality data from the City’s wells (2) Evaluation of well conditions
(3) To make recommendations for rehabilitation and repairs; including redevelopment, sealing parts of well screen, re-casing the wells, replacing the wells (4) Evaluation of other water related City infrastructure, including but not limited to security, safety, and the overall production of the wells, conveyance and distribution, piping, storage facilities, pump houses and treatment facilities.

The current contract with the Tetra Tech Inc. to provide professional engineering services and project management services in effect until June 30, 2026.

This contract was funded through the American Rescue Plan Act (ARPA), and these funds are no longer available.

14.14.14.14.14.14.14.14. Staff Report – Amendment to the Professional Services Agreement Professional Engineering Services/Project Management
June 16, 2026
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STATEMENT OF ISSUE
Due to unforeseen construction site delays (Five times re-engineering storm drain system causing paving delay and redevelopment of water tank foundations), it is necessary for the Department to continue the Professional Services Agreement with the Tetra Tech Inc. as they are currently managing the engineering portion of the Tank Reservoir Upgrade Project.

The Compton Municipal Water Department (Department) funded the initial Professional Services Agreement with Tetra Tech Inc. utilizing American Rescue Plan Act (ARPA) funds. These funds are no longer available for this use. Therefore, the Department has identified Water funds to finance this Project.

In order to authorize the City Manager to amend the Professional Services Agreement to extend the Agreement for eighteen (18) months, to change the funding source from ARPA funds to Water funds and to establish a purchase order for the Tetra Tech Inc. in the amount of One Hundred Thousand Dollars ($100,000.00) for fiscal year 2025-2026, Two Hundred Thousand Dollars for fiscal year 2026-2027, City Council approval is required.

FISCAL IMPACT
Funding for this expenditure is available in account for Fiscal Year 2025-2026:

Account No. Description Amount
5000-880-000-4262 Professional Services $100,000.00
Funding for this expenditure is proposed in the upcoming Fiscal Year 2026-2027 budget:

Account No. Description Amount
5000-880-000-4262 Professional Services $200,000.00

RECOMMENDATION
Staff recommends that the City Council adopt the attached Resolution.

DAVID BENNETT

GENERAL MANAGER
APPROVED AS TO FORWARDING:

JEROME GROOMES

ACTING CITY MANAGER
RESOLUTION NO. _____________

A RESOLUTION OF THE CITY COUNCIL OF THE CITY OF COMPTON

AUTHORIZING THE CITY MANAGER TO AMEND THE PROFESSIONAL
SERVICES AGREEMENT WITH THE TETRA TECH INC. TO EXTEND THE AGREEMENT EIGHTEEN (18) MONTHS, TO CHANGE THE FUNDING SOURCE

FROM ARPA FUNDS TO WATER FUNDS AND TO ESTABLISH A PURCHASE

ORDER FOR ENGINEERING AND PROJECT MANAGEMENT SERVICES
WHEREAS, adoption of this resolution will authorize the City Manager to amend the Professional Services Agreement with the Tetra Tech Inc. to extend the Agreement eighteen (18) months, to change the funding source from ARPA funds to Water funds, and to establish a purchase order for Engineering and Project Management services; and WHEREAS, the Compton Municipal Water Department (Department) is responsible for overseeing the City’s utility infrastructure; and
WHEREAS, the water system is approximately 7.8 square miles, composed of approximately 156 miles of main lines, 8 water wells, 2 reservoir locations with corresponding booster pump stations, approximately 3,500 gate valves, 1700 fire hydrants and 19,001 service connections; and
WHEREAS,on September 12, 2023, the City Council approved Resolution 25,896 authorizing the City Manager to enter into an Agreement with Tetra Tech Inc. to provide Professional Engineering Consultant Services and Project Management; and WHEREAS,the Scope of Work includes:
(1) Evaluation of water quality data from the City’s wells (2) Evaluation of well conditions
(3) To make recommendations for rehabilitation and repairs; including redevelopment, sealing parts of well screen, re-casing the wells, replacing the wells
(4) Evaluation of other water related City infrastructure, including but not limited to security, safety, and the overall production of the wells, conveyance and distribution, piping, storage facilities, pump houses and treatment facilities; and
WHEREAS,the current contract with the Tetra Tech Inc. to provide professional engineering services and project management services is in effect until June 30, 2026; and WHEREAS, due to unforeseen construction site delays (Five times re-engineering storm drain system causing paving delay and redevelopment of water tank foundations), it is necessary for the Department to continue the Professional Services Agreement with the Tetra Tech Inc. as they are currently managing the engineering portion of the Tank Reservoir Upgrade Project; and
WHEREAS, the Compton Municipal Water Department (Department) funded the initial Professional Services Agreement with Tetra Tech Inc. utilizing American Rescue Plan Act (ARPA) funds, however these funds are no longer available and the Department has identified Water funds to finance this Project; and
WHEREAS,funding in the amount of One Hundred Thousand Dollars ($100,000.00) is available in the Municipal Water Department’s 2025-2026 Fiscal Year Budget in Account Number 5000-880-000-4262; and
WHEREAS, funding in the amount of Two Hundred Thousand Dollars ($200,000.00) is proposed in the Municipal Water Department’s 2026-2027 Fiscal Year Budget in Account Number 5000-880-000-4262; and
WHEREAS, City Council approval is needed for these amendments recommended in the Tetra Tech Inc. Professional Services Agreement.

Resolution_________________

Page 2 ends

NOW, THEREFORE, THE CITY COUNCIL OF THE CITY OF COMPTON DOES HEREBY RESOLVE AS FOLLOWS:

SECTION 1.That the City Manager is hereby authorized to amend the contract with Tetra Tech Inc. Section 3. Compensation to include an additional One Hundred Thousand Dollars for fiscal year 2025-2026, and Two Hundred Thousand Dollars for fiscal year 2026- 2027.

SECTION 2.That the City Manager is hereby authorized to extend the Professional Services Agreement eighteen (18) months (to December 31, 2027) for Professional Engineering and Project Management.

SECTION 3. That funding in the amount of One Hundred Thousand Dollars is available in the Compton Municipal Water Department’s Fiscal Year 2025-2026 Budget in Account 5000-880-000-4262.

SECTION 4. That funding in the amount of Two Hundred Thousand Dollars is proposed in the Compton Municipal Water Department’s Fiscal Year 2026-2027 Budget in Account 5000-880-000-4262.

SECTION 5.That a copy of this Resolution shall be filed in the offices of the City Manager, City Controller, City Clerk, Law Division/City Attorney and Municipal Water Department.

SECTION 6. That the Mayor shall sign and the City Clerk shall attest to the adoption of this Resolution.

ADOPTED this ______ day of ____________, 2026.
________________________________

EMMA SHARIF

MAYOR OF THE CITY OF COMPTON
ATTEST:
___________________________________
SATRA D. ZURITA

CITY CLERK OF THE CITY OF COMPTON

STATE OF CALIFORNIA

COUNTY OF LOS ANGELES
CITY OF COMPTON: ss
I, Satra D. Zurita, City Clerk of the City of Compton, do hereby certify that the foregoing resolution was adopted by the City Council, signed by the Mayor, and attested by the City Clerk at the regular meeting thereof held on the ____day of _____________, 2026.

That said resolution was adopted by the following vote, to wit:

AYES: Council Members-
NOES: Council Members-
ABSENT: Council Members-
ABSTAIN: Council Members-
_____________________________________
SATRA D. ZURITA

CITY CLERK OF THE CITY OF COMPTON

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AMENDED

PROFESSIONAL SERVICES AGREEMENT

BETWEEN THE CITY OF COMPTON AND
TETRA TECH, INC.

This AGREEMENT is entered by and between the CITY OF COMPTON, a municipal corporation of the State of California (hereinafter referred to as “CITY”) located at 205 South Willowbrook Avenue, Compton, California 90220, and TETRA TECH INC. (hereinafter referred to as “CONTRACTOR”), located at 17885 Von Karman Avenue, Suite 500, Irvine, California 92614.

RECITALS
The City of Compton Municipal Water Department has determined that it requires services from a contractor to provide upgrade to the existing water utility infrastructure; well sites, reservoir site and MWD connection vaults.

The Contractor represents that it is fully qualified to perform such services by virtue of its experience and the training, education and expertise of its principals and employees. Contractor further represents that it is willing to accept responsibility for performing such services in accordance with the terms and conditions set forth in this Agreement.

WHEREAS, the Compton Municipal Water Department (Department) is responsible for overseeing the City’s utility infrastructure; and
WHEREAS, the water system is approximately 7.8 square miles, composed of approximately 156 miles of main lines, 8 water wells, 2 reservoir locations with corresponding booster pump stations, approximately 3,500 gate valves, 1700 fire hydrants and 19,001 service connections; and
WHEREAS, on September 12, 2023, pursuant to Resolution No. 25896, the City Council authorized the City Manager to enter into a professional services agreement with Tetra Tech ("Consultant") for professional engineering consultant and project management services; and WHEREAS, due to unforeseen construction site delays (Five times re-engineering storm drain system causing paving delay and redevelopment of water tank foundations), it is necessary for the Department to continue the Professional Services Agreement with the Tetra Tech Inc. as they are currently managing the engineering portion of the Tank Reservoir Upgrade Project; and WHEREAS, Consultant is willing to render such professional services subject to the terms and conditions set forth in this amended Agreement.

NOW, THEREFORE, Consultant and City, for the consideration, terms and conditions herein described, mutually agree as follows:

1. AGREEMENT:

Services to be rendered by Consultant. It is the mutual understanding of the Parties that the 2 | P a g e
Consultant shall perform and be responsible for providing professional engineering services.

Services to be rendered shall be provided on a task-by-task basis and shall include, but not be limited to the below-indicated tasks and deliverables:

Evaluating available water quality data from the City’s production wells, including the possible presence of volatile organic compounds (VOCs), 1,4-dioxane, per- and polyfluoroalkyl substances (PFAS), and other organic and inorganic contaminants, and making recommendations as appropriate for treatment, blending, and/or other mitigation measures.

Evaluating the City’s production wells in terms of their vertical screened intervals, integrity, and overall condition and making recommendations as appropriate for rehabilitation and repairs, including redevelopment, sealing parts of the well screen, re-casing the wells, replacing pumps, and the like.

Evaluating other water-related City infrastructure, including but not limited to security, safety, and the overall condition of the production wells, conveyance and distribution piping, storage facilities, pump houses, and treatment facilities, the adequacy of existing Supervisory Control and Data Acquisition (SCADA) systems, and related electrical systems and making recommendations as appropriate for repairs, upgrades, or replacement.

Consultant acknowledges that in entering into this Agreement the City is relying on Consultant's special skills and experience to do and perform the services in accordance with standards of professional practice. Consultant agrees to perform all the said services and to the extent not furnished by the City, furnish all the necessary materials at its own cost and expense necessary to complete said services in a manner consistent with that degree of care and skill ordinarily exercised by members of the same profession currently practicing under similar circumstances and to the reasonable satisfaction of the City.

Consultant services hereunder shall be performed in good, workmanlike and professional manner. Consultant shall be responsible for correcting and completing all errors and omissions related to the services provided by the Consultant for this Agreement at no additional cost to the City. "Errors" and "Omissions" for purposes of this paragraph are defined to mean a failure by the Consultant to meet the standards of its profession as set forth in the preceding paragraph. The acceptance of the services by City does not release Consultant from these obligations.

Consultant will be responsible for employing or engaging all persons necessary, including subcontractors, to perform the services. All of Consultant's staff and subcontractors will be qualified by training and experience to perform their assigned tasks. Consultant will give its personal attention to the fulfillment of the provisions of this Agreement by all of its employees and subcontractors, if any, and will keep the services under its control. On demand of City, if any employee or subcontractor of Consultant fails or refuses to carry out the provisions of this Agreement or appears to be incompetent or to act in a disorderly or improper manner, he or she will be discharged immediately from performing services pursuant to provisions of this Agreement.

Steve Tedesco, Senior Vice President, Project Manager of Consultant, shall be primarily responsible for representing Consultant in performance of this Agreement. 3 | P a g e
Contractor acknowledges that in entering into this Agreement the City is relying on Contractor's special skills and experience to do and perform the services in accordance with best standards of professional practice. While performing the Services, Contractor agrees to perform all the said work and furnish all the necessary materials at its own cost and expense necessary to complete said services in a manner consistent with that degree of care and skill ordinarily exercised by members of the same profession currently practicing under similar circumstances and to the reasonable satisfaction of the City.

Contractor services hereunder shall be performed in good, workmanlike and professional manner. Contractor shall be responsible for correcting and completing all errors and omissions related to the services provided by the Contractor for this Agreement at no additional cost to the City. “Errors” and “Omissions” for purposes of this paragraph are defined to mean a failure by the Contractor to meet the standards of its profession as set forth in the preceding paragraph. The acceptance of the services by City does not release Contractor from these obligations.

Contractor will be responsible for employing or engaging all persons necessary to perform the services. All of Contractor's staff will be qualified by training and experience to perform their assigned tasks. Contractor will give its personal attention to the fulfillment of the provisions of this Agreement by all of its employees and subcontractors, if any, and will keep the services under its control. On demand of City, if any employee or subcontractor of Contractor fails or refuses to carry out the provisions of this Agreement or appears to be incompetent or to act in a disorderly or improper manner, he or she will be discharged immediately from the services performed pursuant to this Agreement.

Amendment #1

2.Duration of Contract.Contractor agrees to commence the services provided for herein upon written Notification to Proceed from the City and to continue in a diligent and professional manner, for the duration of the term of this agreement upon completion of the work notated in Scope of Work. The anticipated contract duration shall be from July 1, 2026 through December 31, 2027.

Contractor will generally adhere to the schedule set forth by the City provided, that City will grant reasonable extensions of time for the performance of the services occasioned by unusually lengthy governmental reviews of Contractor’s work product or other unavoidable delays occasioned by unforeseen circumstances; provided further that such unavoidable delay will not include strikes, lockouts, work stoppages, or other labor disturbances conducted by, or on behalf of, Contractor’s officers or employees.

Contractor acknowledges the importance to City of City’s project schedule and agrees to put forth its best professional efforts to perform the services in a manner consistent with that schedule. City understands, however, that Contractor’s performance must be governed by sound practices. Contractor will work such overtime or engage such personnel and equipment as necessary to maintain the schedule, without additional compensation.

Amendment #2
4 | P a g e

3. Compensation.Amended compensation, One Hundred Thousand Dollars ($100,000) for the remainder of 2025-2026. Two Hundred Thousand ($200,000) for Fiscal Year 2026-2027 and additional monies will be funded in future year budgets.

Progress payments may be made in arrears based on the percentage of work and deliverables completed by the Contractor. If Contractor fails to submit the required deliverable items according to schedule or as required by the Agreement, except for those amounts that are due and not reasonably in dispute, the City shall have the right to delay payment and/or terminate this Agreement in accordance with the provisions noted herein.

Contractor shall be reimbursed within thirty (30) days, or as promptly as fiscal procedures may permit, upon receipt by the City of itemized invoices for services completed. Invoices shall be submitted no later than 45 calendar days after the performance of work for which the Contractor is billing. Invoices shall detail the work performed on each task as applicable. Invoices shall be delivered or mailed to the Director of [identify department] Department at the following address:

City of Compton, 205 South Willowbrook Avenue, Compton, California 90220.

In the event of termination, the Contractor shall be entitled to compensation for the undisputed reasonable value of services performed to the effective date of termination, including any noncancelable obligations incurred prior to termination; provided, however, that the City may condition payment of such compensation upon the Contractor’s delivery to the City of any and all City property, documents, reports, records, materials and work product associated with the performance of this Agreement.

4. Ownership of Materials. All product produced by Contractor or its agents, employees, and subcontractors pursuant to this Agreement (the “Work Product”) is the property of City. In the event this Agreement is terminated, all Work Product produced by Contractor or its agents, employees and subcontractors pursuant to this Agreement will be delivered to City pursuant to the termination clause of this Agreement. [Contractor will have the right to make one (1) copy of the Work Product for Contractor’s records.]
The Work Product may be used by City and its agents, employees, representatives, and assigns, in whole or in part, or in modified form, for all purposes City may deem advisable, without further employment of or payment of any compensation to Contractor; provided, however, that if this Agreement is terminated for any reason prior to completion of the Project and if under such circumstances City uses, or engages the services of and directs another Contractor to use, the Work Product, City agrees to hold Contractor harmless from any and all liability, costs, and expenses relative to claims arising out of matters and/or events which occur subsequent to the termination of this Agreement as a result of causes other than the fault or negligence of Contractor, or anyone for whose acts it is responsible, in preparation of the Work Product. Contractor will not be responsible for deficiencies solely attributable to modifications of the Work Product performed by others, or that arise from use of the Documents in connection with a project or site other than that shown in the Work Product.

5. Independent Contractor Status. Contractor, its officers, employees, subcontractors, 5 | P a g e
subcontractors, agents and volunteers (collectively hereinafter the “Contractor”), will perform the services in Contractor's own way and pursuant to this Agreement as an independent contractor and in pursuit of Contractor's independent calling, and not as an employee of City. The persons used by Contractor to provide the services under this Agreement will not be considered employees of City for any purposes. Neither the City nor any of its officers, employees, agents or volunteers shall have any control over the conduct of the Contractor, except as expressly set forth in this Agreement. Contractor expressly warrants that while engaged in carrying out and complying with any terms and conditions of this Agreement that Contractor shall not at any time or in any manner, represent that Contractor is in any manner officers, employees, agents or volunteers of the City.

Contractor shall obtain no rights to retirement, health care or any other benefit that accrue to City officials, officers, or employees. Contractor expressly waives any claim to such rights.

The payment made to Contractor pursuant to the Agreement will be the full and complete compensation to which Contractor is entitled. City will not make any federal or state tax withholdings on behalf of Contractor or its agents, employees or subcontractors. City will not pay any workers' compensation insurance, retirement contributions or unemployment contributions on behalf of Contractor or its employees or subcontractors. Contractor agrees to indemnify and pay City within thirty (30) days for any tax, retirement contribution, social security, overtime payment, unemployment payment or workers' compensation payment which City may be required to make on behalf of Contractor or any agent, employee, or contractor of Contractor for work done under this Agreement. At the City’s election, City may deduct the amounts paid pursuant to this Section, from any balance owing to Contractor.

6. Successors, Assignment and Delegation. City and the Contractor each binds themselves, their partners, successors, assigns and legal representatives to the other hereto and to partners, successors, assigns and legal representatives of such other party in respect to all covenants, agreements and obligations contained in this Agreement.

The expertise and experience of Contractor are material considerations for this Agreement.

Contractor shall not assign or transfer any interest in this Agreement or the performance of any of Contractor’s obligations under this Agreement without the prior written consent of the City. Any attempted assignment or transfer of any of Contractor’s rights, duties or obligations arising under this Agreement shall be null and void.

7. Nondiscriminatory Employment Practices. During the performance of this Agreement, the Contractor agrees not to discriminate against any employee or applicant for employment because of race, sex, creed, color, religion, age, sexual orientation, marital status, national origin, political affiliation, handicap or belief in accordance with requirements of City, State or Federal laws and regulations. Contractor will take affirmative action to ensure that applicants are employed, and that employees are treated during employment without regard to their race, sex, creed, color, religion, age, sexual orientation, marital status, national origin, political affiliation, handicap or belief in accordance with requirements of City, State or Federal laws and regulations.

Such actions shall include, but not be limited to the following: employment, upgrading, demotion or transfer; recruitment or recruitment advertising; layoffs or termination; rates of pay or other forms of compensation; and selection for training, including apprenticeship. The Contractor agrees to post in conspicuous places, available to employees, applicants and subcontractors for 6 | P a g e
employment, notices setting forth the provisions of this non-discrimination clause.

In the event of the Contractor’s non-compliance with the non-discrimination clause of this Agreement, this Agreement may be immediately canceled, terminated or suspended in whole or in part.

8. Subcontracting. Contractor's services are unique and personal. Except as may be specified in Contractor’s Proposal and agreed to by the City, Contractor will not subcontract any portion of the services without prior written approval of City Manager or his/her designee. If Contractor subcontracts any of the services, Contractor will be fully responsible to City for the acts, errors and omissions of Contractor's subcontractor and of the persons either directly or indirectly employed by the subcontractor, as Contractor is for the acts and omissions of persons directly employed by Contractor. Nothing contained in this Agreement will create any contractual relationship between any subcontractor of Contractor and City. Contractor will be responsible for payment of subcontractors. Contractor will bind every subcontractor and every subcontractor of a subcontractor by the terms of this Agreement applicable to Contractor's work unless specifically noted to the contrary in the subcontract and approved in writing by City.

9. Other Contractors. The City reserves the right to employ other Contractors in connection with the services.

10. Indemnification. Contractor shall indemnify and save harmless the City, its officials, officers, employees, agents and volunteers (collectively hereinafter the “City”), against any and all damages to property or injuries to or death of any person or persons, including property and employees or agents of the City and shall indemnify and save the City from any and all liability and expense including reimbursement of reasonable defense costs and legal fees, and claims, demands, suits, actions or proceedings of any kind or nature, including Workers’ Compensation claims, of or by anyone whomsoever to the extent resulting from or arising out of the negligent, reckless or willful misconduct for the Contractor, its officers, employees, subcontractors, subcontractors or agents in the performance of the duties undertaken by Contractor pursuant to this Agreement.

This indemnification and hold harmless obligation does not extend to claims arising out of the negligence or willful misconduct of the City.

11. Insurance. Without limiting the Contractor’s indemnification of the City, Contractor shall obtain and maintain, at its cost and expense, for the duration of the Agreement and any and all amendments, insurance against claims for injuries to persons or damage to property which may arise out of or in connection with performance of the services by Contractor or Contractor’s agents, representatives, employees or subcontractors. The insurance will be obtained from an insurance carrier admitted and authorized to do business in the State of California. Such evidence shall specifically identify this Agreement and shall contain express conditions that the City is to be given written notice at least thirty (30) days in advance of any termination or implementation of a reduction of limits or material change of insurance coverage as specified herein. Failure on the part of the Contractor to procure or maintain insurance shall constitute a material breach upon which the City may immediately terminate this Agreement. All insurance required hereunder shall 7 | P a g e
be primary with respect to any insurance maintained by the City.

Coverages and Limits. Contractor will maintain the types of coverages and minimum limits indicated below, unless the Risk Manager or City Manager, in consultation with the City Attorney approves a lower amount. These minimum amounts of coverage will not constitute any limitations or cap on Contractor's indemnification obligations under this Agreement. City, its officers, agents, volunteers and employees make no representation that the limits of the insurance specified to be carried by Contractor pursuant to this Agreement are adequate to protect Contractor.

The coverage will contain no special limitations on the scope of its protection to the below- indicated insureds except for Workers’ Compensation and errors and omissions insurance.

Contractor will obtain occurrence coverage, excluding Professional Liability, which will be written as claims-made coverage. If Contractor believes that any required insurance coverage is inadequate, Contractor will obtain such additional insurance coverage, as Contractor deems adequate, at Contractor's sole expense.

11.1 Commercial General Liability Insurance. $1,000,000 combined single- limit per occurrence for bodily injury, personal injury and property damage. If the submitted policies contain aggregate limits, general aggregate limits will apply separately to the work under this Agreement or the general aggregate will be twice the required per occurrence limit.

11.2 Automobile Liability. $1,000,000 combined single-limit per accident for bodily injury and property damage.

11.3 Workers' Compensation and Employer's Liability. Workers' Compensation limits as required by the California Labor Code and Employer's Liability limits of $1,000,000 per accident for bodily injury. Workers' Compensation and Employer's Liability insurance will not be required if Contractor has no employees and provides, to City's satisfaction, a declaration stating this.

11.4 Professional Liability. Errors and omissions liability appropriate to Contractor’s profession with limits of not less than $1,000,000 per claim. The coverage shall also provide an extended two (2) year reporting period commencing upon termination or cancellation of this Agreement.

Endorsements. For Commercial General Liability Insurance and Automobile Liability Insurance, Contractor will ensure that the policies are endorsed to name the City of Compton and its respective elected and appointed officers, officials, employees, agents and volunteers as “additional insureds” with respect to liability arising out of the activities of the Contractor. Any failure to comply with reporting provisions of the policies shall not affect coverage provided to the City. Prior to City's execution of this Agreement, Contractor will furnish certificates of insurance and endorsements to City.

Waiver of Subrogation. The policies shall contain a waiver of subrogation for the benefit of City.
8 | P a g e

12. Permits and Licenses. Contractor, at its own expense, during the term of this Agreement, shall obtain and maintain all appropriate business and professional permits, licenses and certificates that may be required in connection with the performance of services by the Contractor.

Upon execution of this Agreement, the Contractor shall show evidence of a business license permit in conformance with Section 9-1.2 of the Compton Municipal Code.

13. Maintenance of Records. Contractor will maintain complete and accurate records with respect to costs incurred under this Agreement. All records will be clearly identifiable. Contractor will allow a representative of City during normal business hours to examine, audit, and make transcripts or copies of records and any other documents created pursuant to this Agreement.

Contractor shall maintain all records and will allow inspection of all work, data, documents, proceedings, and activities related to the Agreement for a period and to the extent required by laws relating to audits of public agencies and their expenditures, from the date of final payment under this Agreement.

14. Warranties. Contractor represents and warrants (i) that Contractor has no obligations, legal or otherwise, inconsistent with the terms of this Agreement or with Contractor’s undertaking this relationship with City, (ii) that the performance of the services called for by this Agreement do not and will not violate any applicable law, rule or regulation or any proprietary or other right of any third party, (iii) that Contractor will not use in the performance of his responsibilities under this Agreement any confidential information or trade secrets of any other person or entity and (iv) that Contractor has not knowingly entered into or will enter into any agreement (whether oral or written) in conflict with this Agreement.

15. Federal and State Withholding Taxes. Contractor shall be responsible for paying when due all federal and state income withholding taxes for all earning under this Agreement.

Contractor agrees to indemnify City for any claims, costs, losses, fees, penalties, interest, or damages suffered by City resulting from Contractor’s failure to comply with this provision.

16. General Compliance with Laws. Contractor will keep fully informed of federal, state and local laws and ordinances and regulations which in any manner affect those employed by Contractor, or in any way affect the performance of the services by Contractor. Contractor will at all times observe and comply with these laws, ordinances, and regulations and will be responsible for the compliance of the services with all applicable laws, ordinances and regulations.

17. Termination. In the event of the Contractor's failure to prosecute, deliver, or perform the services, after giving written notice of default and two (2) days to correct the same, then, in addition to any other remedies, City may terminate this Agreement for nonperformance by notifying Contractor in writing. Contractor has five (5) business days to deliver any documents owned by City and all work in progress to City address contained in this Agreement. City will make a determination of fact based upon the work product delivered to City and of the percentage of work that Contractor has performed which is usable and of worth to City in having the Agreement completed. Based upon that finding City will determine the final payment of the Agreement. In the event City elects to terminate, City will have the right to immediate possession of all Work Product and work in progress prepared by Contractor, whether located at the project site, at Contractor's place of business, or at the offices of a subcontractor. 9 | P a g e
The City’s obligation is payable only from funds appropriated for the purpose of this Agreement. All funds for payments after the end of the current fiscal year are subject to the City’s legislative appropriation for this purpose. In the event this Agreement extends into succeeding fiscal year periods and the City Council does not allocate sufficient funds for the next succeeding fiscal year payments, this Agreement shall terminate immediately upon written notice from the City.

Either Party, upon tendering fifteen (15) calendar days written notice to the other Party, may terminate this Agreement for convenience. In this event and upon request of City, Contractor will assemble the work product without charge and put it in order for proper filing and closing and deliver it to City. Contractor will be paid for work performed to the termination date; however, the total will not exceed the lump sum fee payable under this Agreement. City will make the final determination as to the portions of tasks completed and the compensation to be made.

18. Covenants Against Contingent Fees. Contractor warrants that Contractor has not employed or retained any company or person, other than a bona fide employee working for Contractor, to solicit or secure this Agreement, and that Contractor has not paid or agreed to pay any company or person, other than a bona fide employee, any fee, commission, percentage, brokerage fee, gift, or any other consideration contingent upon, or resulting from, the award or making of this Agreement. For breach or violation of this warranty, City will have the right to terminate this Agreement for nonperformance, or, in its discretion, to deduct from the Agreement price or consideration, or otherwise recover, the full amount of the fee, commission, percentage, brokerage fees, gift, or contingent fee.

19. Claims and Lawsuits. By signing this Agreement, Contractor agrees that any Agreement claim submitted to City must be asserted as part of the Agreement process as set forth in this Agreement and not in anticipation of litigation or in conjunction with litigation. Contractor acknowledges that if a false claim is submitted to City by Contractor, it may be considered fraud and Contractor may be subject to criminal prosecution. Contractor acknowledges that California Government Code sections 12650 et seq., the False Claim Act, applies to this Agreement and provides for civil penalties where a person knowingly submits a false claim to a public entity.

These provisions include false claims made with deliberate ignorance of the false information or in reckless disregard of the truth or falsity of information. If City seeks to recover penalties pursuant to the False Claims Act, it is entitled to recover its litigation costs, including attorney’s fees.

Contractor acknowledges that the filing of a false claim may subject Contractor to an administrative proceeding as a result of which Contractor may be prevented to act as a Contractor on any public work or improvement for a period of up to five (5) years. Contractor acknowledges debarment by another jurisdiction is grounds for City to terminate this Agreement.

20. Certifications. The Contractor, under penalty of perjury, certifies that, except as noted below, he/she or any other person association therewith in the capacity of owner, partner, director, officer, manager;
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Is not currently under supervision, voluntary exclusion, or determination of ineligibility by any Federal, State or local agency;
Has not been suspended, voluntarily excluded or determined ineligible by any Federal, State or local agency within the past 3 years;
Has not been indicted, convicted or had a civil judgment rendered against he/she/it by a court of competent jurisdiction in any matter involving fraud or official misconduct in connection with obtaining , attempting to obtain, or performing a public (Federal, State or local) transaction or contract under a public transaction; violation of Federal or State antitrust statues or commission of embezzlement, theft, forgery, bribery, falsification or destruction of records, making false statements, or receiving stolen property within the past 3 years.
Are not presently indicted or otherwise criminally or civilly charged by a governmental entity (Federal, State or local) with commission of any of the offenses enumerated in the preceding paragraph; and
Have not had one or more public transactions (Federal, State or local) terminated for cause or default within in the past 3 years.

If there are any exceptions to this certification, inset the exceptions in the following space. [Supply exceptions on separate page]
For any exception noted above, indicate below to whom it applies, initiating agency and dates of action.
[Attach separate page]
This certification is a material representation of fact upon which reliance was placed when this transaction was made or entered into. Submission of this certification is a prerequisite for making or entering into this transaction. The above certifications are part of this contract. Signing this agreement on the signature portion thereof shall also constitute signature of the above certifications.
__________________________________ Date: _________________ Steve Tedesco, Senior Vice President
Tetra Tech, Inc.
17885 Von Karman Avenue, Suite 500
Irvine, California 92614

21. Jurisdiction, Venue and Governing Law. Any action at law or in equity brought by either of the Parties for the purpose of enforcing a right or rights provided for by this Agreement will be tried in a court of competent jurisdiction in the County of Los Angeles, State of California, and the Parties waive all provisions of law providing for a change of venue in these proceedings to any other county. This agreement will be governed by the laws of the State of California.

22. Testimony. Contractor will testify at City's request if litigation is brought against City 11 | P a g e
in connection with Contractor's services under this agreement. Unless the action is brought by Contractor, or is based upon Contractor's actual or alleged negligence or other wrongdoing, City, upon prior written agreement with Contractor will compensate Contractor for time spent in preparation for testimony, testimony, and travel at Contractor's standard hourly rates at the time of actual testimony.

23. Waivers. The waiver by either Party of any breach or violation of any term, covenant, or condition of this Agreement or of any applicable law will not be deemed to be a waiver of such term, covenant, condition or law or of any subsequent breach or violation of same or of any other term, covenant, condition or law. The acceptance by either Party of any fee or other payment which may become due under this Agreement will not be deemed to be a waiver of any preceding breach or violation by the other Party of any term, covenant, or condition of this Agreement or any applicable law.

24. Authority. The individuals executing this Agreement and the instruments referenced in it on behalf of Contractor each represent and warrant that they have the legal power, right and actual authority to bind Contractor to the terms and conditions of this Agreement.

25. Severability. If any term, provision, condition or covenant of this Agreement or its application to any party or circumstances shall be held, to any extent, invalid or unenforceable, the remainder of this Agreement, or the application of the term, provision, condition or covenant to persons or circumstances other than those as to whom or which it is held invalid or unenforceable, shall not be affected, and shall be valid and enforceable to the fullest extent permitted by law.

26. Amendments. This Agreement may be modified or amended only be written document executed by both Contractor and City’s City Manager and approved as to form by the City Attorney. Such document shall expressly state that it is intended by the parties to amend the terms and conditions of this Agreement.

27. Confidentiality. All documents, reports, information, data, and exhibits prepared or assembled by Contractor in connection with the performance of the Services pursuant to the Agreement are confidential until released by the City to the public, and the Contractor will not make any of these documents or information available to any individual or organization not employed by the Contractor or the City without the written consent of the City before any such release.

28. Entire Agreement. This Agreement, together with any other written document referred to or contemplated by it embody the entire Agreement and understanding between the parties relating to the subject matter of it. The City Manager is authorized, in consultation with the City Attorney, to agree to non-material amendments to this Agreement. Neither this Agreement nor any of its provisions may be amended, modified, waived or discharged except in a writing signed by both parties.

29. Notices. Any notices required or permitted under this Agreement shall be effective when delivered in person; and effective one (1) business day after delivery by facsimile transmission; and effective five (5) days after mailing by U.S. Mail, postage prepaid and properly 12 | P a g e
addressed as follows:

TO CONTRACTOR:

Steve Tedesco, Senior Vice President
Tetra Tech, Inc.
17885 Von Karman Avenue, Suite 500
Irvine, California 92614
TO CITY:

David Bennett, Water General Manager

CITY OF COMPTON
205 South Willowbrook Avenue
Compton, California 90220
With Copy to: CITY OF COMPTON
205 South Willowbrook Avenue
Compton, California 90220
Attn: City Manager

30. Miscellaneous. No provision of this Agreement is to be interpreted for or against either party because that party or that party’s legal representative drafted such provision.

Should either party hereto, or any representative, successor or assign of either party hereto, resort to litigation to enforce the provisions of this Agreement, the party or parties prevailing in such litigation shall be entitled, in addition to such other relief as may be granted, to recover its or their reasonable attorney’s fees and costs in such litigation from the party or parties against whom enforcement is sought.

IN WITNESS WHEREOF, CONTRACTOR has executed this Agreement, and the CITY, by its City Manager, who is authorized to do so, has executed this Agreement.

TO EFFECTUATE THIS AGREEMENT, the Parties have caused their duly authorized representatives to execute this Agreement on the dates set forth below.

CONTRACTOR:

By_____________________________________ Dated: ______________ Steve Tedesco, Senior Vice President
CITY OF COMPTON:

Approved by:
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By __________________________________ Dated: ______________ Jerome Groomes, City Manager
Approved as to form:

By _________________________________ Dated: ______________ Legal Representative
ATTEST:

Dated: ______________ By ______________________________ Satra D. Zurita, City Clerk
01478.0001 2154737.1 1 | P a g e

AMENDED

PROFESSIONAL SERVICES AGREEMENT

BETWEEN THE CITY OF COMPTON AND
TETRA TECH, INC.

This AMENDED AGREEMENT (“Agreement”) is made and entered into this ______ day of ______, 2026 by and between the CITY OF COMPTON, a municipal corporation of the State of California (hereinafter referred to as “CITY”) located at 205 South Willowbrook Avenue, Compton, California 90220, and TETRA TECH INC. (hereinafter referred to as “CONTRACTOR”), located at 17885 Von Karman Avenue, Suite 500, Irvine, California 92614.

RECITALS
The City of Compton Municipal Water Department has determined that it requires services from a contractor to provide upgrade to the existing water utility infrastructure; well sites, reservoir site and MWD connection vaults.

The Contractor represents that it is fully qualified to perform such services by virtue of its experience and the training, education and expertise of its principals and employees. Contractor further represents that it is willing to accept responsibility for performing such services in accordance with the terms and conditions set forth in this Agreement.

WHEREAS, the Compton Municipal Water Department (Department) is responsible for overseeing the City’s utility infrastructure; and
WHEREAS, the water system is approximately 7.8 square miles, composed of approximately 156 miles of main lines, 8 water wells, 2 reservoir locations with corresponding booster pump stations, approximately 3,500 gate valves, 1700 fire hydrants and 19,001 service connections; and
WHEREAS, on September 12, 2023, pursuant to Resolution No. 25896, the City Council authorized the City Manager to enter into a professional services agreement with Tetra Tech ("Consultant") for professional engineering consultant and project management services; and WHEREAS, due to unforeseen construction site delays (Five times re-engineering storm drain system causing paving delay and redevelopment of water tank foundations), it is necessary for the Department to continue the Professional Services Agreement with the Tetra Tech Inc. as they are currently managing the engineering portion of the Tank Reservoir Upgrade Project; and WHEREAS, Consultant is willing to render such professional services subject to the terms and conditions set forth in this amended Agreement.

NOW, THEREFORE, Consultant and City, for the consideration, terms and conditions herein described, mutually agree as follows:

1. AGREEMENT:

Services to be rendered by Consultant. It is the mutual understanding of the Parties that the 01478.0001 2154737.1 2 | P a g e
Consultant shall perform and be responsible for providing professional engineering services.

Services to be rendered shall be provided on a task-by-task basis and shall include, but not be limited to the below-indicated tasks and deliverables:

Evaluating available water quality data from the City’s production wells, including the possible presence of volatile organic compounds (VOCs), 1,4-dioxane, per- and polyfluoroalkyl substances (PFAS), and other organic and inorganic contaminants, and making recommendations as appropriate for treatment, blending, and/or other mitigation measures.

Evaluating the City’s production wells in terms of their vertical screened intervals, integrity, and overall condition and making recommendations as appropriate for rehabilitation and repairs, including redevelopment, sealing parts of the well screen, re-casing the wells, replacing pumps, and the like.

Evaluating other water-related City infrastructure, including but not limited to security, safety, and the overall condition of the production wells, conveyance and distribution piping, storage facilities, pump houses, and treatment facilities, the adequacy of existing Supervisory Control and Data Acquisition (SCADA) systems, and related electrical systems and making recommendations as appropriate for repairs, upgrades, or replacement.

Consultant acknowledges that in entering into this Agreement the City is relying on Consultant's special skills and experience to do and perform the services in accordance with standards of professional practice. Consultant agrees to perform all the said services and to the extent not furnished by the City, furnish all the necessary materials at its own cost and expense necessary to complete said services in a manner consistent with that degree of care and skill ordinarily exercised by members of the same profession currently practicing under similar circumstances and to the reasonable satisfaction of the City.

Consultant services hereunder shall be performed in good, workmanlike and professional manner. Consultant shall be responsible for correcting and completing all errors and omissions related to the services provided by the Consultant for this Agreement at no additional cost to the City. "Errors" and "Omissions" for purposes of this paragraph are defined to mean a failure by the Consultant to meet the standards of its profession as set forth in the preceding paragraph. The acceptance of the services by City does not release Consultant from these obligations.

Consultant will be responsible for employing or engaging all persons necessary, including subcontractors, to perform the services. All of Consultant's staff and subcontractors will be qualified by training and experience to perform their assigned tasks. Consultant will give its personal attention to the fulfillment of the provisions of this Agreement by all of its employees and subcontractors, if any, and will keep the services under its control. On demand of City, if any employee or subcontractor of Consultant fails or refuses to carry out the provisions of this Agreement or appears to be incompetent or to act in a disorderly or improper manner, he or she will be discharged immediately from performing services pursuant to provisions of this Agreement.

Steve Tedesco, Senior Vice President, Project Manager of Consultant, shall be primarily responsible for representing Consultant in performance of this Agreement. 01478.0001 2154737.1 3 | P a g e
Contractor acknowledges that in entering into this Agreement the City is relying on Contractor's special skills and experience to do and perform the services in accordance with best standards of professional practice. While performing the Services, Contractor agrees to perform all the said work and furnish all the necessary materials at its own cost and expense necessary to complete said services in a manner consistent with that degree of care and skill ordinarily exercised by members of the same profession currently practicing under similar circumstances and to the reasonable satisfaction of the City.

Contractor services hereunder shall be performed in good, workmanlike and professional manner. Contractor shall be responsible for correcting and completing all errors and omissions related to the services provided by the Contractor for this Agreement at no additional cost to the City. “Errors” and “Omissions” for purposes of this paragraph are defined to mean a failure by the Contractor to meet the standards of its profession as set forth in the preceding paragraph. The acceptance of the services by City does not release Contractor from these obligations.

Contractor will be responsible for employing or engaging all persons necessary to perform the services. All of Contractor's staff will be qualified by training and experience to perform their assigned tasks. Contractor will give its personal attention to the fulfillment of the provisions of this Agreement by all of its employees and subcontractors, if any, and will keep the services under its control. On demand of City, if any employee or subcontractor of Contractor fails or refuses to carry out the provisions of this Agreement or appears to be incompetent or to act in a disorderly or improper manner, he or she will be discharged immediately from the services performed pursuant to this Agreement.

Amendment #1

2.Duration of Contract.Contractor agrees to commence the services provided for herein upon written Notification to Proceed from the City and to continue in a diligent and professional manner, for the duration of the term of this agreement upon completion of the work notated in Scope of Work. The anticipated contract duration shall be from July 1, 2026 through December 31, 2027.

Contractor will generally adhere to the schedule set forth by the City provided, that City will grant reasonable extensions of time for the performance of the services occasioned by unusually lengthy governmental reviews of Contractor’s work product or other unavoidable delays occasioned by unforeseen circumstances; provided further that such unavoidable delay will not include strikes, lockouts, work stoppages, or other labor disturbances conducted by, or on behalf of, Contractor’s officers or employees.

Contractor acknowledges the importance to City of City’s project schedule and agrees to put forth its best professional efforts to perform the services in a manner consistent with that schedule. City understands, however, that Contractor’s performance must be governed by sound practices. Contractor will work such overtime or engage such personnel and equipment as necessary to maintain the schedule, without additional compensation.

Amendment #2
01478.0001 2154737.1 4 | P a g e

3. Compensation.City and Contractor agrees that Aamended compensation, shall be One Hundred Thousand Dollars ($100,000) for the remainder of Fiscal Year 2025-2026 and. Two Hundred Thousand Dollars ($200,000) for Fiscal Year 2026-2027. and Aadditional monies will be funded in future year budgets.

Progress payments may be made in arrears based on the percentage of work and deliverables completed by the Contractor. If Contractor fails to submit the required deliverable items according to schedule or as required by the Agreement, except for those amounts that are due and not reasonably in dispute, the City shall have the right to delay payment and/or terminate this Agreement in accordance with the provisions noted herein.

Contractor shall be reimbursed within thirty (30) days, or as promptly as fiscal procedures may permit, upon receipt by the City of itemized invoices for services completed. Invoices shall be submitted no later than 45 calendar days after the performance of work for which the Contractor is billing. Invoices shall detail the work performed on each task as applicable. Invoices shall be delivered or mailed to the Director of [identify department] Department at the following address:

City of Compton, 205 South Willowbrook Avenue, Compton, California 90220.

In the event of termination, the Contractor shall be entitled to compensation for the undisputed reasonable value of services performed to the effective date of termination, including any noncancelable obligations incurred prior to termination; provided, however, that the City may condition payment of such compensation upon the Contractor’s delivery to the City of any and all City property, documents, reports, records, materials and work product associated with the performance of this Agreement.

4. Ownership of Materials. All product produced by Contractor or its agents, employees, and subcontractors pursuant to this Agreement (the “Work Product”) is the property of City. In the event this Agreement is terminated, all Work Product produced by Contractor or its agents, employees and subcontractors pursuant to this Agreement will be delivered to City pursuant to the termination clause of this Agreement. [Contractor will have the right to make one (1) copy of the Work Product for Contractor’s records.]
The Work Product may be used by City and its agents, employees, representatives, and assigns, in whole or in part, or in modified form, for all purposes City may deem advisable, without further employment of or payment of any compensation to Contractor; provided, however, that if this Agreement is terminated for any reason prior to completion of the Project and if under such circumstances City uses, or engages the services of and directs another Contractor to use, the Work Product, City agrees to hold Contractor harmless from any and all liability, costs, and expenses relative to claims arising out of matters and/or events which occur subsequent to the termination of this Agreement as a result of causes other than the fault or negligence of Contractor, or anyone for whose acts it is responsible, in preparation of the Work Product. Contractor will not be responsible for deficiencies solely attributable to modifications of the Work Product performed by others, or that arise from use of the Documents in connection with a project or site other than that shown in the Work Product.
01478.0001 2154737.1 5 | P a g e

5. Independent Contractor Status. Contractor, its officers, employees, subcontractors, subcontractors, agents and volunteers (collectively hereinafter the “Contractor”), will perform the services in Contractor's own way and pursuant to this Agreement as an independent contractor and in pursuit of Contractor's independent calling, and not as an employee of City. The persons used by Contractor to provide the services under this Agreement will not be considered employees of City for any purposes. Neither the City nor any of its officers, employees, agents or volunteers shall have any control over the conduct of the Contractor, except as expressly set forth in this Agreement. Contractor expressly warrants that while engaged in carrying out and complying with any terms and conditions of this Agreement that Contractor shall not at any time or in any manner, represent that Contractor is in any manner officers, employees, agents or volunteers of the City.

Contractor shall obtain no rights to retirement, health care or any other benefit that accrue to City officials, officers, or employees. Contractor expressly waives any claim to such rights.

The payment made to Contractor pursuant to the Agreement will be the full and complete compensation to which Contractor is entitled. City will not make any federal or state tax withholdings on behalf of Contractor or its agents, employees or subcontractors. City will not pay any workers' compensation insurance, retirement contributions or unemployment contributions on behalf of Contractor or its employees or subcontractors. Contractor agrees to indemnify and pay City within thirty (30) days for any tax, retirement contribution, social security, overtime payment, unemployment payment or workers' compensation payment which City may be required to make on behalf of Contractor or any agent, employee, or contractor of Contractor for work done under this Agreement. At the City’s election, City may deduct the amounts paid pursuant to this Section, from any balance owing to Contractor.

6. Successors, Assignment and Delegation. City and the Contractor each binds themselves, their partners, successors, assigns and legal representatives to the other hereto and to partners, successors, assigns and legal representatives of such other party in respect to all covenants, agreements and obligations contained in this Agreement.

The expertise and experience of Contractor are material considerations for this Agreement.

Contractor shall not assign or transfer any interest in this Agreement or the performance of any of Contractor’s obligations under this Agreement without the prior written consent of the City. Any attempted assignment or transfer of any of Contractor’s rights, duties or obligations arising under this Agreement shall be null and void.

7. Nondiscriminatory Employment Practices. During the performance of this Agreement, the Contractor agrees not to discriminate against any employee or applicant for employment because of race, sex, creed, color, religion, age, sexual orientation, marital status, national origin, political affiliation, handicap or belief in accordance with requirements of City, State or Federal laws and regulations. Contractor will take affirmative action to ensure that applicants are employed, and that employees are treated during employment without regard to their race, sex, creed, color, religion, age, sexual orientation, marital status, national origin, political affiliation, handicap or belief in accordance with requirements of City, State or Federal laws and regulations.

Such actions shall include, but not be limited to the following: employment, upgrading, demotion or transfer; recruitment or recruitment advertising; layoffs or termination; rates of pay or other forms of compensation; and selection for training, including apprenticeship. The Contractor 01478.0001 2154737.1 6 | P a g e
agrees to post in conspicuous places, available to employees, applicants and subcontractors for employment, notices setting forth the provisions of this non-discrimination clause.

In the event of the Contractor’s non-compliance with the non-discrimination clause of this Agreement, this Agreement may be immediately canceled, terminated or suspended in whole or in part.

8. Subcontracting. Contractor's services are unique and personal. Except as may be specified in Contractor’s Proposal and agreed to by the City, Contractor will not subcontract any portion of the services without prior written approval of City Manager or his/her designee. If Contractor subcontracts any of the services, Contractor will be fully responsible to City for the acts, errors and omissions of Contractor's subcontractor and of the persons either directly or indirectly employed by the subcontractor, as Contractor is for the acts and omissions of persons directly employed by Contractor. Nothing contained in this Agreement will create any contractual relationship between any subcontractor of Contractor and City. Contractor will be responsible for payment of subcontractors. Contractor will bind every subcontractor and every subcontractor of a subcontractor by the terms of this Agreement applicable to Contractor's work unless specifically noted to the contrary in the subcontract and approved in writing by City.

9. Other Contractors. The City reserves the right to employ other Contractors in connection with the services.

10. Indemnification. Contractor shall indemnify and save harmless the City, its officials, officers, employees, agents and volunteers (collectively hereinafter the “City”), against any and all damages to property or injuries to or death of any person or persons, including property and employees or agents of the City and shall indemnify and save the City from any and all liability and expense including reimbursement of reasonable defense costs and legal fees, and claims, demands, suits, actions or proceedings of any kind or nature, including Workers’ Compensation claims, of or by anyone whomsoever to the extent resulting from or arising out of the negligent, reckless or willful misconduct for the Contractor, its officers, employees, subcontractors, subcontractors or agents in the performance of the duties undertaken by Contractor pursuant to this Agreement.

This indemnification and hold harmless obligation does not extend to claims arising out of the negligence or willful misconduct of the City.

11. Insurance. Without limiting the Contractor’s indemnification of the City, Contractor shall obtain and maintain, at its cost and expense, for the duration of the Agreement and any and all amendments, insurance against claims for injuries to persons or damage to property which may arise out of or in connection with performance of the services by Contractor or Contractor’s agents, representatives, employees or subcontractors. The insurance will be obtained from an insurance carrier admitted and authorized to do business in the State of California. Such evidence shall specifically identify this Agreement and shall contain express conditions that the City is to be given written notice at least thirty (30) days in advance of any termination or implementation of a reduction of limits or material change of insurance coverage as specified herein. Failure on the part of the Contractor to procure or maintain insurance shall constitute a material breach upon 01478.0001 2154737.1 7 | P a g e
which the City may immediately terminate this Agreement. All insurance required hereunder shall be primary with respect to any insurance maintained by the City.

Coverages and Limits. Contractor will maintain the types of coverages and minimum limits indicated below, unless the Risk Manager or City Manager, in consultation with the City Attorney approves a lower amount. These minimum amounts of coverage will not constitute any limitations or cap on Contractor's indemnification obligations under this Agreement. City, its officers, agents, volunteers and employees make no representation that the limits of the insurance specified to be carried by Contractor pursuant to this Agreement are adequate to protect Contractor.

The coverage will contain no special limitations on the scope of its protection to the below- indicated insureds except for Workers’ Compensation and errors and omissions insurance.

Contractor will obtain occurrence coverage, excluding Professional Liability, which will be written as claims-made coverage. If Contractor believes that any required insurance coverage is inadequate, Contractor will obtain such additional insurance coverage, as Contractor deems adequate, at Contractor's sole expense.

11.1 Commercial General Liability Insurance. $1,000,000 combined single- limit per occurrence for bodily injury, personal injury and property damage. If the submitted policies contain aggregate limits, general aggregate limits will apply separately to the work under this Agreement or the general aggregate will be twice the required per occurrence limit.

11.2 Automobile Liability. $1,000,000 combined single-limit per accident for bodily injury and property damage.

11.3 Workers' Compensation and Employer's Liability. Workers' Compensation limits as required by the California Labor Code and Employer's Liability limits of $1,000,000 per accident for bodily injury. Workers' Compensation and Employer's Liability insurance will not be required if Contractor has no employees and provides, to City's satisfaction, a declaration stating this.

11.4 Professional Liability. Errors and omissions liability appropriate to Contractor’s profession with limits of not less than $1,000,000 per claim. The coverage shall also provide an extended two (2) year reporting period commencing upon termination or cancellation of this Agreement.

Endorsements. For Commercial General Liability Insurance and Automobile Liability Insurance, Contractor will ensure that the policies are endorsed to name the City of Compton and its respective elected and appointed officers, officials, employees, agents and volunteers as “additional insureds” with respect to liability arising out of the activities of the Contractor. Any failure to comply with reporting provisions of the policies shall not affect coverage provided to the City. Prior to City's execution of this Agreement, Contractor will furnish certificates of insurance and endorsements to City.

Waiver of Subrogation. The policies shall contain a waiver of subrogation for the benefit of City.
01478.0001 2154737.1 8 | P a g e

12. Permits and Licenses. Contractor, at its own expense, during the term of this Agreement, shall obtain and maintain all appropriate business and professional permits, licenses and certificates that may be required in connection with the performance of services by the Contractor.

Upon execution of this Agreement, the Contractor shall show evidence of a business license permit in conformance with Section 9-1.2 of the Compton Municipal Code.

13. Maintenance of Records. Contractor will maintain complete and accurate records with respect to costs incurred under this Agreement. All records will be clearly identifiable. Contractor will allow a representative of City during normal business hours to examine, audit, and make transcripts or copies of records and any other documents created pursuant to this Agreement.

Contractor shall maintain all records and will allow inspection of all work, data, documents, proceedings, and activities related to the Agreement for a period and to the extent required by laws relating to audits of public agencies and their expenditures, from the date of final payment under this Agreement.

14. Warranties. Contractor represents and warrants (i) that Contractor has no obligations, legal or otherwise, inconsistent with the terms of this Agreement or with Contractor’s undertaking this relationship with City, (ii) that the performance of the services called for by this Agreement do not and will not violate any applicable law, rule or regulation or any proprietary or other right of any third party, (iii) that Contractor will not use in the performance of his responsibilities under this Agreement any confidential information or trade secrets of any other person or entity and (iv) that Contractor has not knowingly entered into or will enter into any agreement (whether oral or written) in conflict with this Agreement.

15. Federal and State Withholding Taxes. Contractor shall be responsible for paying when due all federal and state income withholding taxes for all earning under this Agreement.

Contractor agrees to indemnify City for any claims, costs, losses, fees, penalties, interest, or damages suffered by City resulting from Contractor’s failure to comply with this provision.

16. General Compliance with Laws. Contractor will keep fully informed of federal, state and local laws and ordinances and regulations which in any manner affect those employed by Contractor, or in any way affect the performance of the services by Contractor. Contractor will at all times observe and comply with these laws, ordinances, and regulations and will be responsible for the compliance of the services with all applicable laws, ordinances and regulations.

17. Termination. In the event of the Contractor's failure to prosecute, deliver, or perform the services, after giving written notice of default and two (2) days to correct the same, then, in addition to any other remedies, City may terminate this Agreement for nonperformance by notifying Contractor in writing. Contractor has five (5) business days to deliver any documents owned by City and all work in progress to City address contained in this Agreement. City will make a determination of fact based upon the work product delivered to City and of the percentage of work that Contractor has performed which is usable and of worth to City in having the Agreement completed. Based upon that finding City will determine the final payment of the Agreement. In the event City elects to terminate, City will have the right to immediate possession of all Work Product and work in progress prepared by Contractor, whether located at the project site, at Contractor's place of business, or at the offices of a subcontractor. 01478.0001 2154737.1 9 | P a g e
The City’s obligation is payable only from funds appropriated for the purpose of this Agreement. All funds for payments after the end of the current fiscal year are subject to the City’s legislative appropriation for this purpose. In the event this Agreement extends into succeeding fiscal year periods and the City Council does not allocate sufficient funds for the next succeeding fiscal year payments, this Agreement shall terminate immediately upon written notice from the City.

Either Party, upon tendering fifteen (15) calendar days written notice to the other Party, may terminate this Agreement for convenience. In this event and upon request of City, Contractor will assemble the work product without charge and put it in order for proper filing and closing and deliver it to City. Contractor will be paid for work performed to the termination date; however, the total will not exceed the lump sum fee payable under this Agreement. City will make the final determination as to the portions of tasks completed and the compensation to be made.

18. Covenants Against Contingent Fees. Contractor warrants that Contractor has not employed or retained any company or person, other than a bona fide employee working for Contractor, to solicit or secure this Agreement, and that Contractor has not paid or agreed to pay any company or person, other than a bona fide employee, any fee, commission, percentage, brokerage fee, gift, or any other consideration contingent upon, or resulting from, the award or making of this Agreement. For breach or violation of this warranty, City will have the right to terminate this Agreement for nonperformance, or, in its discretion, to deduct from the Agreement price or consideration, or otherwise recover, the full amount of the fee, commission, percentage, brokerage fees, gift, or contingent fee.

19. Claims and Lawsuits. By signing this Agreement, Contractor agrees that any Agreement claim submitted to City must be asserted as part of the Agreement process as set forth in this Agreement and not in anticipation of litigation or in conjunction with litigation. Contractor acknowledges that if a false claim is submitted to City by Contractor, it may be considered fraud and Contractor may be subject to criminal prosecution. Contractor acknowledges that California Government Code sections 12650 et seq., the False Claim Act, applies to this Agreement and provides for civil penalties where a person knowingly submits a false claim to a public entity.

These provisions include false claims made with deliberate ignorance of the false information or in reckless disregard of the truth or falsity of information. If City seeks to recover penalties pursuant to the False Claims Act, it is entitled to recover its litigation costs, including attorney’s fees.

Contractor acknowledges that the filing of a false claim may subject Contractor to an administrative proceeding as a result of which Contractor may be prevented to act as a Contractor on any public work or improvement for a period of up to five (5) years. Contractor acknowledges debarment by another jurisdiction is grounds for City to terminate this Agreement.

20. Certifications. The Contractor, under penalty of perjury, certifies that, except as noted below, he/she or any other person association therewith in the capacity of owner, partner, director, officer, manager;
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Is not currently under supervision, voluntary exclusion, or determination of ineligibility by any Federal, State or local agency;
Has not been suspended, voluntarily excluded or determined ineligible by any Federal, State or local agency within the past 3 years;
Has not been indicted, convicted or had a civil judgment rendered against he/she/it by a court of competent jurisdiction in any matter involving fraud or official misconduct in connection with obtaining , attempting to obtain, or performing a public (Federal, State or local) transaction or contract under a public transaction; violation of Federal or State antitrust statues or commission of embezzlement, theft, forgery, bribery, falsification or destruction of records, making false statements, or receiving stolen property within the past 3 years.
Are not presently indicted or otherwise criminally or civilly charged by a governmental entity (Federal, State or local) with commission of any of the offenses enumerated in the preceding paragraph; and
Have not had one or more public transactions (Federal, State or local) terminated for cause or default within in the past 3 years.

If there are any exceptions to this certification, inset the exceptions in the following space. [Supply exceptions on separate page]
For any exception noted above, indicate below to whom it applies, initiating agency and dates of action.
[Attach separate page]
This certification is a material representation of fact upon which reliance was placed when this transaction was made or entered into. Submission of this certification is a prerequisite for making or entering into this transaction. The above certifications are part of this contract. Signing this agreement on the signature portion thereof shall also constitute signature of the above certifications.
__________________________________ Date: _________________ Steve Tedesco, Senior Vice President
Tetra Tech, Inc.
17885 Von Karman Avenue, Suite 500
Irvine, California 92614

21. Jurisdiction, Venue and Governing Law. Any action at law or in equity brought by either of the Parties for the purpose of enforcing a right or rights provided for by this Agreement will be tried in a court of competent jurisdiction in the County of Los Angeles, State of California, and the Parties waive all provisions of law providing for a change of venue in these proceedings to any other county. This agreement will be governed by the laws of the State of California.

22. Testimony. Contractor will testify at City's request if litigation is brought against City 01478.0001 2154737.1 11 | P a g e
in connection with Contractor's services under this agreement. Unless the action is brought by Contractor, or is based upon Contractor's actual or alleged negligence or other wrongdoing, City, upon prior written agreement with Contractor will compensate Contractor for time spent in preparation for testimony, testimony, and travel at Contractor's standard hourly rates at the time of actual testimony.

23. Waivers. The waiver by either Party of any breach or violation of any term, covenant, or condition of this Agreement or of any applicable law will not be deemed to be a waiver of such term, covenant, condition or law or of any subsequent breach or violation of same or of any other term, covenant, condition or law. The acceptance by either Party of any fee or other payment which may become due under this Agreement will not be deemed to be a waiver of any preceding breach or violation by the other Party of any term, covenant, or condition of this Agreement or any applicable law.

24. Authority. The individuals executing this Agreement and the instruments referenced in it on behalf of Contractor each represent and warrant that they have the legal power, right and actual authority to bind Contractor to the terms and conditions of this Agreement.

25. Severability. If any term, provision, condition or covenant of this Agreement or its application to any party or circumstances shall be held, to any extent, invalid or unenforceable, the remainder of this Agreement, or the application of the term, provision, condition or covenant to persons or circumstances other than those as to whom or which it is held invalid or unenforceable, shall not be affected, and shall be valid and enforceable to the fullest extent permitted by law.

26. Amendments. This Agreement may be modified or amended only be written document executed by both Contractor and City’s City Manager and approved as to form by the City Attorney. Such document shall expressly state that it is intended by the parties to amend the terms and conditions of this Agreement.

27. Confidentiality. All documents, reports, information, data, and exhibits prepared or assembled by Contractor in connection with the performance of the Services pursuant to the Agreement are confidential until released by the City to the public, and the Contractor will not make any of these documents or information available to any individual or organization not employed by the Contractor or the City without the written consent of the City before any such release.

28. Entire Agreement. This Agreement, together with any other written document referred to or contemplated by it embody the entire Agreement and understanding between the parties relating to the subject matter of it. The City Manager is authorized, in consultation with the City Attorney, to agree to non-material amendments to this Agreement. Neither this Agreement nor any of its provisions may be amended, modified, waived or discharged except in a writing signed by both parties.

29. Notices. Any notices required or permitted under this Agreement shall be effective when delivered in person; and effective one (1) business day after delivery by facsimile transmission; and effective five (5) days after mailing by U.S. Mail, postage prepaid and properly 01478.0001 2154737.1 12 | P a g e
addressed as follows:

TO CONTRACTOR:

Steve Tedesco, Senior Vice President
Tetra Tech, Inc.
17885 Von Karman Avenue, Suite 500
Irvine, California 92614
TO CITY:

David Bennett, Water General Manager

CITY OF COMPTON
205 South Willowbrook Avenue
Compton, California 90220
With Copy to: CITY OF COMPTON
205 South Willowbrook Avenue
Compton, California 90220
Attn: City Manager

30. Miscellaneous. No provision of this Agreement is to be interpreted for or against either party because that party or that party’s legal representative drafted such provision.

Should either party hereto, or any representative, successor or assign of either party hereto, resort to litigation to enforce the provisions of this Agreement, the party or parties prevailing in such litigation shall be entitled, in addition to such other relief as may be granted, to recover its or their reasonable attorney’s fees and costs in such litigation from the party or parties against whom enforcement is sought.

IN WITNESS WHEREOF, CONTRACTOR has executed this Agreement, and the CITY, by its City Manager, who is authorized to do so, has executed this Agreement.

TO EFFECTUATE THIS AGREEMENTIN WITNESS WHEREOF, the Parties have caused their duly authorized representatives to execute this Agreement on the dates set forth below.

CONTRACTOR:

By_____________________________________ Dated: ______________ Steve Tedesco, Senior Vice President
CITY OF COMPTON:

Approved by:
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By __________________________________ Dated: ______________ Jerome Groomes, Acting City Manager
Approved as to form:

By _________________________________ Dated: ______________ Legal RepresentativeLegal DivisionCity Attorney
ATTEST:

Dated: ______________ By ______________________________ Satra D. Zurita, City Clerk
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AMENDED

PROFESSIONAL SERVICES AGREEMENT

BETWEEN THE CITY OF COMPTON AND
TETRA TECH, INC.

This AMENDED AGREEMENT (“Agreement”) is made and entered into this ______ day of ______, 2026 by and between the CITY OF COMPTON, a municipal corporation of the State of California (hereinafter referred to as “CITY”) located at 205 South Willowbrook Avenue, Compton, California 90220, and TETRA TECH INC. (hereinafter referred to as “CONTRACTOR”), located at 17885 Von Karman Avenue, Suite 500, Irvine, California 92614.

RECITALS
The City of Compton Municipal Water Department has determined that it requires services from a contractor to provide upgrade to the existing water utility infrastructure; well sites, reservoir site and MWD connection vaults.

The Contractor represents that it is fully qualified to perform such services by virtue of its experience and the training, education and expertise of its principals and employees. Contractor further represents that it is willing to accept responsibility for performing such services in accordance with the terms and conditions set forth in this Agreement.

WHEREAS, the Compton Municipal Water Department (Department) is responsible for overseeing the City’s utility infrastructure; and
WHEREAS, the water system is approximately 7.8 square miles, composed of approximately 156 miles of main lines, 8 water wells, 2 reservoir locations with corresponding booster pump stations, approximately 3,500 gate valves, 1700 fire hydrants and 19,001 service connections; and
WHEREAS, on September 12, 2023, pursuant to Resolution No. 25896, the City Council authorized the City Manager to enter into a professional services agreement with Tetra Tech ("Consultant") for professional engineering consultant and project management services; and WHEREAS, due to unforeseen construction site delays (Five times re-engineering storm drain system causing paving delay and redevelopment of water tank foundations), it is necessary for the Department to continue the Professional Services Agreement with the Tetra Tech Inc. as they are currently managing the engineering portion of the Tank Reservoir Upgrade Project; and WHEREAS, Consultant is willing to render such professional services subject to the terms and conditions set forth in this amended Agreement.

NOW, THEREFORE, Consultant and City, for the consideration, terms and conditions herein described, mutually agree as follows:

1. AGREEMENT:

Services to be rendered by Consultant. It is the mutual understanding of the Parties that the 01478.0001 2154737.1 2 | P a g e
Consultant shall perform and be responsible for providing professional engineering services.

Services to be rendered shall be provided on a task-by-task basis and shall include, but not be limited to the below-indicated tasks and deliverables:

Evaluating available water quality data from the City’s production wells, including the possible presence of volatile organic compounds (VOCs), 1,4-dioxane, per- and polyfluoroalkyl substances (PFAS), and other organic and inorganic contaminants, and making recommendations as appropriate for treatment, blending, and/or other mitigation measures.

Evaluating the City’s production wells in terms of their vertical screened intervals, integrity, and overall condition and making recommendations as appropriate for rehabilitation and repairs, including redevelopment, sealing parts of the well screen, re-casing the wells, replacing pumps, and the like.

Evaluating other water-related City infrastructure, including but not limited to security, safety, and the overall condition of the production wells, conveyance and distribution piping, storage facilities, pump houses, and treatment facilities, the adequacy of existing Supervisory Control and Data Acquisition (SCADA) systems, and related electrical systems and making recommendations as appropriate for repairs, upgrades, or replacement.

Consultant acknowledges that in entering into this Agreement the City is relying on Consultant's special skills and experience to do and perform the services in accordance with standards of professional practice. Consultant agrees to perform all the said services and to the extent not furnished by the City, furnish all the necessary materials at its own cost and expense necessary to complete said services in a manner consistent with that degree of care and skill ordinarily exercised by members of the same profession currently practicing under similar circumstances and to the reasonable satisfaction of the City.

Consultant services hereunder shall be performed in good, workmanlike and professional manner. Consultant shall be responsible for correcting and completing all errors and omissions related to the services provided by the Consultant for this Agreement at no additional cost to the City. "Errors" and "Omissions" for purposes of this paragraph are defined to mean a failure by the Consultant to meet the standards of its profession as set forth in the preceding paragraph. The acceptance of the services by City does not release Consultant from these obligations.

Consultant will be responsible for employing or engaging all persons necessary, including subcontractors, to perform the services. All of Consultant's staff and subcontractors will be qualified by training and experience to perform their assigned tasks. Consultant will give its personal attention to the fulfillment of the provisions of this Agreement by all of its employees and subcontractors, if any, and will keep the services under its control. On demand of City, if any employee or subcontractor of Consultant fails or refuses to carry out the provisions of this Agreement or appears to be incompetent or to act in a disorderly or improper manner, he or she will be discharged immediately from performing services pursuant to provisions of this Agreement.

Steve Tedesco, Senior Vice President, Project Manager of Consultant, shall be primarily responsible for representing Consultant in performance of this Agreement. 01478.0001 2154737.1 3 | P a g e
Contractor acknowledges that in entering into this Agreement the City is relying on Contractor's special skills and experience to do and perform the services in accordance with best standards of professional practice. While performing the Services, Contractor agrees to perform all the said work and furnish all the necessary materials at its own cost and expense necessary to complete said services in a manner consistent with that degree of care and skill ordinarily exercised by members of the same profession currently practicing under similar circumstances and to the reasonable satisfaction of the City.

Contractor services hereunder shall be performed in good, workmanlike and professional manner. Contractor shall be responsible for correcting and completing all errors and omissions related to the services provided by the Contractor for this Agreement at no additional cost to the City. “Errors” and “Omissions” for purposes of this paragraph are defined to mean a failure by the Contractor to meet the standards of its profession as set forth in the preceding paragraph. The acceptance of the services by City does not release Contractor from these obligations.

Contractor will be responsible for employing or engaging all persons necessary to perform the services. All of Contractor's staff will be qualified by training and experience to perform their assigned tasks. Contractor will give its personal attention to the fulfillment of the provisions of this Agreement by all of its employees and subcontractors, if any, and will keep the services under its control. On demand of City, if any employee or subcontractor of Contractor fails or refuses to carry out the provisions of this Agreement or appears to be incompetent or to act in a disorderly or improper manner, he or she will be discharged immediately from the services performed pursuant to this Agreement.

Amendment #1

2.Duration of Contract.Contractor agrees to commence the services provided for herein upon written Notification to Proceed from the City and to continue in a diligent and professional manner, for the duration of the term of this agreement upon completion of the work notated in Scope of Work. The anticipated contract duration shall be from July 1, 2026 through December 31, 2027.

Contractor will generally adhere to the schedule set forth by the City provided, that City will grant reasonable extensions of time for the performance of the services occasioned by unusually lengthy governmental reviews of Contractor’s work product or other unavoidable delays occasioned by unforeseen circumstances; provided further that such unavoidable delay will not include strikes, lockouts, work stoppages, or other labor disturbances conducted by, or on behalf of, Contractor’s officers or employees.

Contractor acknowledges the importance to City of City’s project schedule and agrees to put forth its best professional efforts to perform the services in a manner consistent with that schedule. City understands, however, that Contractor’s performance must be governed by sound practices. Contractor will work such overtime or engage such personnel and equipment as necessary to maintain the schedule, without additional compensation.

Amendment #2
01478.0001 2154737.1 4 | P a g e

3. Compensation.City and Contractor agrees that amended compensation shall be One Hundred Thousand Dollars ($100,000) for the remainder of Fiscal Year 2025-2026 and Two Hundred Thousand Dollars ($200,000) for Fiscal Year 2026-2027. Additional monies will be funded in future year budgets.

Progress payments may be made in arrears based on the percentage of work and deliverables completed by the Contractor. If Contractor fails to submit the required deliverable items according to schedule or as required by the Agreement, except for those amounts that are due and not reasonably in dispute, the City shall have the right to delay payment and/or terminate this Agreement in accordance with the provisions noted herein.

Contractor shall be reimbursed within thirty (30) days, or as promptly as fiscal procedures may permit, upon receipt by the City of itemized invoices for services completed. Invoices shall be submitted no later than 45 calendar days after the performance of work for which the Contractor is billing. Invoices shall detail the work performed on each task as applicable. Invoices shall be delivered or mailed to the Director of [identify department] Department at the following address:

City of Compton, 205 South Willowbrook Avenue, Compton, California 90220.

In the event of termination, the Contractor shall be entitled to compensation for the undisputed reasonable value of services performed to the effective date of termination, including any noncancelable obligations incurred prior to termination; provided, however, that the City may condition payment of such compensation upon the Contractor’s delivery to the City of any and all City property, documents, reports, records, materials and work product associated with the performance of this Agreement.

4. Ownership of Materials. All product produced by Contractor or its agents, employees, and subcontractors pursuant to this Agreement (the “Work Product”) is the property of City. In the event this Agreement is terminated, all Work Product produced by Contractor or its agents, employees and subcontractors pursuant to this Agreement will be delivered to City pursuant to the termination clause of this Agreement. [Contractor will have the right to make one (1) copy of the Work Product for Contractor’s records.]
The Work Product may be used by City and its agents, employees, representatives, and assigns, in whole or in part, or in modified form, for all purposes City may deem advisable, without further employment of or payment of any compensation to Contractor; provided, however, that if this Agreement is terminated for any reason prior to completion of the Project and if under such circumstances City uses, or engages the services of and directs another Contractor to use, the Work Product, City agrees to hold Contractor harmless from any and all liability, costs, and expenses relative to claims arising out of matters and/or events which occur subsequent to the termination of this Agreement as a result of causes other than the fault or negligence of Contractor, or anyone for whose acts it is responsible, in preparation of the Work Product. Contractor will not be responsible for deficiencies solely attributable to modifications of the Work Product performed by others, or that arise from use of the Documents in connection with a project or site other than that shown in the Work Product.
01478.0001 2154737.1 5 | P a g e

5. Independent Contractor Status. Contractor, its officers, employees, subcontractors, subcontractors, agents and volunteers (collectively hereinafter the “Contractor”), will perform the services in Contractor's own way and pursuant to this Agreement as an independent contractor and in pursuit of Contractor's independent calling, and not as an employee of City. The persons used by Contractor to provide the services under this Agreement will not be considered employees of City for any purposes. Neither the City nor any of its officers, employees, agents or volunteers shall have any control over the conduct of the Contractor, except as expressly set forth in this Agreement. Contractor expressly warrants that while engaged in carrying out and complying with any terms and conditions of this Agreement that Contractor shall not at any time or in any manner, represent that Contractor is in any manner officers, employees, agents or volunteers of the City.

Contractor shall obtain no rights to retirement, health care or any other benefit that accrue to City officials, officers, or employees. Contractor expressly waives any claim to such rights.

The payment made to Contractor pursuant to the Agreement will be the full and complete compensation to which Contractor is entitled. City will not make any federal or state tax withholdings on behalf of Contractor or its agents, employees or subcontractors. City will not pay any workers' compensation insurance, retirement contributions or unemployment contributions on behalf of Contractor or its employees or subcontractors. Contractor agrees to indemnify and pay City within thirty (30) days for any tax, retirement contribution, social security, overtime payment, unemployment payment or workers' compensation payment which City may be required to make on behalf of Contractor or any agent, employee, or contractor of Contractor for work done under this Agreement. At the City’s election, City may deduct the amounts paid pursuant to this Section, from any balance owing to Contractor.

6. Successors, Assignment and Delegation. City and the Contractor each binds themselves, their partners, successors, assigns and legal representatives to the other hereto and to partners, successors, assigns and legal representatives of such other party in respect to all covenants, agreements and obligations contained in this Agreement.

The expertise and experience of Contractor are material considerations for this Agreement.

Contractor shall not assign or transfer any interest in this Agreement or the performance of any of Contractor’s obligations under this Agreement without the prior written consent of the City. Any attempted assignment or transfer of any of Contractor’s rights, duties or obligations arising under this Agreement shall be null and void.

7. Nondiscriminatory Employment Practices. During the performance of this Agreement, the Contractor agrees not to discriminate against any employee or applicant for employment because of race, sex, creed, color, religion, age, sexual orientation, marital status, national origin, political affiliation, handicap or belief in accordance with requirements of City, State or Federal laws and regulations. Contractor will take affirmative action to ensure that applicants are employed, and that employees are treated during employment without regard to their race, sex, creed, color, religion, age, sexual orientation, marital status, national origin, political affiliation, handicap or belief in accordance with requirements of City, State or Federal laws and regulations.

Such actions shall include, but not be limited to the following: employment, upgrading, demotion or transfer; recruitment or recruitment advertising; layoffs or termination; rates of pay or other forms of compensation; and selection for training, including apprenticeship. The Contractor 01478.0001 2154737.1 6 | P a g e
agrees to post in conspicuous places, available to employees, applicants and subcontractors for employment, notices setting forth the provisions of this non-discrimination clause.

In the event of the Contractor’s non-compliance with the non-discrimination clause of this Agreement, this Agreement may be immediately canceled, terminated or suspended in whole or in part.

8. Subcontracting. Contractor's services are unique and personal. Except as may be specified in Contractor’s Proposal and agreed to by the City, Contractor will not subcontract any portion of the services without prior written approval of City Manager or his/her designee. If Contractor subcontracts any of the services, Contractor will be fully responsible to City for the acts, errors and omissions of Contractor's subcontractor and of the persons either directly or indirectly employed by the subcontractor, as Contractor is for the acts and omissions of persons directly employed by Contractor. Nothing contained in this Agreement will create any contractual relationship between any subcontractor of Contractor and City. Contractor will be responsible for payment of subcontractors. Contractor will bind every subcontractor and every subcontractor of a subcontractor by the terms of this Agreement applicable to Contractor's work unless specifically noted to the contrary in the subcontract and approved in writing by City.

9. Other Contractors. The City reserves the right to employ other Contractors in connection with the services.

10. Indemnification. Contractor shall indemnify and save harmless the City, its officials, officers, employees, agents and volunteers (collectively hereinafter the “City”), against any and all damages to property or injuries to or death of any person or persons, including property and employees or agents of the City and shall indemnify and save the City from any and all liability and expense including reimbursement of reasonable defense costs and legal fees, and claims, demands, suits, actions or proceedings of any kind or nature, including Workers’ Compensation claims, of or by anyone whomsoever to the extent resulting from or arising out of the negligent, reckless or willful misconduct for the Contractor, its officers, employees, subcontractors, subcontractors or agents in the performance of the duties undertaken by Contractor pursuant to this Agreement.

This indemnification and hold harmless obligation does not extend to claims arising out of the negligence or willful misconduct of the City.

11. Insurance. Without limiting the Contractor’s indemnification of the City, Contractor shall obtain and maintain, at its cost and expense, for the duration of the Agreement and any and all amendments, insurance against claims for injuries to persons or damage to property which may arise out of or in connection with performance of the services by Contractor or Contractor’s agents, representatives, employees or subcontractors. The insurance will be obtained from an insurance carrier admitted and authorized to do business in the State of California. Such evidence shall specifically identify this Agreement and shall contain express conditions that the City is to be given written notice at least thirty (30) days in advance of any termination or implementation of a reduction of limits or material change of insurance coverage as specified herein. Failure on the part of the Contractor to procure or maintain insurance shall constitute a material breach upon 01478.0001 2154737.1 7 | P a g e
which the City may immediately terminate this Agreement. All insurance required hereunder shall be primary with respect to any insurance maintained by the City.

Coverages and Limits. Contractor will maintain the types of coverages and minimum limits indicated below, unless the Risk Manager or City Manager, in consultation with the City Attorney approves a lower amount. These minimum amounts of coverage will not constitute any limitations or cap on Contractor's indemnification obligations under this Agreement. City, its officers, agents, volunteers and employees make no representation that the limits of the insurance specified to be carried by Contractor pursuant to this Agreement are adequate to protect Contractor.

The coverage will contain no special limitations on the scope of its protection to the below- indicated insureds except for Workers’ Compensation and errors and omissions insurance.

Contractor will obtain occurrence coverage, excluding Professional Liability, which will be written as claims-made coverage. If Contractor believes that any required insurance coverage is inadequate, Contractor will obtain such additional insurance coverage, as Contractor deems adequate, at Contractor's sole expense.

11.1 Commercial General Liability Insurance. $1,000,000 combined single- limit per occurrence for bodily injury, personal injury and property damage. If the submitted policies contain aggregate limits, general aggregate limits will apply separately to the work under this Agreement or the general aggregate will be twice the required per occurrence limit.

11.2 Automobile Liability. $1,000,000 combined single-limit per accident for bodily injury and property damage.

11.3 Workers' Compensation and Employer's Liability. Workers' Compensation limits as required by the California Labor Code and Employer's Liability limits of $1,000,000 per accident for bodily injury. Workers' Compensation and Employer's Liability insurance will not be required if Contractor has no employees and provides, to City's satisfaction, a declaration stating this.

11.4 Professional Liability. Errors and omissions liability appropriate to Contractor’s profession with limits of not less than $1,000,000 per claim. The coverage shall also provide an extended two (2) year reporting period commencing upon termination or cancellation of this Agreement.

Endorsements. For Commercial General Liability Insurance and Automobile Liability Insurance, Contractor will ensure that the policies are endorsed to name the City of Compton and its respective elected and appointed officers, officials, employees, agents and volunteers as “additional insureds” with respect to liability arising out of the activities of the Contractor. Any failure to comply with reporting provisions of the policies shall not affect coverage provided to the City. Prior to City's execution of this Agreement, Contractor will furnish certificates of insurance and endorsements to City.

Waiver of Subrogation. The policies shall contain a waiver of subrogation for the benefit of City.
01478.0001 2154737.1 8 | P a g e

12. Permits and Licenses. Contractor, at its own expense, during the term of this Agreement, shall obtain and maintain all appropriate business and professional permits, licenses and certificates that may be required in connection with the performance of services by the Contractor.

Upon execution of this Agreement, the Contractor shall show evidence of a business license permit in conformance with Section 9-1.2 of the Compton Municipal Code.

13. Maintenance of Records. Contractor will maintain complete and accurate records with respect to costs incurred under this Agreement. All records will be clearly identifiable. Contractor will allow a representative of City during normal business hours to examine, audit, and make transcripts or copies of records and any other documents created pursuant to this Agreement.

Contractor shall maintain all records and will allow inspection of all work, data, documents, proceedings, and activities related to the Agreement for a period and to the extent required by laws relating to audits of public agencies and their expenditures, from the date of final payment under this Agreement.

14. Warranties. Contractor represents and warrants (i) that Contractor has no obligations, legal or otherwise, inconsistent with the terms of this Agreement or with Contractor’s undertaking this relationship with City, (ii) that the performance of the services called for by this Agreement do not and will not violate any applicable law, rule or regulation or any proprietary or other right of any third party, (iii) that Contractor will not use in the performance of his responsibilities under this Agreement any confidential information or trade secrets of any other person or entity and (iv) that Contractor has not knowingly entered into or will enter into any agreement (whether oral or written) in conflict with this Agreement.

15. Federal and State Withholding Taxes. Contractor shall be responsible for paying when due all federal and state income withholding taxes for all earning under this Agreement.

Contractor agrees to indemnify City for any claims, costs, losses, fees, penalties, interest, or damages suffered by City resulting from Contractor’s failure to comply with this provision.

16. General Compliance with Laws. Contractor will keep fully informed of federal, state and local laws and ordinances and regulations which in any manner affect those employed by Contractor, or in any way affect the performance of the services by Contractor. Contractor will at all times observe and comply with these laws, ordinances, and regulations and will be responsible for the compliance of the services with all applicable laws, ordinances and regulations.

17. Termination. In the event of the Contractor's failure to prosecute, deliver, or perform the services, after giving written notice of default and two (2) days to correct the same, then, in addition to any other remedies, City may terminate this Agreement for nonperformance by notifying Contractor in writing. Contractor has five (5) business days to deliver any documents owned by City and all work in progress to City address contained in this Agreement. City will make a determination of fact based upon the work product delivered to City and of the percentage of work that Contractor has performed which is usable and of worth to City in having the Agreement completed. Based upon that finding City will determine the final payment of the Agreement. In the event City elects to terminate, City will have the right to immediate possession of all Work Product and work in progress prepared by Contractor, whether located at the project site, at Contractor's place of business, or at the offices of a subcontractor. 01478.0001 2154737.1 9 | P a g e
The City’s obligation is payable only from funds appropriated for the purpose of this Agreement. All funds for payments after the end of the current fiscal year are subject to the City’s legislative appropriation for this purpose. In the event this Agreement extends into succeeding fiscal year periods and the City Council does not allocate sufficient funds for the next succeeding fiscal year payments, this Agreement shall terminate immediately upon written notice from the City.

Either Party, upon tendering fifteen (15) calendar days written notice to the other Party, may terminate this Agreement for convenience. In this event and upon request of City, Contractor will assemble the work product without charge and put it in order for proper filing and closing and deliver it to City. Contractor will be paid for work performed to the termination date; however, the total will not exceed the lump sum fee payable under this Agreement. City will make the final determination as to the portions of tasks completed and the compensation to be made.

18. Covenants Against Contingent Fees. Contractor warrants that Contractor has not employed or retained any company or person, other than a bona fide employee working for Contractor, to solicit or secure this Agreement, and that Contractor has not paid or agreed to pay any company or person, other than a bona fide employee, any fee, commission, percentage, brokerage fee, gift, or any other consideration contingent upon, or resulting from, the award or making of this Agreement. For breach or violation of this warranty, City will have the right to terminate this Agreement for nonperformance, or, in its discretion, to deduct from the Agreement price or consideration, or otherwise recover, the full amount of the fee, commission, percentage, brokerage fees, gift, or contingent fee.

19. Claims and Lawsuits. By signing this Agreement, Contractor agrees that any Agreement claim submitted to City must be asserted as part of the Agreement process as set forth in this Agreement and not in anticipation of litigation or in conjunction with litigation. Contractor acknowledges that if a false claim is submitted to City by Contractor, it may be considered fraud and Contractor may be subject to criminal prosecution. Contractor acknowledges that California Government Code sections 12650 et seq., the False Claim Act, applies to this Agreement and provides for civil penalties where a person knowingly submits a false claim to a public entity.

These provisions include false claims made with deliberate ignorance of the false information or in reckless disregard of the truth or falsity of information. If City seeks to recover penalties pursuant to the False Claims Act, it is entitled to recover its litigation costs, including attorney’s fees.

Contractor acknowledges that the filing of a false claim may subject Contractor to an administrative proceeding as a result of which Contractor may be prevented to act as a Contractor on any public work or improvement for a period of up to five (5) years. Contractor acknowledges debarment by another jurisdiction is grounds for City to terminate this Agreement.

20. Certifications. The Contractor, under penalty of perjury, certifies that, except as noted below, he/she or any other person association therewith in the capacity of owner, partner, director, officer, manager;
01478.0001 2154737.1 10 | P a g e
Is not currently under supervision, voluntary exclusion, or determination of ineligibility by any Federal, State or local agency;
Has not been suspended, voluntarily excluded or determined ineligible by any Federal, State or local agency within the past 3 years;
Has not been indicted, convicted or had a civil judgment rendered against he/she/it by a court of competent jurisdiction in any matter involving fraud or official misconduct in connection with obtaining , attempting to obtain, or performing a public (Federal, State or local) transaction or contract under a public transaction; violation of Federal or State antitrust statues or commission of embezzlement, theft, forgery, bribery, falsification or destruction of records, making false statements, or receiving stolen property within the past 3 years.
Are not presently indicted or otherwise criminally or civilly charged by a governmental entity (Federal, State or local) with commission of any of the offenses enumerated in the preceding paragraph; and
Have not had one or more public transactions (Federal, State or local) terminated for cause or default within in the past 3 years.

If there are any exceptions to this certification, inset the exceptions in the following space. [Supply exceptions on separate page]
For any exception noted above, indicate below to whom it applies, initiating agency and dates of action.
[Attach separate page]
This certification is a material representation of fact upon which reliance was placed when this transaction was made or entered into. Submission of this certification is a prerequisite for making or entering into this transaction. The above certifications are part of this contract. Signing this agreement on the signature portion thereof shall also constitute signature of the above certifications.
__________________________________ Date: _________________ Steve Tedesco, Senior Vice President
Tetra Tech, Inc.
17885 Von Karman Avenue, Suite 500
Irvine, California 92614

21. Jurisdiction, Venue and Governing Law. Any action at law or in equity brought by either of the Parties for the purpose of enforcing a right or rights provided for by this Agreement will be tried in a court of competent jurisdiction in the County of Los Angeles, State of California, and the Parties waive all provisions of law providing for a change of venue in these proceedings to any other county. This agreement will be governed by the laws of the State of California.

22. Testimony. Contractor will testify at City's request if litigation is brought against City 01478.0001 2154737.1 11 | P a g e
in connection with Contractor's services under this agreement. Unless the action is brought by Contractor, or is based upon Contractor's actual or alleged negligence or other wrongdoing, City, upon prior written agreement with Contractor will compensate Contractor for time spent in preparation for testimony, testimony, and travel at Contractor's standard hourly rates at the time of actual testimony.

23. Waivers. The waiver by either Party of any breach or violation of any term, covenant, or condition of this Agreement or of any applicable law will not be deemed to be a waiver of such term, covenant, condition or law or of any subsequent breach or violation of same or of any other term, covenant, condition or law. The acceptance by either Party of any fee or other payment which may become due under this Agreement will not be deemed to be a waiver of any preceding breach or violation by the other Party of any term, covenant, or condition of this Agreement or any applicable law.

24. Authority. The individuals executing this Agreement and the instruments referenced in it on behalf of Contractor each represent and warrant that they have the legal power, right and actual authority to bind Contractor to the terms and conditions of this Agreement.

25. Severability. If any term, provision, condition or covenant of this Agreement or its application to any party or circumstances shall be held, to any extent, invalid or unenforceable, the remainder of this Agreement, or the application of the term, provision, condition or covenant to persons or circumstances other than those as to whom or which it is held invalid or unenforceable, shall not be affected, and shall be valid and enforceable to the fullest extent permitted by law.

26. Amendments. This Agreement may be modified or amended only be written document executed by both Contractor and City’s City Manager and approved as to form by the City Attorney. Such document shall expressly state that it is intended by the parties to amend the terms and conditions of this Agreement.

27. Confidentiality. All documents, reports, information, data, and exhibits prepared or assembled by Contractor in connection with the performance of the Services pursuant to the Agreement are confidential until released by the City to the public, and the Contractor will not make any of these documents or information available to any individual or organization not employed by the Contractor or the City without the written consent of the City before any such release.

28. Entire Agreement. This Agreement, together with any other written document referred to or contemplated by it embody the entire Agreement and understanding between the parties relating to the subject matter of it. The City Manager is authorized, in consultation with the City Attorney, to agree to non-material amendments to this Agreement. Neither this Agreement nor any of its provisions may be amended, modified, waived or discharged except in a writing signed by both parties.

29. Notices. Any notices required or permitted under this Agreement shall be effective when delivered in person; and effective one (1) business day after delivery by facsimile transmission; and effective five (5) days after mailing by U.S. Mail, postage prepaid and properly 01478.0001 2154737.1 12 | P a g e
addressed as follows:

TO CONTRACTOR:

Steve Tedesco, Senior Vice President
Tetra Tech, Inc.
17885 Von Karman Avenue, Suite 500
Irvine, California 92614
TO CITY:

David Bennett, Water General Manager

CITY OF COMPTON
205 South Willowbrook Avenue
Compton, California 90220
With Copy to: CITY OF COMPTON
205 South Willowbrook Avenue
Compton, California 90220
Attn: City Manager

30. Miscellaneous. No provision of this Agreement is to be interpreted for or against either party because that party or that party’s legal representative drafted such provision.

Should either party hereto, or any representative, successor or assign of either party hereto, resort to litigation to enforce the provisions of this Agreement, the party or parties prevailing in such litigation shall be entitled, in addition to such other relief as may be granted, to recover its or their reasonable attorney’s fees and costs in such litigation from the party or parties against whom enforcement is sought.

IN WITNESS WHEREOF, the Parties have caused their duly authorized representatives to execute this Agreement on the dates set forth below.

CONTRACTOR:

By_____________________________________ Dated: ______________ Steve Tedesco, Senior Vice President
CITY OF COMPTON:

Approved by:

By __________________________________ Dated: ______________ Jerome Groomes, Acting City Manager
01478.0001 2154737.1 13 | P a g e
Approved as to form:

By _________________________________ Dated: ______________ Legal Division
ATTEST:

Dated: ______________ By ______________________________ Satra D. Zurita, City Clerk
01478.0001 2154699.1 1
June 9, 2026
TO: MAYOR AND CITY COUNCIL MEMBERS
FROM: CITY MANAGER
SUBJECT: A RESOLUTION OF THE CITY COUNCIL OF THE CITY OF COMPTON

AUTHORIZING THE CITY MANAGER TO AMEND THE PROFESSIONAL
SERVICES AGREEMENT WITH TETRA TECH INC. TO EXTEND THE
AGREEMENT TERM BY EIGHTEEN (18) MONTHS, INCREASE

AGREEMENT COMPENSATION IN THE AMOUNT OF AN ADDITIONAL
$100,000 FOR FY 2025-2026 AND $200,00 FOR FY 2026-2027 AND

CHANGE THE FUNDING SOURCE FROM ARPA FUNDS TO WATER

FUNDS, AND ESTABLISH A PURCHASE ORDER FOR ENGINEERING
AND PROJECT MANAGEMENT SERVICES.

SUMMARY
Adoption of this resolution will authorize the City Manager to amend the Professional Services Agreement with Tetra Tech Inc. to: i) extend the agreement term by eighteen (18) month; ii) increase the agreement compensation in the amount of an additional $100,000 for Fiscal Year 2025-2026 and $200,000 for Fiscal Year 2026-2027 and change the funding source from ARPA funds to Water funds; and iii) establish a purchase order for Engineering and Project Management services.

BACKGROUND
The City of Compton (City) Municipal Water Department (Department) is responsible for overseeing the City’s utility infrastructure. The water system is approximately 7.8 square miles, composed of approximately 156 miles of main lines, 8 water wells, 2 reservoir locations with corresponding booster pump stations, approximately 3,500 gate valves, 1700 fire hydrants and 19,001 service connections.

On September 12, 2023, the City Council approved Resolution 25,896 authorizing the City Manager to enter into an agreement with Tetra Tech Inc. to provide Professional Engineering Consultant Services and Project Management (Professional Services Agreement).

The Scope of Work of the Professional Services Agreement included:
(1) Evaluation of water quality data from the City’s wells; (2) Evaluation of well conditions;
(3) To make recommendations for rehabilitation and repairs; including redevelopment, sealing parts of well screen, re-casing the wells, replacing the wells; and (4) Evaluation of other water related City infrastructure, including but not limited to security, safety, and the overall production of the wells, conveyance and distribution, piping, storage facilities, pump houses and treatment facilities.

Staff Report – Amendment to the Professional Services Agreement Professional Engineering Services/Project Management
June 9, 2026
01478.0001 2154699.1 2 | P a g e
The Professional Services Agreement has a termination date of June 30, 2026.

The Professional Services Agreement was funded through the American Rescue Plan Act (ARPA), and these funds are no longer available.

STATEMENT OF ISSUE
Due to unforeseen construction site delays (five times re-engineering storm drain system causing paving delay and redevelopment of water tank foundations), it is necessary for the Department to continue the Professional Services Agreement with Tetra Tech Inc. as they are currently managing the engineering portion of the City’s Tank Reservoir Upgrade Project (Project).

The Department funded the Professional Services Agreement with Tetra Tech Inc. utilizing American Rescue Plan Act (ARPA) funds. These funds are no longer available for this use. Therefore, the Department has identified Water funds to finance the Project.

In order to authorize the City Manager to amend the Professional Services Agreement to:
i) extend the agreement term by eighteen (18) months to December 31, 2027; ii) increase agreement compensation in the amount of an additional One Hundred Thousand Dollars ($100,000.00) for fiscal year 2025-2026 and Two Hundred Thousand Dollars ($200,000) for fiscal year 2026-2027 and change the funding source from ARPA funds to Water funds; and iii) establish a purchase order for engineering and project management services, City Council approval is required.

FISCAL IMPACT
Funding for this expenditure is available in account for Fiscal Year 2025-2026:

Account No. Description Amount
5000-880-000-4262 Professional Services $100,000.00
Funding for this expenditure is proposed in the upcoming Fiscal Year 2026-2027 budget:

Account No. Description Amount
5000-880-000-4262 Professional Services $200,000.00

RECOMMENDATION
Staff recommends that the City Council adopt the attached Resolution.

DAVID BENNETT

GENERAL MANAGER
APPROVED AS TO FORWARDING:

Staff Report – Amendment to the Professional Services Agreement Professional Engineering Services/Project Management
June 9, 2026
01478.0001 2154699.1 3 | P a g e

JEROME GROOMES

ACTING CITY MANAGER
01478.0001 2154699.1 1
June 9, 2026
TO: MAYOR AND CITY COUNCIL MEMBERS
FROM: CITY MANAGER
SUBJECT: A RESOLUTION OF THE CITY COUNCIL OF THE CITY OF COMPTON

AUTHORIZING THE CITY MANAGER TO AMEND THE PROFESSIONAL
SERVICES AGREEMENT WITH TETRA TECH INC. TO EXTEND THE
AGREEMENT TERM BY EIGHTEEN (18) MONTHS, INCREASE

AGREEMENT COMPENSATION IN THE AMOUNT OF AN ADDITIONAL
$100,000 FOR FY 2025-2026 AND $200,00 FOR FY 2026-2027 AND

CHANGE THE FUNDING SOURCE FROM ARPA FUNDS TO WATER

FUNDS, AND ESTABLISH A PURCHASE ORDER FOR ENGINEERING
AND PROJECT MANAGEMENT SERVICES.

SUMMARY
Adoption of this resolution will authorize the City Manager to amend the Professional Services Agreement with Tetra Tech Inc. to: i) extend the agreement term by eighteen (18) month; ii) increase the agreement compensation in the amount of an additional $100,000 for Fiscal Year 2025-2026 and $200,000 for Fiscal Year 2026-2027 and change the funding source from ARPA funds to Water funds; and iii) establish a purchase order for Engineering and Project Management services.

BACKGROUND
The City of Compton (City) Municipal Water Department (Department) is responsible for overseeing the City’s utility infrastructure. The water system is approximately 7.8 square miles, composed of approximately 156 miles of main lines, 8 water wells, 2 reservoir locations with corresponding booster pump stations, approximately 3,500 gate valves, 1700 fire hydrants and 19,001 service connections.

On September 12, 2023, the City Council approved Resolution 25,896 authorizing the City Manager to enter into an agreement with Tetra Tech Inc. to provide Professional Engineering Consultant Services and Project Management (Professional Services Agreement).

The Scope of Work of the Professional Services Agreement included:
(1) Evaluation of water quality data from the City’s wells; (2) Evaluation of well conditions;
(3) To make recommendations for rehabilitation and repairs; including redevelopment, sealing parts of well screen, re-casing the wells, replacing the wells; and (4) Evaluation of other water related City infrastructure, including but not limited to security, safety, and the overall production of the wells, conveyance and distribution, piping, storage facilities, pump houses and treatment facilities.

Staff Report – Amendment to the Professional Services Agreement Professional Engineering Services/Project Management
June 9, 2026
01478.0001 2154699.1 2 | P a g e
The Professional Services Agreement has a termination date of June 30, 2026.

The Professional Services Agreement was funded through the American Rescue Plan Act (ARPA), and these funds are no longer available.

STATEMENT OF ISSUE
Due to unforeseen construction site delays (five times re-engineering storm drain system causing paving delay and redevelopment of water tank foundations), it is necessary for the Department to continue the Professional Services Agreement with Tetra Tech Inc. as they are currently managing the engineering portion of the City’s Tank Reservoir Upgrade Project (Project).

The Department funded the Professional Services Agreement with Tetra Tech Inc. utilizing American Rescue Plan Act (ARPA) funds. These funds are no longer available for this use. Therefore, the Department has identified Water funds to finance the Project.

In order to authorize the City Manager to amend the Professional Services Agreement to:
i) extend the agreement term by eighteen (18) months to December 31, 2027; ii) increase agreement compensation in the amount of an additional One Hundred Thousand Dollars ($100,000.00) for fiscal year 2025-2026 and Two Hundred Thousand Dollars ($200,000) for fiscal year 2026-2027 and change the funding source from ARPA funds to Water funds; and iii) establish a purchase order for engineering and project management services, City Council approval is required.

FISCAL IMPACT
Funding for this expenditure is available in account for Fiscal Year 2025-2026:

Account No. Description Amount
5000-880-000-4262 Professional Services $100,000.00
Funding for this expenditure is proposed in the upcoming Fiscal Year 2026-2027 budget:

Account No. Description Amount
5000-880-000-4262 Professional Services $200,000.00

RECOMMENDATION
Staff recommends that the City Council adopt the attached Resolution.

DAVID BENNETT

GENERAL MANAGER
APPROVED AS TO FORWARDING:

Staff Report – Amendment to the Professional Services Agreement Professional Engineering Services/Project Management
June 9, 2026
01478.0001 2154699.1 3 | P a g e

JEROME GROOMES

ACTING CITY MANAGER
RESOLUTION NO. __________

A RESOLUTION OF THE CITY COUNCIL OF THE CITY OF COMPTON

AUTHORIZING THE CITY MANAGER TO ENTER INTO A MULTI-YEAR

PROFESSIONAL SERVICES AGREEMENT AND ISSUE A PURCHASE
ORDER TO AXON ENTERPRISE, INC. FOR THE PURCHASE OF TASER-10

ENERGY DEVICES WITH VIRTUAL REALITY (VR) CERTIFICATION AND

TRAINING IN AN AMOUNT NOT TO EXCEED TWO HUNDRED FORTY-NINE

THOUSAND ONE HUNDRED THIRTY-NINE DOLLARS AND FIFTY-TWO
CENTS ($249,139.52)
WHEREAS, the Community Improvement Services Department is comprised of Code Enforcement, Business Licensing, Parking, and Security Officers, and staff are equipped with various officer safety and defensive tools; and WHEREAS, staff are increasingly confronted by aggressive and non-compliant members of the public who may verbally threaten harm or engage in assaultive behavior, thereby necessitating the availability of less-lethal tools to safely de- escalate such encounters; and
WHEREAS, conducted energy devices provide a less-lethal alternative in high-risk situations to subdue actively aggressive, non-compliant, assaultive, and/or dangerous individuals, while reducing the likelihood of serious injury to both staff and the public; and
WHEREAS, the Taser 10 energy device represents the next generation of conducted energy devices, offering improved safety features, enhanced effectiveness, and integrated Virtual Reality (VR) training capabilities to support ongoing and verifiable de-escalation training; and

WHEREAS, on June 22, 2021, the City Council adopted Resolution No. 25,501 authorizing the purchase of Taser-7 devices, and the current equipment is approaching the end of its service life and warranty period in August 2026; and WHEREAS, the Community Improvement Services Department has expanded enforcement personnel, creating a need for additional devices to ensure all eligible uniformed officers are properly equipped; and
WHEREAS, Axon Enterprise, Inc. has provided the City with a proposal through the Sourcewell cooperative purchasing program, an approved procurement method in which the City has participated since 2007, thereby satisfying competitive procurement requirements; and
WHEREAS, the proposed agreement includes the purchase of fifty (50) Taser- 10 energy devices, along with cartridges, batteries, holsters, technical support, warranty coverage, Virtual Reality (VR) de-escalation training, onsite instructor training for up to five (5) staff members to become certified Taser instructors, and a trade-in credit of approximately Forty-Seven Thousand Dollars ($47,000) for thirty (30) Taser-7 devices and approximately two hundred (200) cartridges; and WHEREAS, the total cost of the agreement shall not exceed Two Hundred Forty-Nine Thousand One Hundred Thirty-Nine Dollars and Fifty-Two Cents ($249,139.52), with funding to be allocated in the Community Improvement Services Department Fiscal Year 2026–2027 Budget in Account No. 1001-670-000-4266 and appropriated in subsequent fiscal years through the annual budget adoption process.

NOW, THEREFORE, THE CITY COUNCIL OF THE CITY OF COMPTON DOES HEREBY RESOLVE AS FOLLOWS:

15.15.15.15. RESOLUTION NO. _________
PAGE 2
SECTION 1. That the City Council hereby approves and authorizes the City Manager to enter into a sixty (60) month (September 2026 to September, 2031) professional services agreement with Axon Enterprise, Inc. for the purchase of fifty (50) Taser-10 energy devices and related equipment, training, and services.

SECTION 2. That the City Manager is hereby authorized to issue a purchase order to Axon Enterprise, Inc. in an amount not to exceed Two Hundred Forty-Nine Thousand One Hundred Thirty-Nine Dollars and Fifty-Two Cents ($249,139.52).

SECTION 3. That funds for this expenditure shall be allocated in the Community Improvement Services Department Fiscal Year 2026–2027 Budget in Account No. 1001-670-000-4266 and appropriated in subsequent fiscal years through the annual budget adoption process.

SECTION 4. That a copy of this Resolution shall be forwarded to the offices of the City Manager, City Clerk, City Controller and the Community Improvement Services Department.

SECTION 5. That the Mayor shall sign and the City Clerk shall attest to the adoption of this Resolution.

ADOPTED this 12TH day of MAY 2026.
_______________________________

EMMA SHARIF

MAYOR OF THE CITY OF COMPTON
ATTEST:
___________________________________
SATRA D. ZURITA

CITY CLERK OF THE CITY OF COMPTON

STATE OF CALIFORNIA

COUNTY OF LOS ANGELES
CITY OF COMPTON: ss
I, Satra D. Zurita, City Clerk of the City of Compton, hereby certify that the foregoing Resolution was adopted by the City Council, signed by the Mayor and attested by the City Clerk at a regular meeting thereof held on the 12 TH day of MAY, 2026.

That said Resolution was adopted by the following vote, to wit:

AYES: COUNCIL MEMBERS-
NOES: COUNCIL MEMBERS-
ABSENT: COUNCIL MEMBERS-
ABSTAIN:COUNCIL MEMBERS-
___________________________________
SATRA D. ZURITA

CITY CLERK OF THE CITY OF COMPTON
May 12, 2026
TO: HONORABLE MAYOR AND COUNCIL MEMBERS
FROM: ANTHONY WARD, DIRECTOR

COMMUNITY IMPROVEMENT SERVICES DEPARTMENT
SUBJECT: A RESOLUTION OF THE CITY COUNCIL OF THE CITY OF COMPTON

AUTHORIZING THE CITY MANAGER TO ENTER INTO A MULTI-YEAR

PROFESSIONAL SERVICES AGREEMENT AND ISSUE A PURCHASE
ORDER TO AXON ENTERPRISE INC. FOR THE PURCHASE OF
TASER-10 ENERGY DEVICES WITH VIRTUAL REALITY (VR)

CERTIFICATION AND TRAINING IN AN AMOUNT NOT TO EXCEED

TWO HUNDRED FORTY-NINE THOUSAND ONE HUNDRED THIRTY-
NINE DOLLARS AND FIFTY-TWO CENTS ($249,139.52)

SUMMARY
Adoption of the attached resolution will authorize the City Manager to enter into a 60- month (September, 2026 through September 2031) professional services agreement and issue a purchase order to Axon Enterprise, Inc., in an amount not to exceed Two Hundred Forty-Nine Thousand One Hundred Thirty-Nine Dollars and Fifty-Two Cents ($249,139.52) for the purchase of Fifty (50) Taser-10 energy devices.

The agreement includes cartridges, batteries, holsters, technical support, warranty coverage, Virtual Reality (VR) de-escalation training, and onsite instructor training for up to five (5) staff members to become certified Taser instructors. The total cost reflects a credit of approximately $47,000 for the trade-in of thirty (30) existing Taser-7 devices and approximately 200 Taser-7 cartridges.

BACKGROUND
The Community Improvement Services Department is comprised of Code Enforcement, Business Licensing, Parking, and Security Officers. Staff are routinely placed in situations involving aggressive, non-compliant, and at times assaultive individuals.

To enhance officer safety and improve response capabilities, the Department utilizes conducted energy devices as a less-lethal option to de-escalate dangerous encounters.

The proposed Taser-10 platform represents the next generation of conducted energy devices, offering improved safety features, increased effectiveness, and enhanced training capabilities through integrated Virtual Reality (VR) systems. These tools are critical in reducing the likelihood of serious injury to both staff and members of the public.

Axon-Purchase of Fifty (50) Taser Energy Devices- Staff Report

Page 2 ends

Additionally, the Department has expanded enforcement personnel, increasing the need for additional devices to ensure all eligible uniformed officers are properly equipped.

STATEMENT OF ISSUE
On June 22, 2021, the City Council adopted Resolution No. 25,501, authorizing the purchase of Taser-7 devices. That agreement is set to expire in August 2026, and the existing equipment will be at the end of its service life and warranty period.

To maintain operational readiness and ensure continued staff safety, the Department is seeking to transition from the Taser-7 to the updated Taser-10 system.

Axon Enterprise, Inc. has provided the City with a quote through the Sourcewell cooperative purchasing program, which satisfies competitive procurement requirements. The City has participated in Sourcewell since 2007 as an approved purchasing method.

The proposal includes fifty (50) Taser-10 energy devices and accessories, Virtual Reality-based de-escalation and scenario training, onsite training to certify up to five (5) staff as authorized Taser instructors, ongoing technical support and warranty, and a trade-in credit of approximately $47,000 for thirty (30) Taser-7 devices and approximately 200 cartridges.

In order to provide the Community Improvement Services Department officers with the equipment necessary to provide public safety services, City Council authorization is requested for the City Manager to issue a purchase order to Axon Enterprise, Inc in an amount not to exceed Two Hundred Forty-Nine Thousand One Hundred Thirty-Nine Dollars and Fifty-Two Cents ($249,139.52).

FINANCIAL IMPACT
The cost for this purchase is not to exceed Two Hundred Forty-Nine Thousand One Hundred Thirty-Nine Dollars and Fifty-Two Cents ($249,139.52). Funds for this expenditure will be allocated in the Community Improvement Services Department 2026-2027 Fiscal Year Budget in Account No. 1001-670-000-4266 and will be appropriated into each of the subsequent Fiscal Years through budget adoption.

RECOMMENDATION
Staff recommends that Council approve the attached Resolution.

ANTHONY WARD, DIRECTOR

COMMUNITY IMPROVEMENT SERVICES DEPARTMENT
Axon-Purchase of Fifty (50) Taser Energy Devices- Staff Report

Page 3 ends

APPROVED FOR FORWARDING:

JEROME GROOMES

ACTING CITY MANAGER

Page 1 ends

Q-833325-46133AS
Issued: 04/21/2026
Quote Expiration: 06/26/2026
Estimated Contract Start Date: 09/01/2026
Account Number: 509751
Payment Terms: N30
Mode of Delivery: AUTO-GND
Credit/Debit Amount: $0.00

SHIP TO BILL TO SALES REPRESENTATIVE PRIMARY CONTACT
404 N. Alameda Ave
404 N Alameda St
Compton,
CA
90221-2604
USA

Compton Code Enforcement - CA
404 N Alameda St
Compton
CA
90221-2604
USA
Email:

Adam Smith
Phone: 602-751-1798
Email: [email protected]
Fax: (480) 463-2201
Bernice Abram
Phone: 310.605.5689 |
Email: [email protected]
Fax:

Quote Summary Discount Summary
Program Length 60 Months Average Savings Per Year $23,097.76 TOTAL COST $231,872.00
ESTIMATED TOTAL W/ TAX $249,139.52 TOTAL SAVINGS $115,488.78

Axon Enterprise, Inc.
17800 N 85th St
Scottsdale, Arizona 85255
United States
VAT: 86-0741227
Domestic:(800) 978-2737
International: +1.800.978.2737

Page 2 ends

Payment Summary
Date Subtotal Tax Total
Aug 2026 $46,374.40 $3,453.52 $49,827.92
Aug 2027 $46,374.40 $3,453.52 $49,827.92
Aug 2028 $46,374.40 $3,453.52 $49,827.92
Aug 2029 $46,374.40 $3,453.52 $49,827.92
Aug 2030 $46,374.40 $3,453.44 $49,827.84
Total $231,872.00 $17,267.52 $249,139.52

Page 3 ends

Quote Unbundled Price: $347,350.00
Quote List Price: $279,370.00
Quote Subtotal: $231,872.00
Pricing
All deliverables are detailed in Delivery Schedules section lower in proposal Item Description Qty Term Unbundled List Price Net Price Subtotal Tax Total Program
C00032 TASER 10 CERTIFICATION STANDARD PLAN 50 60 $113.65 $90.99 $75.52 $226,560.00 $17,267.52 $243,827.52 A la Carte Services
102597 TASER CEW + VR INSTRUCTOR CERT + VR
IMPLEMENTATION (2-DAY) 1 $6,400.00 $5,312.00 $5,312.00 $0.00 $5,312.00 Total $231,872.00 $17,267.52 $249,139.52
Delivery Schedule
Hardware
Bundle Item Description QTY Shipping Location Estimated Delivery Date TASER 10 CERTIFICATION STANDARD PLAN 100122 AXON VR - HEADSET - BATTERY 2 1 08/01/2026 TASER 10 CERTIFICATION STANDARD PLAN 100126 AXON VR - TACTICAL BAG 2 1 08/01/2026 TASER 10 CERTIFICATION STANDARD PLAN 100390 AXON TASER 10 - HANDLE - YELLOW CLASS 3R 1 2 08/01/2026 TASER 10 CERTIFICATION STANDARD PLAN 100390 AXON TASER 10 - HANDLE - YELLOW CLASS 3R 50 2 08/01/2026 TASER 10 CERTIFICATION STANDARD PLAN 100394 AXON TASER 10 - MAGAZINE - HALT TRAINING BLUE 4 1 08/01/2026 TASER 10 CERTIFICATION STANDARD PLAN 100396 AXON TASER 10 - MAGAZINE - INERT RED 30 1 08/01/2026 TASER 10 CERTIFICATION STANDARD PLAN 100399 AXON TASER 10 - CARTRIDGE - LIVE 750 1 08/01/2026 TASER 10 CERTIFICATION STANDARD PLAN 100400 AXON TASER 10 - CARTRIDGE - HALT 350 1 08/01/2026 TASER 10 CERTIFICATION STANDARD PLAN 100401 AXON TASER 10 - CARTRIDGE - INERT 300 1 08/01/2026 TASER 10 CERTIFICATION STANDARD PLAN 100591 AXON TASER - CLEANING KIT 1 1 08/01/2026 TASER 10 CERTIFICATION STANDARD PLAN 100611 AXON TASER 10 - SAFARILAND HOLSTER - RH 50 1 08/01/2026 TASER 10 CERTIFICATION STANDARD PLAN 100623 ENHANCED HOOK-AND-LOOP TRAINING (HALT) SUIT (V2) 1 1 08/01/2026 TASER 10 CERTIFICATION STANDARD PLAN 100748 AXON VR - CONTROLLER - TASER 10 2 1 08/01/2026 TASER 10 CERTIFICATION STANDARD PLAN 101125 AXON VR - HOLSTER - T10 BLACKHAWK GRAY - LH 4 1 08/01/2026 TASER 10 CERTIFICATION STANDARD PLAN 101455 AXON TASER 10 - REPLACEMENT TOOL KIT - INTERPOSER BUCKET 1 1 08/01/2026
TASER 10 CERTIFICATION STANDARD PLAN 101456 AXON TASER 10 - REPLACEMENT INTERPOSER BUCKET 5 1 08/01/2026 TASER 10 CERTIFICATION STANDARD PLAN 101751 AXON VR - HEADSET - HTC FOCUS VISION 2 1 08/01/2026 TASER 10 CERTIFICATION STANDARD PLAN 101755 AXON TASER 10 - MAGAZINE - LIVE DUTY BLACK V2 50 1 08/01/2026 TASER 10 CERTIFICATION STANDARD PLAN 101755 AXON TASER 10 - MAGAZINE - LIVE DUTY BLACK V2 1 1 08/01/2026 TASER 10 CERTIFICATION STANDARD PLAN 101757 AXON TASER 10 - MAGAZINE - LIVE TRAINING PURPLE V2 30 1 08/01/2026 TASER 10 CERTIFICATION STANDARD PLAN 102186 AXON TASER 10 - COMMAND BOX 1 1 08/01/2026 TASER 10 CERTIFICATION STANDARD PLAN 20018 AXON TASER - BATTERY PACK - TACTICAL 1 1 08/01/2026 TASER 10 CERTIFICATION STANDARD PLAN 20018 AXON TASER - BATTERY PACK - TACTICAL 5 1 08/01/2026 TASER 10 CERTIFICATION STANDARD PLAN 20018 AXON TASER - BATTERY PACK - TACTICAL 50 1 08/01/2026 TASER 10 CERTIFICATION STANDARD PLAN 70033 AXON - DOCK WALL MOUNT - BRACKET ASSY 1 1 08/01/2026 TASER 10 CERTIFICATION STANDARD PLAN 71019 AXON BODY - DOCK POWERCORD - NORTH AMERICA 1 1 08/01/2026 TASER 10 CERTIFICATION STANDARD PLAN 74200 AXON TASER - DOCK - SIX BAY PLUS CORE 1 1 08/01/2026

Page 4 ends

Hardware
Bundle Item Description QTY Shipping Location Estimated Delivery Date TASER 10 CERTIFICATION STANDARD PLAN 80087 AXON TASER - TARGET - CONDUCTIVE PROFESSIONAL RUGGEDIZED 1 1 08/01/2026
TASER 10 CERTIFICATION STANDARD PLAN 80090 AXON TASER - TARGET FRAME - PROFESSIONAL 27.5 IN X 75 IN 1 1 08/01/2026
TASER 10 CERTIFICATION STANDARD PLAN 100400 AXON TASER 10 - CARTRIDGE - HALT 250 1 08/01/2027 TASER 10 CERTIFICATION STANDARD PLAN 100400 AXON TASER 10 - CARTRIDGE - HALT 250 1 08/01/2028 TASER 10 CERTIFICATION STANDARD PLAN 101012 AXON VR - TAP REFRESH 1 - TASER CONTROLLER 2 1 02/01/2029 TASER 10 CERTIFICATION STANDARD PLAN 20373 AXON VR - TAP REFRESH 1 - HEADSET 2 1 02/01/2029 TASER 10 CERTIFICATION STANDARD PLAN 100400 AXON TASER 10 - CARTRIDGE - HALT 250 1 08/01/2029 TASER 10 CERTIFICATION STANDARD PLAN 100400 AXON TASER 10 - CARTRIDGE - HALT 250 1 08/01/2030 Software
Bundle Item Description QTY Estimated Start Date Estimated End Date TASER 10 CERTIFICATION STANDARD PLAN 101180 AXON TASER - DATA SCIENCE PROGRAM 50 09/01/2026 08/31/2031 TASER 10 CERTIFICATION STANDARD PLAN 101703 AXON VR - USER ACCESS - TASER SKILLS 50 09/01/2026 08/31/2031 TASER 10 CERTIFICATION STANDARD PLAN 20248 AXON TASER - EVIDENCE.COM LICENSE 1 09/01/2026 08/31/2031 TASER 10 CERTIFICATION STANDARD PLAN 20248 AXON TASER - EVIDENCE.COM LICENSE 50 09/01/2026 08/31/2031 Services
Bundle Item Description QTY
TASER 10 CERTIFICATION STANDARD PLAN 100751 AXON TASER 10 - REPLACEMENT ACCESS PROGRAM - DUTY CARTRIDGE 50 TASER 10 CERTIFICATION STANDARD PLAN 101193 AXON TASER - ON DEMAND CERTIFICATION 50 A la Carte 102597 TASER CEW + VR INSTRUCTOR CERT + VR IMPLEMENTATION (2-DAY) 1 Warranties
Bundle Item Description QTY Estimated Start Date Estimated End Date TASER 10 CERTIFICATION STANDARD PLAN 100197 AXON VR - EXT WARRANTY - HEADSET 2 08/01/2027 08/31/2031 TASER 10 CERTIFICATION STANDARD PLAN 100704 AXON TASER 10 - EXT WARRANTY - HANDLE 50 08/01/2027 08/31/2031 TASER 10 CERTIFICATION STANDARD PLAN 100704 AXON TASER 10 - EXT WARRANTY - HANDLE 1 08/01/2027 08/31/2031 TASER 10 CERTIFICATION STANDARD PLAN 101007 AXON VR - EXT WARRANTY - TASER CONTROLLER 2 08/01/2027 08/31/2031 TASER 10 CERTIFICATION STANDARD PLAN 80374 AXON TASER - EXT WARRANTY - BATTERY PACK T7/T10 50 08/01/2027 08/31/2031 TASER 10 CERTIFICATION STANDARD PLAN 80374 AXON TASER - EXT WARRANTY - BATTERY PACK T7/T10 5 08/01/2027 08/31/2031 TASER 10 CERTIFICATION STANDARD PLAN 80374 AXON TASER - EXT WARRANTY - BATTERY PACK T7/T10 1 08/01/2027 08/31/2031 TASER 10 CERTIFICATION STANDARD PLAN 80396 AXON TASER - EXT WARRANTY - DOCK SIX BAY T7/T10 1 08/01/2027 08/31/2031

Page 5 ends

Shipping Locations
Location Number Street City State Zip Country
1 404 N Alameda St Compton CA 90221-2604 USA
2 404 N Alameda St Compton CA 90221-2604 USA
Payment Details
Aug 2026
Invoice Plan Item Description Qty Subtotal Tax Total
Annual Payment 1 102597 TASER CEW + VR INSTRUCTOR CERT + VR IMPLEMENTATION (2-DAY) 1 $1,062.40 $0.00 $1,062.40 Annual Payment 1 C00032 TASER 10 CERTIFICATION STANDARD PLAN 50 $45,312.00 $3,453.52 $48,765.52 Total $46,374.40 $3,453.52 $49,827.92
Sep 2026
Invoice Plan Item Description Qty Subtotal Tax Total
Invoice Upon Fulfillment C00032 TASER 10 CERTIFICATION STANDARD PLAN 50 $0.00 $0.00 $0.00 Total $0.00 $0.00 $0.00
Aug 2027
Invoice Plan Item Description Qty Subtotal Tax Total
Annual Payment 2 102597 TASER CEW + VR INSTRUCTOR CERT + VR IMPLEMENTATION (2-DAY) 1 $1,062.40 $0.00 $1,062.40 Annual Payment 2 C00032 TASER 10 CERTIFICATION STANDARD PLAN 50 $45,312.00 $3,453.52 $48,765.52 Total $46,374.40 $3,453.52 $49,827.92
Aug 2028
Invoice Plan Item Description Qty Subtotal Tax Total
Annual Payment 3 102597 TASER CEW + VR INSTRUCTOR CERT + VR IMPLEMENTATION (2-DAY) 1 $1,062.40 $0.00 $1,062.40 Annual Payment 3 C00032 TASER 10 CERTIFICATION STANDARD PLAN 50 $45,312.00 $3,453.52 $48,765.52 Total $46,374.40 $3,453.52 $49,827.92
Aug 2029
Invoice Plan Item Description Qty Subtotal Tax Total
Annual Payment 4 102597 TASER CEW + VR INSTRUCTOR CERT + VR IMPLEMENTATION (2-DAY) 1 $1,062.40 $0.00 $1,062.40 Annual Payment 4 C00032 TASER 10 CERTIFICATION STANDARD PLAN 50 $45,312.00 $3,453.52 $48,765.52 Total $46,374.40 $3,453.52 $49,827.92
Aug 2030
Invoice Plan Item Description Qty Subtotal Tax Total
Annual Payment 5 102597 TASER CEW + VR INSTRUCTOR CERT + VR IMPLEMENTATION (2-DAY) 1 $1,062.40 $0.00 $1,062.40 Annual Payment 5 C00032 TASER 10 CERTIFICATION STANDARD PLAN 50 $45,312.00 $3,453.44 $48,765.44 Total $46,374.40 $3,453.44 $49,827.84

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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.

Contract Sourcewell #101223-AXN is incorporated by reference into the terms and conditions of this Agreement. In the event of conflict the terms of Axon's Master Services and Purchasing Agreement shall govern.

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.

ACEIP:

The Axon Customer Experience Improvement Program Appendix, which includes the sharing of de-identified segments of Agency Content with Axon to develop new products and improve your product experience (posted at www.axon.com/legal/sales-terms-and-conditions), is incorporated herein by reference. By signing below, you agree to the terms of the Axon Customer Experience Improvement Program.

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.

Page 7 ends

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.

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 Date Signed
4/21/2026

Page 8 ends

101223-AXN

Rev. 3/2022 1

Solicitation Number: 101223

CONTRACT

This Contract is between Sourcewell, 202 12th Street Northeast, P.O. Box 219, Staples, MN 56479 (Sourcewell) and Axon Enterprise, Inc., 17800 N. 85 th St., Scottsdale, AZ 85255-6311
(Supplier).

Sourcewell is a State of Minnesota local government unit and service cooperative created under the laws of the State of Minnesota (Minnesota Statutes Section 123A.21) that offers cooperative procurement solutions to government entities. Participation is open to eligible federal, state/province, and municipal governmental entities, higher education, K-12 education, nonprofit, tribal government, and other public entities located in the United States and Canada.

Sourcewell issued a public solicitation for Public Safety Video Surveillance Solutions with Related Equipment, Software and Accessories from which Supplier was awarded a contract.

Supplier desires to contract with Sourcewell to provide equipment, products, or services to Sourcewell and the entities that access Sourcewell’s cooperative purchasing contracts (Participating Entities).

1. TERM OF CONTRACT

A. EFFECTIVE DATE. This Contract is effective upon the date of the final signature below.

EXPIRATION DATE AND EXTENSION. This Contract expires December 15, 2027, unless it is cancelled sooner pursuant to Article 22. This Contract allows up to three additional one-year extensions upon the request of Sourcewell and written agreement by Supplier. Sourcewell retains the right to consider additional extensions beyond seven years as required under exceptional circumstances.

B. SURVIVAL OF TERMS. Notwithstanding any expiration or termination of this Contract, all payment obligations incurred prior to expiration or termination will survive, as will the following: Articles 11 through 14 survive the expiration or cancellation of this Contract. All other rights will cease upon expiration or termination of this Contract.











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Rev. 3/2022 2

2. EQUIPMENT, PRODUCTS, OR SERVICES

A. EQUIPMENT, PRODUCTS, OR SERVICES. Supplier will provide the Equipment, Products, or Services as stated in its Proposal submitted under the Solicitation Number listed above.

Supplier’s Equipment, Products, or Services Proposal (Proposal) is attached and incorporated into this Contract.

All Equipment and Products provided under this Contract must be new and the current model.

Supplier may offer close-out or refurbished Equipment or Products if they are clearly indicated in Supplier’s product and pricing list. Unless agreed to by the Participating Entities in advance, Equipment or Products must be delivered as operational to the Participating Entity’s site.

This Contract offers an indefinite quantity of sales, and while substantial volume is anticipated, sales and sales volume are not guaranteed.

B. WARRANTY. Supplier warrants that all Equipment, Products, and Services furnished are free from liens and encumbrances, and are free from defects in design, materials, and workmanship.

In addition, Supplier warrants the Equipment, Products, and Services will perform in accordance with the manufacturer’s specifications. Supplier’s dealers and distributors must agree to assist the Participating Entity in reaching a resolution in any dispute over warranty terms with the manufacturer. Any manufacturer’s warranty that extends beyond the expiration of the Supplier’s warranty will be passed on to the Participating Entity.

C. DEALERS, DISTRIBUTORS, AND/OR RESELLERS. Upon Contract execution and throughout the Contract term, Supplier must provide to Sourcewell a current means to validate or authenticate Supplier’s authorized dealers, distributors, or resellers relative to the Equipment, Products, and Services offered under this Contract, which will be incorporated into this Contract by reference. It is the Supplier’s responsibility to ensure Sourcewell receives the most current information.

3. PRICING

All Equipment, Products, or Services under this Contract will be priced at or below the price stated in Supplier’s Proposal.

When providing pricing quotes to Participating Entities, all pricing quoted must reflect a Participating Entity’s total cost of acquisition. This means that the quoted cost is for delivered Equipment, Products, and Services that are operational for their intended purpose, and includes all costs to the Participating Entity’s requested delivery location.

Regardless of the payment method chosen by the Participating Entity, the total cost associated with any purchase option of the Equipment, Products, or Services must always be disclosed in the pricing quote to the applicable Participating Entity at the time of purchase.











101223-AXN

Rev. 3/2022 3

A. SHIPPING AND SHIPPING COSTS. All delivered Equipment and Products must be properly packaged. Damaged Equipment and Products may be rejected. If the damage is not readily apparent at the time of delivery, Supplier must permit the Equipment and Products to be returned within a reasonable time at no cost to Sourcewell or its Participating Entities, in accordance with Supplier’s warranty process. Participating Entities reserve the right to inspect the Equipment and Products at a reasonable time after delivery where circumstances or conditions prevent effective inspection of the Equipment and Products at the time of delivery.

In the event of the delivery of nonconforming Equipment and Products, the Participating Entity will notify the Supplier as soon as possible and the Supplier will replace nonconforming Equipment and Products with conforming Equipment and Products that are acceptable to the Participating Entity in accordance with Supplier’s warranty process.

Supplier must arrange for and pay for the return shipment on Equipment and Products that arrive in a defective or inoperable condition.

Sourcewell may declare the Supplier in breach of this Contract if the Supplier intentionally delivers substandard or inferior Equipment or Products.

B. SALES TAX. Each Participating Entity is responsible for supplying the Supplier with valid tax- exemption certification(s). When ordering, a Participating Entity must indicate if it is a tax- exempt entity.

C. HOT LIST PRICING. At any time during this Contract, Supplier may offer a specific selection of Equipment, Products, or Services at discounts greater than those listed in the Contract.

When Supplier determines it will offer Hot List Pricing, it must be submitted electronically to Sourcewell in a line-item format. Equipment, Products, or Services may be added or removed from the Hot List at any time through a Sourcewell Price and Product Change Form as defined in Article 4 below.

Hot List program and pricing may also be used to discount and liquidate close-out and discontinued Equipment and Products as long as those close-out and discontinued items are clearly identified as such. Current ordering process and administrative fees apply. Hot List Pricing must be published and made available to all Participating Entities.

4. PRODUCT AND PRICING CHANGE REQUESTS

Supplier may request Equipment, Product, or Service changes, additions, or deletions at any time. All requests must be made in writing by submitting a signed Sourcewell Price and Product Change Request Form to the assigned Sourcewell Supplier Development Administrator. This approved form is available from the assigned Sourcewell Supplier Development Administrator.

At a minimum, the request must:











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Rev. 3/2022 4

x Identify the applicable Sourcewell contract number;
x Clearly specify the requested change;
x Provide sufficient detail to justify the requested change; x Individually list all Equipment, Products, or Services affected by the requested change, along with the requested change (e.g., addition, deletion, price change); and x Include a complete restatement of pricing documentation in Microsoft Excel with the effective date of the modified pricing, or product addition or deletion. The new pricing restatement must include all Equipment, Products, and Services offered, even for those items where pricing remains unchanged.

A fully executed Sourcewell Price and Product Change Request Form will become an amendment to this Contract and will be incorporated by reference.

5. PARTICIPATION, CONTRACT ACCESS, AND PARTICIPATING ENTITY REQUIREMENTS

A. PARTICIPATION. Sourcewell’s cooperative contracts are available and open to public and nonprofit entities across the United States and Canada; such as federal, state/province, municipal, K-12 and higher education, tribal government, and other public entities.

The benefits of this Contract should be available to all Participating Entities that can legally access the Equipment, Products, or Services under this Contract. A Participating Entity’s authority to access this Contract is determined through its cooperative purchasing, interlocal, or joint powers laws. Any entity accessing benefits of this Contract will be considered a Service Member of Sourcewell during such time of access. Supplier understands that a Participating Entity’s use of this Contract is at the Participating Entity’s sole convenience and Participating Entities reserve the right to obtain like Equipment, Products, or Services from any other source.

Supplier is responsible for familiarizing its sales and service forces with Sourcewell contract use eligibility requirements and documentation and will encourage potential participating entities to join Sourcewell. Sourcewell reserves the right to add and remove Participating Entities to its roster during the term of this Contract.

B. PUBLIC FACILITIES. Supplier’s employees may be required to perform work at government- owned facilities, including schools. Supplier’s employees and agents must conduct themselves in a professional manner while on the premises, and in accordance with Participating Entity policies and procedures, and all applicable laws.

6. PARTICIPATING ENTITY USE AND PURCHASING

A. ORDERS AND PAYMENT. To access the contracted Equipment, Products, or Services under this Contract, a Participating Entity must clearly indicate to Supplier that it intends to access this Contract; however, order flow and procedure will be developed jointly between Sourcewell and 









101223-AXN

Rev. 3/2022 5

Supplier. Typically, a Participating Entity will issue an order directly to Supplier or its authorized subsidiary, distributor, dealer, or reseller. If a Participating Entity issues a purchase order, it may use its own forms, but the purchase order should clearly note the applicable Sourcewell contract number. All Participating Entity orders under this Contract must be issued prior to expiration or cancellation of this Contract. For avoidance of doubt, if a Participating Entity order extends beyond the Contract's expiration or cancellation, in addition to the survival terms set forth in Section 1.B of this Contract, Supplier’s Master Services and Purchasing Agreement (MSPA) shall also apply, governing the order until all obligations of both the Participating Entity and Supplier are fulfilled.

Supplier’s acceptable forms of payment are included in its attached Proposal. Participating Entities will be solely responsible for payment and Sourcewell will have no liability for any unpaid invoice of any Participating Entity.

B. ADDITIONAL TERMS AND CONDITIONS/PARTICIPATING ADDENDUM. The Supplier's Master Services and Purchasing Agreement (MSPA) attached hereto as Exhibit A is hereby added and incorporated into this Contract. Additional terms and conditions to a purchase order, or other required transaction documentation, may be negotiated between a Participating Entity and Supplier, such as job or industry-specific requirements, legal requirements (e.g., affirmative action or immigration status requirements), or specific local policy requirements. Some Participating Entities may require the use of a Participating Addendum, the terms of which will be negotiated directly between the Participating Entity and the Supplier or its authorized dealers, distributors, or resellers, as applicable. Any negotiated additional terms and conditions must never be less favorable to the Participating Entity than what is contained in this Contract.

C. SPECIALIZED SERVICE REQUIREMENTS. In the event that the Participating Entity requires service or specialized performance requirements not addressed in this Contract (such as e- commerce specifications, specialized delivery requirements, or other specifications and requirements), the Participating Entity and the Supplier may enter into a separate, standalone agreement, apart from this Contract. Sourcewell, including its agents and employees, will not be made a party to a claim for breach of such agreement.

D. TERMINATION OF ORDERS. Participating Entities may terminate an order, in whole or in part, immediately upon notice to Supplier in the event of any of the following events:

1. The Participating Entity fails to receive funding or appropriation from its governing body at levels sufficient to pay for the equipment, products, or services to be purchased; or

2. Federal, state, or provincial laws or regulations prohibit the purchase or change the Participating Entity’s requirements.

E. GOVERNING LAW AND VENUE. The governing law and venue for any action related to a Participating Entity’s order will be determined by the Participating Entity making the purchase.











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Rev. 3/2022 6

7. CUSTOMER SERVICE

A. PRIMARY ACCOUNT REPRESENTATIVE. Supplier will assign an Account Representative to Sourcewell for this Contract and must provide prompt notice to Sourcewell if that person is changed. The Account Representative will be responsible for:

x Maintenance and management of this Contract;
x Timely response to all Sourcewell and Participating Entity inquiries; and x Business reviews to Sourcewell and Participating Entities, if applicable.

B. BUSINESS REVIEWS. Supplier must perform a minimum of one business review with Sourcewell per contract year. The business review will cover sales to Participating Entities, pricing and contract terms, administrative fees, sales data reports, performance issues, supply issues, customer issues, and any other necessary information.

8. REPORT ON CONTRACT SALES ACTIVITY AND ADMINISTRATIVE FEE PAYMENT

A. CONTRACT SALES ACTIVITY REPORT. Each calendar quarter, Supplier must provide a contract sales activity report (Report) to the Sourcewell Supplier Development Administrator assigned to this Contract. Reports are due no later than 45 days after the end of each calendar quarter. A Report must be provided regardless of the number or amount of sales during that quarter (i.e., if there are no sales, Supplier must submit a report indicating no sales were made).

The Report must contain the following fields:

x Participating Entity Name (e.g., City of Staples Highway Department); x Participating Entity Physical Street Address;
x Participating Entity City;
x Participating Entity State/Province;
x Participating Entity Zip/Postal Code;
x Participating Entity Contact Name;
x Participating Entity Contact Email Address;
x Participating Entity Contact Telephone Number;
x Sourcewell Assigned Entity/Participating Entity Number; x Item Purchased Description;
x Item Purchased Price;
x Sourcewell Administrative Fee Applied; and
x Date Purchase was invoiced/sale was recognized as revenue by Supplier.

B. ADMINISTRATIVE FEE. In consideration for the support and services provided by Sourcewell, the Supplier will pay an administrative fee to Sourcewell on all Equipment, Products, and 









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Rev. 3/2022 7

Services provided to Participating Entities. The Administrative Fee must be included in, and not added to, the pricing. Supplier may not charge Participating Entities more than the contracted price to offset the Administrative Fee.

The Supplier will submit payment to Sourcewell for the percentage of administrative fee stated in the Proposal multiplied by the total sales of all Equipment, Products, and Services purchased by Participating Entities under this Contract during each calendar quarter. Payments should note the Supplier’s name and Sourcewell-assigned contract number in the memo; and must be mailed to the address above “Attn: Accounts Receivable” or remitted electronically to Sourcewell’s banking institution per Sourcewell’s Finance department instructions. Payments must be received no later than 45 calendar days after the end of each calendar quarter.

Supplier agrees to cooperate with Sourcewell in auditing transactions under this Contract to ensure that the administrative fee is paid on all items purchased under this Contract.

In the event the Supplier is delinquent in any undisputed administrative fees, Sourcewell reserves the right to cancel this Contract and reject any proposal submitted by the Supplier in any subsequent solicitation. In the event this Contract is cancelled by either party prior to the Contract’s expiration date, the administrative fee payment will be due no more than 30 days from the cancellation date.

9. AUTHORIZED REPRESENTATIVE

Sourcewell's Authorized Representative is its Chief Procurement Officer.

Supplier’s Authorized Representative is the person named in the Supplier’s Proposal. If Supplier’s Authorized Representative changes at any time during this Contract, Supplier must promptly notify Sourcewell in writing.

10. AUDIT, ASSIGNMENT, AMENDMENTS, WAIVER, AND CONTRACT COMPLETE

A. AUDIT. Pursuant to Minnesota Statutes Section 16C.05, subdivision 5, the books, records, documents, and accounting procedures and practices relevant to this Contract are subject to examination by Sourcewell or the Minnesota State Auditor for a minimum of six years from the end of this Contract. This clause extends to Participating Entities as it relates to business conducted by that Participating Entity under this Contract.

B. ASSIGNMENT. Neither party may assign or otherwise transfer its rights or obligations under this Contract without the prior written consent of the other party and a fully executed assignment agreement. Such consent will not be unreasonably withheld. Any prohibited assignment will be invalid.











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Rev. 3/2022 8

C. AMENDMENTS. Any amendment to this Contract must be in writing and will not be effective until it has been duly executed by the parties.

D. WAIVER. Failure by either party to take action or assert any right under this Contract will not be deemed a waiver of such right in the event of the continuation or repetition of the circumstances giving rise to such right. Any such waiver must be in writing and signed by the parties.

E. CONTRACT COMPLETE. This Contract represents the complete agreement between the parties. No other understanding regarding this Contract, whether written or oral, may be used to bind either party. For any conflict between the attached Proposal and the terms set out in Articles 1-22 of this Contract, the terms of Articles 1-22 will govern.

F. RELATIONSHIP OF THE PARTIES. The relationship of the parties is one of independent contractors, each free to exercise judgment and discretion with regard to the conduct of their respective businesses. This Contract does not create a partnership, joint venture, or any other relationship such as master-servant, or principal-agent.

11. INDEMNITY AND HOLD HARMLESS

Supplier must indemnify, defend, save, and hold Sourcewell and its Participating Entities, including their agents and employees, harmless from any claims or causes of action, including reasonable attorneys’ fees incurred by Sourcewell or its Participating Entities, arising out of any negligent act or omission in the performance of this Contract by the Supplier or its agents or employees; this indemnification includes injury or death to person(s) or property alleged to have been caused by some defect in the Equipment, Products, or Services under this Contract to the extent the Equipment, Product, or Service has been used according to its specifications.

In no event will Supplier be liable for any special, indirect, incidental, exemplary, or consequential damages for any cause of action, whether in contract or tort. Sourcewell’s responsibility will be governed by the State of Minnesota’s Tort Liability Act (Minnesota Statutes Chapter 466) and other applicable law.

12. GOVERNMENT DATA PRACTICES

Supplier and Sourcewell must comply with the Minnesota Government Data Practices Act, Minnesota Statutes Chapter 13, as it applies to all data provided by or provided to Sourcewell under this Contract and as it applies to all data created, collected, received, maintained, or disseminated by the Supplier under this Contract.

13. INTELLECTUAL PROPERTY, PUBLICITY, MARKETING, AND ENDORSEMENT

A. INTELLECTUAL PROPERTY

1. Grant of License. During the term of this Contract:










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Rev. 3/2022 9

a. Sourcewell grants to Supplier a royalty-free, worldwide, non-exclusive right and license to use the trademark(s) provided to Supplier by Sourcewell in advertising and promotional materials for the purpose of marketing Sourcewell’s relationship with Supplier.
b. Supplier grants to Sourcewell a royalty-free, worldwide, non-exclusive right and license to use Supplier’s trademarks in advertising and promotional materials for the purpose of marketing Supplier’s relationship with Sourcewell.

2. Limited Right of Sublicense. The right and license granted herein includes a limited right of each party to grant sublicenses to their respective subsidiaries, distributors, dealers, resellers, marketing representatives, and agents (collectively “Permitted Sublicensees”) in advertising and promotional materials for the purpose of marketing the Parties’ relationship to Participating Entities. Any sublicense granted will be subject to the terms and conditions of this Article. Each party will be responsible for any breach of this Article by any of their respective sublicensees.

3. Use; Quality Control.
a. Neither party may alter the other party’s trademarks from the form provided and must comply with removal requests as to specific uses of its trademarks or logos.
b. Each party agrees to use, and to cause its Permitted Sublicensees to use, the other party’s trademarks only in good faith and in a dignified manner consistent with such party’s use of the trademarks. Upon written notice to the breaching party, the breaching party has 30 days of the date of the written notice to cure the breach or the license will be terminated.

4. Termination. Upon the termination of this Contract for any reason, each party, including Permitted Sublicensees, will have 30 days to remove all Trademarks from signage, websites, and the like bearing the other party’s name or logo (excepting Sourcewell’s pre-printed catalog of suppliers which may be used until the next printing). Supplier must return all marketing and promotional materials, including signage, provided by Sourcewell, or dispose of it according to Sourcewell’s written directions.

B. PUBLICITY. Any publicity regarding the subject matter of this Contract must not be released without prior written approval from the Authorized Representatives. Publicity includes notices, informational pamphlets, press releases, research, reports, signs, and similar public notices prepared by or for the Supplier individually or jointly with others, or any subcontractors, with respect to the program, publications, or services provided resulting from this Contract.

C. MARKETING. Any direct advertising, marketing, or offers with Participating Entities must be approved by Sourcewell. Send all approval requests to the Sourcewell Supplier Development Administrator assigned to this Contract.

D. ENDORSEMENT. The Supplier must not claim that Sourcewell endorses its Equipment, Products, or Services.











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14. GOVERNING LAW, JURISDICTION, AND VENUE

The substantive and procedural laws of the State of Minnesota will govern this Contract. Venue for all legal proceedings arising out of this Contract, or its breach, must be in the appropriate state court in Todd County, Minnesota or federal court in Fergus Falls, Minnesota.

15. FORCE MAJEURE

Neither party to this Contract will be held responsible for delay or default caused by acts of God or other conditions that are beyond that party’s reasonable control. A party defaulting under this provision must provide the other party prompt written notice of the default.

16. SEVERABILITY

If any provision of this Contract is found by a court of competent jurisdiction to be illegal, unenforceable, or void then both parties will be relieved from all obligations arising from that provision. If the remainder of this Contract is capable of being performed, it will not be affected by such determination or finding and must be fully performed.

17. PERFORMANCE, DEFAULT, AND REMEDIES

A. PERFORMANCE. During the term of this Contract, the parties will monitor performance and address unresolved contract issues as follows:

1. Notification. The parties must promptly notify each other of any known dispute and work in good faith to resolve such dispute within a reasonable period of time. If necessary, Sourcewell and the Supplier will jointly develop a short briefing document that describes the issue(s), relevant impact, and positions of both parties.

2. Escalation. If parties are unable to resolve the issue in a timely manner, as specified above, either Sourcewell or Supplier may escalate the resolution of the issue to a higher level of management. The Supplier will have 30 calendar days to cure an outstanding issue.

3. Performance while Dispute is Pending. Notwithstanding the existence of a dispute, the Supplier must continue without delay to carry out all of its responsibilities under the Contract that are not affected by the dispute. If the Supplier fails to continue without delay to perform its responsibilities under the Contract, in the accomplishment of all undisputed work, the Supplier will bear any additional costs incurred by Sourcewell and/or its Participating Entities as a result of such failure to proceed.

B. DEFAULT AND REMEDIES. Either of the following constitutes cause to declare this Contract, or any Participating Entity order under this Contract, in default:

1. Nonperformance of contractual requirements, or

2. A material breach of any term or condition of this Contract. 









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The party claiming default must provide written notice of the default, with 30 calendar days to cure the default. Time allowed for cure will not diminish or eliminate any liability for liquidated or other damages. If the default remains after the opportunity for cure, the non-defaulting party may:

x Exercise any remedy provided by law or equity, or
x Terminate the Contract or any portion thereof, including any orders issued against the Contract.

18. INSURANCE

A. REQUIREMENTS. At its own expense, Supplier must maintain insurance policy(ies) in effect at all times during the performance of this Contract with insurance company(ies) licensed or authorized to do business in the State of Minnesota having an “AM BEST” rating of A- or better, with coverage and limits of insurance not less than the following:

1. Workers’ Compensation and Employer’s Liability.

Workers’ Compensation: As required by any applicable law or regulation.

Employer's Liability Insurance: must be provided in amounts not less than listed below:

Minimum limits:
$500,000 each accident for bodily injury by accident
$500,000 policy limit for bodily injury by disease
$500,000 each employee for bodily injury by disease

2. Commercial General Liability Insurance. Supplier will maintain insurance covering its operations, with coverage on an occurrence basis, and must be subject to terms no less broad than the Insurance Services Office (“ISO”) Commercial General Liability Form CG0001 (2001 or newer edition), or equivalent. At a minimum, coverage must include liability arising from premises, operations, bodily injury and property damage, independent contractors, products-completed operations including construction defect, contractual liability, blanket contractual liability, and personal injury and advertising injury. All required limits, terms and conditions of coverage must be maintained during the term of this Contract.

Minimum Limits:
$1,000,000 each occurrence Bodily Injury and Property Damage $1,000,000 Personal and Advertising Injury
$2,000,000 aggregate for products liability-completed operations $2,000,000 general aggregate

3. Commercial Automobile Liability Insurance. During the term of this Contract, Supplier will maintain insurance covering all owned, hired, and non-owned automobiles in limits of liability not less than indicated below. The coverage must be subject to terms 









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no less broad than ISO Business Auto Coverage Form CA 0001 (2010 edition or newer), or equivalent.

Minimum Limits:
$1,000,000 each accident, combined single limit

4. Umbrella Insurance. During the term of this Contract, Supplier will maintain umbrella coverage over Employer’s Liability, Commercial General Liability, and Commercial Automobile.

Minimum Limits:
$2,000,000

5. Professional/Technical, Errors and Omissions, and/or Miscellaneous Professional Liability. During the term of this Contract, Supplier will maintain coverage for all claims the Supplier may become legally obligated to pay resulting from any actual or alleged negligent act, error, or omission related to Supplier’s professional services required under this Contract.

Minimum Limits:
$2,000,000 per claim or event
$2,000,000 – annual aggregate

6. Network Security and Privacy Liability Insurance. During the term of this Contract, Supplier will maintain coverage for network security and privacy liability. The coverage may be endorsed on another form of liability coverage or written on a standalone policy. The insurance must cover claims which may arise from failure of Supplier’s security resulting in, but not limited to, computer attacks, unauthorized access, disclosure of not public data – including but not limited to, confidential or private information, transmission of a computer virus, or denial of service.

Minimum limits:
$2,000,000 per occurrence
$2,000,000 annual aggregate

Failure of Supplier to maintain the required insurance will constitute a material breach entitling Sourcewell to immediately terminate this Contract for default.

B. CERTIFICATES OF INSURANCE. Prior to commencing under this Contract, Supplier must furnish to Sourcewell a certificate of insurance, as evidence of the insurance required under this Contract. Prior to expiration of the policy(ies), renewal certificates must be mailed to Sourcewell, 202 12th Street Northeast, P.O. Box 219, Staples, MN 56479 or sent to the Sourcewell Supplier Development Administrator assigned to this Contract. The certificates must be signed by a person authorized by the insurer(s) to bind coverage on their behalf.











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Failure to request certificates of insurance by Sourcewell, or failure of Supplier to provide certificates of insurance, in no way limits or relieves Supplier of its duties and responsibilities in this Contract.

C. ADDITIONAL INSURED ENDORSEMENT AND PRIMARY AND NON-CONTRIBUTORY INSURANCE CLAUSE. Supplier agrees to list Sourcewell and its Participating Entities, including their officers, agents, and employees, as an additional insured under the Supplier’s commercial general liability insurance policy with respect to liability arising out of activities, “operations,” or “work” performed by or on behalf of Supplier, and products and completed operations of Supplier. The policy provision(s) or endorsement(s) must further provide that coverage is primary and not excess over or contributory with any other valid, applicable, and collectible insurance or self-insurance in force for the additional insureds.

D. WAIVER OF SUBROGATION. Supplier waives and must require (by endorsement or otherwise) all its insurers to waive subrogation rights against Sourcewell and other additional insureds for losses paid under the insurance policies required by this Contract or other insurance applicable to the Supplier or its subcontractors. The waiver must apply to all deductibles and/or self-insured retentions applicable to the required or any other insurance maintained by the Supplier or its subcontractors. Where permitted by law, Supplier must require similar written express waivers of subrogation and insurance clauses from each of its subcontractors.

E. UMBRELLA/EXCESS LIABILITY/SELF-INSURED RETENTION. The limits required by this Contract can be met by either providing a primary policy or in combination with umbrella/excess liability policy(ies), or self-insured retention.

19. COMPLIANCE

A. LAWS AND REGULATIONS. All Equipment, Products, or Services provided under this Contract must comply fully with applicable federal laws and regulations, and with the laws in the states and provinces in which the Equipment, Products, or Services are sold.

B. LICENSES. Supplier must maintain a valid and current status on all required federal, state/provincial, and local licenses, bonds, and permits required for the operation of the business that the Supplier conducts with Sourcewell and Participating Entities.

20. BANKRUPTCY, DEBARMENT, OR SUSPENSION CERTIFICATION

Supplier certifies and warrants that it is not in bankruptcy or that it has previously disclosed in writing certain information to Sourcewell related to bankruptcy actions. If at any time during this Contract Supplier declares bankruptcy, Supplier must immediately notify Sourcewell in writing.











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Supplier certifies and warrants that neither it nor its principals are presently debarred, suspended, proposed for debarment, declared ineligible, or voluntarily excluded from programs operated by the State of Minnesota; the United States federal government or the Canadian government, as applicable; or any Participating Entity. Supplier certifies and warrants that neither it nor its principals have been convicted of a criminal offense related to the subject matter of this Contract. Supplier further warrants that it will provide immediate written notice to Sourcewell if this certification changes at any time.

21. PROVISIONS FOR NON-UNITED STATES FEDERAL ENTITY PROCUREMENTS UNDER

UNITED STATES FEDERAL AWARDS OR OTHER AWARDS

Participating Entities that use United States federal grant or FEMA funds to purchase goods or services from this Contract may be subject to additional requirements including the procurement standards of the Uniform Administrative Requirements, Cost Principles and Audit Requirements for Federal Awards, 2 C.F.R. § 200. Participating Entities may have additional requirements based on specific funding source terms or conditions. Within this Article, all references to “federal” should be interpreted to mean the United States federal government.

The following list only applies when a Participating Entity accesses Supplier’s Equipment, Products, or Services with United States federal funds.

A. EQUAL EMPLOYMENT OPPORTUNITY. Except as otherwise provided under 41 C.F.R. § 60, all contracts that meet the definition of “federally assisted construction contract” in 41 C.F.R. § 60-

1.3 must include the equal opportunity clause provided under 41 C.F.R. §60-1.4(b), in accordance with Executive Order 11246, “Equal Employment Opportunity” (30 FR 12319, 12935, 3 C.F.R. §, 1964-1965 Comp., p. 339), as amended by Executive Order 11375, “Amending Executive Order 11246 Relating to Equal Employment Opportunity,” and implementing regulations at 41 C.F.R. § 60, “Office of Federal Contract Compliance Programs, Equal Employment Opportunity, Department of Labor.” The equal opportunity clause is incorporated herein by reference.

B. DAVIS-BACON ACT, AS AMENDED (40 U.S.C. § 3141-3148). When required by federal program legislation, all prime construction contracts in excess of $2,000 awarded by non- federal entities must include a provision for compliance with the Davis-Bacon Act (40 U.S.C. § 3141-3144, and 3146-3148) as supplemented by Department of Labor regulations (29 C.F.R. § 5, “Labor Standards Provisions Applicable to Contracts Covering Federally Financed and Assisted Construction”). In accordance with the statute, contractors must be required to pay wages to laborers and mechanics at a rate not less than the prevailing wages specified in a wage determination made by the Secretary of Labor. In addition, contractors must be required to pay wages not less than once a week. The non-federal entity must place a copy of the current prevailing wage determination issued by the Department of Labor in each solicitation. The decision to award a contract or subcontract must be conditioned upon the acceptance of the wage determination. The non-federal entity must report all suspected or reported violations to the federal awarding agency. The contracts must also include a provision for compliance with 









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the Copeland “Anti-Kickback” Act (40 U.S.C. § 3145), as supplemented by Department of Labor regulations (29 C.F.R. § 3, “Contractors and Subcontractors on Public Building or Public Work Financed in Whole or in Part by Loans or Grants from the United States”). The Act provides that each contractor or subrecipient must be prohibited from inducing, by any means, any person employed in the construction, completion, or repair of public work, to give up any part of the compensation to which he or she is otherwise entitled. The non-federal entity must report all suspected or reported violations to the federal awarding agency. Supplier must be in compliance with all applicable Davis-Bacon Act provisions.

C. CONTRACT WORK HOURS AND SAFETY STANDARDS ACT (40 U.S.C. § 3701-3708). Where applicable, all contracts awarded by the non-federal entity in excess of $100,000 that involve the employment of mechanics or laborers must include a provision for compliance with 40 U.S.C. §§ 3702 and 3704, as supplemented by Department of Labor regulations (29 C.F.R. § 5).

Under 40 U.S.C. § 3702 of the Act, each contractor must be required to compute the wages of every mechanic and laborer on the basis of a standard work week of 40 hours. Work in excess of the standard work week is permissible provided that the worker is compensated at a rate of not less than one and a half times the basic rate of pay for all hours worked in excess of 40 hours in the work week. The requirements of 40 U.S.C. § 3704 are applicable to construction work and provide that no laborer or mechanic must be required to work in surroundings or under working conditions which are unsanitary, hazardous or dangerous. These requirements do not apply to the purchases of supplies or materials or articles ordinarily available on the open market, or contracts for transportation or transmission of intelligence. This provision is hereby incorporated by reference into this Contract. Supplier certifies that during the term of an award for all contracts by Sourcewell resulting from this procurement process, Supplier must comply with applicable requirements as referenced above.

D. RIGHTS TO INVENTIONS MADE UNDER A CONTRACT OR AGREEMENT. If the federal award meets the definition of “funding agreement” under 37 C.F.R. § 401.2(a) and the recipient or subrecipient wishes to enter into a contract with a small business firm or nonprofit organization regarding the substitution of parties, assignment or performance of experimental, developmental, or research work under that “funding agreement,” the recipient or subrecipient must comply with the requirements of 37 C.F.R. § 401, “Rights to Inventions Made by Nonprofit Organizations and Small Business Firms Under Government Grants, Contracts and Cooperative Agreements,” and any implementing regulations issued by the awarding agency. Supplier certifies that during the term of an award for all contracts by Sourcewell resulting from this procurement process, Supplier must comply with applicable requirements as referenced above.

E. CLEAN AIR ACT (42 U.S.C. § 7401-7671Q.) AND THE FEDERAL WATER POLLUTION CONTROL ACT (33 U.S.C. § 1251-1387). Contracts and subgrants of amounts in excess of $150,000 require the non-federal award to agree to comply with all applicable standards, orders or regulations issued pursuant to the Clean Air Act (42 U.S.C. § 7401- 7671q) and the Federal Water Pollution Control Act as amended (33 U.S.C. § 1251- 1387). Violations must be reported to the Federal awarding agency and the Regional Office of the Environmental Protection Agency (EPA). 









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Supplier certifies that during the term of this Contract will comply with applicable requirements as referenced above.

F. DEBARMENT AND SUSPENSION (EXECUTIVE ORDERS 12549 AND 12689). A contract award (see 2 C.F.R. § 180.220) must not be made to parties listed on the government wide exclusions in the System for Award Management (SAM), in accordance with the OMB guidelines at 2 C.F.R. §180 that implement Executive Orders 12549 (3 C.F.R. § 1986 Comp., p. 189) and 12689 (3 C.F.R. § 1989 Comp., p. 235), “Debarment and Suspension.” SAM Exclusions contains the names of parties debarred, suspended, or otherwise excluded by agencies, as well as parties declared ineligible under statutory or regulatory authority other than Executive Order 12549. Supplier certifies that neither it nor its principals are presently debarred, suspended, proposed for debarment, declared ineligible, or voluntarily excluded from participation by any federal department or agency.

G. BYRD ANTI-LOBBYING AMENDMENT, AS AMENDED (31 U.S.C. § 1352). Suppliers must file any required certifications. Suppliers must not have used federal appropriated funds to pay any person or organization for influencing or attempting to influence an officer or employee of any agency, a member of Congress, officer or employee of Congress, or an employee of a member of Congress in connection with obtaining any federal contract, grant, or any other award covered by 31 U.S.C. § 1352. Suppliers must disclose any lobbying with non-federal funds that takes place in connection with obtaining any federal award. Such disclosures are forwarded from tier to tier up to the non-federal award. Suppliers must file all certifications and disclosures required by, and otherwise comply with, the Byrd Anti-Lobbying Amendment (31 U.S.C. § 1352).

H. RECORD RETENTION REQUIREMENTS. To the extent applicable, Supplier must comply with the record retention requirements detailed in 2 C.F.R. § 200.333. The Supplier further certifies that it will retain all records as required by 2 C.F.R. § 200.333 for a period of 3 years after grantees or subgrantees submit final expenditure reports or quarterly or annual financial reports, as applicable, and all other pending matters are closed.

I. ENERGY POLICY AND CONSERVATION ACT COMPLIANCE. To the extent applicable, Supplier must comply with the mandatory standards and policies relating to energy efficiency which are contained in the state energy conservation plan issued in compliance with the Energy Policy and Conservation Act.

J. BUY AMERICAN PROVISIONS COMPLIANCE. To the extent applicable, Supplier must comply with all applicable provisions of the Buy American Act. Purchases made in accordance with the Buy American Act must follow the applicable procurement rules calling for free and open competition.

K. ACCESS TO RECORDS (2 C.F.R. § 200.336). Supplier agrees that duly authorized representatives of a federal agency must have access to any books, documents, papers and 









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records of Supplier that are directly pertinent to Supplier’s discharge of its obligations under this Contract for the purpose of making audits, examinations, excerpts, and transcriptions. The right also includes timely and reasonable access to Supplier’s personnel for the purpose of interview and discussion relating to such documents.

L. PROCUREMENT OF RECOVERED MATERIALS (2 C.F.R. § 200.322). A non-federal entity that is a state agency or agency of a political subdivision of a state and its contractors must comply with Section 6002 of the Solid Waste Disposal Act, as amended by the Resource Conservation and Recovery Act. The requirements of Section 6002 include procuring only items designated in guidelines of the Environmental Protection Agency (EPA) at 40 C.F.R. § 247 that contain the highest percentage of recovered materials practicable, consistent with maintaining a satisfactory level of competition, where the purchase price of the item exceeds $10,000 or the value of the quantity acquired during the preceding fiscal year exceeded $10,000; procuring solid waste management services in a manner that maximizes energy and resource recovery; and establishing an affirmative procurement program for procurement of recovered materials identified in the EPA guidelines.

M. FEDERAL SEAL(S), LOGOS, AND FLAGS. The Supplier cannot use the seal(s), logos, crests, or reproductions of flags or likenesses of Federal agency officials without specific pre-approval.

N. NO OBLIGATION BY FEDERAL GOVERNMENT. The U.S. federal government is not a party to this Contract or any purchase by a Participating Entity and is not subject to any obligations or liabilities to the Participating Entity, Supplier, or any other party pertaining to any matter resulting from the Contract or any purchase by an authorized user.

O. PROGRAM FRAUD AND FALSE OR FRAUDULENT STATEMENTS OR RELATED ACTS. The Contractor acknowledges that 31 U.S.C. 38 (Administrative Remedies for False Claims and Statements) applies to the Supplier’s actions pertaining to this Contract or any purchase by a Participating Entity.

P. FEDERAL DEBT. The Supplier certifies that it is non-delinquent in its repayment of any federal debt. Examples of relevant debt include delinquent payroll and other taxes, audit disallowance, and benefit overpayments.

Q. CONFLICTS OF INTEREST. The Supplier must notify the U.S. Office of General Services, Sourcewell, and Participating Entity as soon as possible if this Contract or any aspect related to the anticipated work under this Contract raises an actual or potential conflict of interest (as described in 2 C.F.R. Part 200). The Supplier must explain the actual or potential conflict in writing in sufficient detail so that the U.S. Office of General Services, Sourcewell, and Participating Entity are able to assess the actual or potential conflict; and provide any additional information as necessary or requested.











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R. U.S. EXECUTIVE ORDER 13224. The Supplier, and its subcontractors, must comply with U.S.

Executive Order 13224 and U.S. Laws that prohibit transactions with and provision of resources and support to individuals and organizations associated with terrorism.

S. PROHIBITION ON CERTAIN TELECOMMUNICATIONS AND VIDEO SURVEILLANCE SERVICES OR EQUIPMENT. To the extent applicable, Supplier certifies that during the term of this Contract it will comply with applicable requirements of 2 C.F.R. § 200.216.

T. DOMESTIC PREFERENCES FOR PROCUREMENTS. To the extent applicable, Supplier certifies that during the term of this Contract will comply with applicable requirements of 2 C.F.R. § 200.322.

22. CANCELLATION

Sourcewell or Supplier may cancel this Contract at any time, with or without cause, upon 60 days’ written notice to the other party. However, Sourcewell may cancel this Contract immediately upon discovery of a material defect in any certification made in Supplier’s Proposal. Cancellation of this Contract does not relieve either party of financial, product, or service obligations incurred or accrued prior to cancellation.

Sourcewell Axon Enterprise, Inc.

By: __________________________ By: __________________________ Jeremy Schwartz Robert Driscoll
Title: Chief Procurement Officer Title: Vice President Legal, Associate General Counsel

Date: ________________________

Date: ________________________











 



 



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Exhibit A
Axon Master Services and Purchasing Agreement (MSPA)











Master Services and Purchasing Agreement for Agency
Title: Master Services and Purchasing Agreement between Axon and Agency Department: Legal
Version: 19.0
Release Date: 8/18/2023 Page 1 of 40
This Master Services and Purchasing Agreement ("Agreement") is between Axon Enterprise, Inc. ("Axon"), and the agency listed below or, if no agency is listed below, the agency on the Quote attached hereto ("Agency"). This Agreement is effective as of the later of the (a) last signature date on this Agreement or (b) signature date on the Quote ("Effective Date"). Axon and Agency are each a "Party" and collectively "Parties". This Agreement governs Agency’s purchase and use of the Axon Devices and Services detailed in the Quote Appendix (" Quote"). It is the intent of the Parties that this Agreement will govern all subsequent purchases by Agency for t he same Axon Devices and Services in the Quote, and all such subsequent quotes accepted by Agency shall be also incorporated into this Agreement by reference as a Quote.

The Parties agree as follows:

1. Definitions.

1.1. " Axon Cloud Services" means Axon’s web services for Axon Evidence, Axon Records, Axon Dispatch, and interactions between Axon Evidence and Axon Devices or Axon client software. Axon Cloud Service excludes third-party applications, hardware warranties, 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 Agency’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 conti nues until all subscriptions hereunder have expired or have been terminated ("Term").

2.1. All subscriptions including Axon Evidence, Axon Fleet, Officer Safety Plans, Technology Assurance Plans, and TASER 7 or TASER 10 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 will automatically renew for an additional 5 years ("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. For all other purchases, Axon may increase pricing on all line items in the Quote by up to 3% at the beginning of each year of the Renewal Term. New devices and services may require additional terms. Axon will not authorize services until Axon receives a signed Quote or accepts a purchase order, whichever is first.

3. Payment. Axon invoices upon shipment, or on the date specified within the invoicing plan in the Quote. Payment is due net 30 days from the invoice date. Payment obligations are non-cancelable. Unless otherwise prohibited by law, Agency 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. Agency will pay invoices without setof f, deduction, or withholding. If Axon sends a past due account to collections, Agency is responsible for collection and attorneys’ fees.

4. Taxes. Agency is responsible for sales and other taxes associated with the order unless Agency provides Axon a valid tax exemption certificate.

5. Shipping. 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 Agency upon Axon’s delivery to the common carrier. Agency is responsible for any shipping charges in the Quote.

6. Returns. All sales are final. Axon does not allow refunds or e xchanges, except warranty returns or as provided by state or federal law.

7. Warranty.

7.1. Limited Warranty. Axon warrants that Axon-manufactured Devices are free from defects in workmanship and materials for one (1) year from the date of Agency’s receipt, except Signal Sidearm and Axon-manufactured accessories, which Axon warrants for thirty (30) months and ninety (90) days, respectively, from the date of Agency’s receipt. Used conducted energy weapon ("CEW") cartridges are deemed to have operated properly.

Extended warranties run from the expiration of the one- (1-) year hardware warranty through the extended warranty term.

7.2. Disclaimer. All software and Axon Cloud Services ar e provided "AS IS," without any warranty of any kind, either express or implied, including without li mitation the implied warranties of merchantability, 









Master Services and Purchasing Agreement for Agency
Title: Master Services and Purchasing Agreement between Axon and Agency Department: Legal
Version: 19.0
Release Date: 8/18/2023 Page 2 of 40
fitness for a particular purpose and non-infringe ment. Axon Devices and Services that are not manufactured, published or performed by Axon (" Third-Party Products") are not covered by Axon’s warranty and are only subject to the warranties of the third-party provider or manufacturer.

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 Devi ce 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 Agency exchanges an Axon Device or part, the replacement item becomes Agency’s property, and the replaced item becomes Axon’s property. Befo re delivering an Axon-manufactured Device for service, Agency 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 Agency 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 Agency 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 Agency in accordance with shipping terms under Section

5. Axon assumes no liability or obligation in the event Agency 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 Agency resells Axon Devices.

7.5.1. To the extent permitted by law, the above w arranties and remedies are exclusive. Axon disclaims all other warranties, remedies, and cond itions, 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 d escribed above and by the provisions in this Agreement. Agency confirms and agrees that, in deciding whether to sign this Agreement, it 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 any Axon Device or Service will not exceed the purchase price paid to Axon for the Axon Device, or if for Services, the amount paid for such Services over the twelve (12) months preceding the claim. Neither Party will be liable for direct, special, indirect, incidental, punitive or conseq uential 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 Software and Services . Use of software or services other than those provided by Axon is governed by the terms, if any, entered into between Agency 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.

7.8. Axon Aid. Upon mutual agreement between Axon and Agenc y, Axon may provide certain products and services to Agency, as a charitable donation under th e Axon Aid program. In such event, Agency 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. Agency agrees not to make or bring any such claim against any Releasee, an
d forever release and discharge all Releasees from
liability under such claims. Agency expressly allows Axon to publicly announce its participation in Axon Aid and use its name in marketing materials. Axon may termin ate the Axon Aid program without cause immediately upon notice to the Agency.

8. Statement of Work. Certain Axon Devices and Services, including Axon Interview Room, Axon Channel Services, 









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and Axon Fleet, may require a Statement of Work that details Axon’s Service deliverables ("SOW"). In the event Axon provides an SOW to Agency, Axon is only responsible fo r the performance of Services described in the SOW.

Additional 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 fees or schedule. The SOW is incorporated into this Agreement by reference.

9. Axon Device Warnings. See www.axon.com/legal for the most current Axon Device warnings.

10. Design Changes. Axon may make design changes to any Axon Device or Service without notifying Agency or making the same change to Axon Devices and Services previously purchased by Agency.

11. Bundled Offerings. Some offerings in bundled offerings may not be generally available at the time of Agency’s purchase. Axon will not provide a refund, credit, or additional discount beyond what is in the Quote due to a delay of availability or Agency’s election not to utilize any portion of an Axon bundle.

12. Insurance. Axon will maintain General Liabili ty, Workers’ Compensation, and Automobile Liability insurance. Upon request, Axon will supply certificates of insurance.

13. 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. Agency will not cause any Axon proprietary rights to be violated.

14. IP Indemnification. Axon will indemnify Agency against all claims, losses, and reasonable expenses from any third- party claim alleging that the use of Axon-manufactured Devi ces or Services infringes or misappropriates the third- party’s intellectual property rights. Agency must promptly provide Axon with writ ten 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-manufactured Devices or Services by Agency or a third-party not approved by Axon; (b) use of Axon- manufactured Devices and Services in combination with hardware or services not approved by Axon; (c) use of Axon Devices and Services other than as permitted in this Agreement; or (d) use of Axon software that is not the most current release provided by Axon.

15. Agency Responsibilities. Agency is responsible for (a) Agency’s use of Axon Devices; (b) breach of this Agreement or violation of applicable law by Agency or an Agency end user; (c) disputes between Agency and a third-party over Agency’s use of Axon Devices; (d) ensuring Axon Devices are destroyed and disposed of securely and sustainably at Agency’s cost; and (e) any regulatory violations or fines, as a result of improper destruction or disposal of Axon Devices.

16. Termination.

16.1. 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 at the end of thirty (30) days. If Agency 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.

16.2. By Agency. If sufficient funds are not appropriated or otherwise legally available to pay the fees, Agency may terminate this Agreement. Agency will deliver notice of te rmination under this section as soon as reasonably practicable.

16.3. Effect of Termination . Upon termination of this Agreement, A gency rights immediately terminate. Agency remains responsible for all fees incurred before the effective date of termination. If Agency 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 Agency the differ ence between the MSRP for Axon Devices received, including any Spare Axon Devices, and amounts paid towards those Axon Devices. Only if terminating for non- appropriation, Agency may return Axon Devices to Axon wi thin thirty (30) days of termination. MSRP is the standalone price of the individual Axon Device at the time of sale. For bundled Axon Devices, MSRP is the standalone price of all individual components.

17. Confidentiality. "Confidential Information" means nonpublic information designated as confidential or, given the nature of the information or circumstances surroundi ng 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 Agency receives a public records request to disclose Axon Confidential Information, to the extent allowed by law, Agency will provide notice to Axon before disclosure. Axon may publicly announce information related to this Agreement. 









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18. General.

18.1. Force Majeure. Neither Party will be liable for any delay or failure to perform due to a cause beyond a Party’s reasonable control.

18.2. 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, agency, fiduciary, or employment relationship between the Parties.

18.3. Third-Party Beneficiaries. There are no third-party beneficiaries under this Agreement.

18.4. 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 breastfeedin g; sexual orientation; marital status; age; national origin; ancestry; genetic information; disability; veteran status; or any class protected by local, state, or federal law.

18.5. Export Compliance. Each Party will comply with all import and export control laws and regulations.

18.6. Assignment. Neither Party may assign this Agreement without the other Party’s prior written consent. Axon 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.

18.7. Waiver. No waiver or delay by either Party in exercisi ng any right under this Agreement constitutes a waiver of that right.

18.8. 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.

18.9. Survival. The following sections will survive termi nation: Payment, Warranty, Axon Device Warnings, Indemnification, IP Rights, and Agency Responsibilities.

18.10.Governing Law. The laws of the country, state, province, or municipality where Agency 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.

18.11.Notices. All notices must be in English. Notices posted on Agency’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 Agency 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].

18.12 Entire Agreement . This Agreement, including the Appendices 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: AGENCY:

Choose an item. ___________________________
Signature: Signature:

Name: Name:

Title: Title:

Date: Date:










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Axon Cloud Services Terms of Use Appendix

1. Definitions.
a. "Agency Content" is data uploaded into, ingested by, or created in Axon Cloud Services within Agency’s tenant, including media or multimedia uploaded into Axon Cloud Services by Agency. Agency Content includes Evidence but excludes Non-Content Data. b. " Evidence" is media or multimedia uploaded into Axon Evidence as 'evidence' by an Agency. Evidence is a subset of Agency Content.
c. " Non-Content Data" is data, configuration, and usage information about Agency’s Axon Cloud Services tenant, Axon Devices and client software, and users t hat 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 Agency Content. d. " 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.

2. Access. Upon Axon granting Agency a subscription to Axon Cloud Services, Agency may access and use Axon Cloud Services to store and manage Agency Content. Agency may not exceed more end users than the Quote specifies. Axon Air requires an Axon Evidence subscription for each drone operator. For Axon Evidence Lite, Agency may access and use Axon Evidence only to store and manage TASER CEW and TASER CAM data ("TASER Data"). Agency may not upload non-TASER Data to Axon Evidence Lite.

3. Agency Owns Agency Content. Agency controls and owns all right, title, and interest in Agency Content. Except as outlined herein, Axon obtains no interest in Agency Content, and Agency Content is not Axon’s business records. Agency is solely responsible for uploading, sharing, managing, and deleting Agency Content. Axon will only have access to Agency Content for the limited pur poses set forth herein. Agency agrees to allow Axon access to Agency 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 Agency Content against accidental or unlawful loss, access or disclosure. Axon will maintain a comprehensive information security program to protect Axon Cloud Services and Agency Conten t 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 th e Federal Bureau of Investigation Criminal Justice Information Services Security Addendum.

5. Agency Responsibilities. Agency is responsible for (a) ensuring Agency owns Agency Content; (b) ensuring no Agency Content or Agency end user’s use of Agency Content or Axon Cloud Services violates this Agreement or applicable laws; and (c) maintaining necessary computer equipment and Internet connections for use of Axon Cloud Services. If Agency becomes aware of any violation of this Agreement by an end user, Agency will immediately terminate that end user’s access to Axon Cloud Services. a. Agency will also maintain the security of end usernames and passwords and security and access by end users to Agency Content. Agency is responsible for ensu ring the configuration and utilization of Axon Cloud Services meet applicable Agency regulation and standards. Agency may not sell, transfer, or sublicense access to any other entity or person. Agency shall contact Axon immediately if an unauthorized party may be using Agency’s account or Agency Content, or if account information is lost or stolen.
b. To the extent Agency 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. Agency’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. Agency agrees to allow Axon access to Non-Content Data from Agency to (a) perform troubleshooting, maintenance, or diagnostic 









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screenings; (b) provide, develop, improve, and support curr ent and future Axon products and related services; and (c) enforce this Agreement or policies governing the use of Axon products.

7. Axon Body 3 Wi-Fi Positioning . Axon Body 3 cameras offer a feature to enhance location services where GPS/GNSS signals may not be available, for instance, wi thin buildings or undergr ound. Agency administrators can manage their choice to use this service within the administrative features of Axon Cloud Services. If Agency chooses to use this service, Axon must also enable the usage of the feature for Agency’s Axon Cloud Services tenant. Agency will not see this option with Axon Cloud Se rvices unless Axon has enabled Wi-Fi Positioning for Agency’s Axon Cloud Services tenant. When Wi-Fi Posi tioning is enabled by both Axon and Agency, Non- Content and Personal Data will be sent to Skyhook Holdings, Inc. ("Skyhook") to facilitate the Wi-Fi Positioning functionality. Data controlled by Skyhook is outside the scope of the Axon Cloud Services Privacy Policy and is subject to the Skyhook Services Privacy Policy.

8. Storage. For Axon Unlimited Device Storage subscriptions, Agency may store unlimited data in Agency's Axon Evidence account only if data originates from Axon Capture or the applicable Axon Device. Axon may charge Agency additional fees for exceeding purchased storage amounts. Axon may place Agency Content that Agency has not viewed or accessed for six (6) months into archival storage. Agency Content in archival storage will not have immediate availability and may take up to twenty-four (24) hours to access.

For Third-Party Unlimited Storage the following restrictions apply: (i) it may only be us ed in conjunction with a valid Axon’s Evidence.com user license; (ii) is limited to data of the law enforcement agency that purchased the Third-Party Unlimited Storage and the Axon’s Evidence.com end user or Agency is prohibited from storing data for other law enforcement agencies; and (iii) Agency may onl y upload and store data that is directly related to:
(1) the investigation of, or the prosecution of a crime; (2) common law enforcement activities; or (3) any Agency Content created by Axon Devices or Evidence.com.

9. Location of Storage. Axon may transfer Agency Content to third-party subcontractors for storage. Axon will determine the locations of data centers for storage of Agency Content. For United States agencies, Axon will ensure all Agency Content stored in Axon Cloud Services remains within the United States. Ownership of Agency Content remains with Agency.

10. Suspension. Axon may temporarily suspend Agency’s or any end user’s right to access or use any portion or all of Axon Cloud Services immediately upon notice, if Agency 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. Agency remains responsible for all fees incurred through suspension. Axon will not delete Agency Content because of suspension, except as specified in this Agreement.

11. Axon Cloud Services Warranty . Axon disclaims any warranties or responsibility for data corruption or errors before Agency uploads data to Axon Cloud Services.

12. Axon Records. Axon Records is the software-as-a-service product that is generally available at the time Agency purchases an OSP 7 or OSP 10 bundle. During Agency’s Axon Records Subscription Term, if any, Agency will be entitled to receive Axon’s Update and Upgrade releases on an if-and-when available basis. a. 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 bundle, upon completion of the OSP 7 or OSP 10 Term ("Axon Records Subscription") b. 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 func tions. Upgrades exclude new products that Axon introduces and markets as distinct products or applications.
c. New or additional Axon products and applications, as well as any Axon professional services needed to configure Axon Records, are not included. If Agency purchases Axon Records as part of a bundled offering, the Axon Record subscription begins on the later of the (1) start date of that bundled offering, or (2) date Axon provisions Axon Records to Agency.
d. Users of Axon Records at the Agency 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 









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may limit usage should the Agency exceed an average rate of one-hundred (100) GB per user per year of uploaded files. Axon will not bill for overages.

13. Axon Cloud Services Restrictions. Agency and Agency end users (including employees, contractors, agents, officers, volunteers, and directors), may not, or may not attempt to:
a. copy, modify, tamper with, repair, or create de rivative works of any part of Axon Cloud Services; b. reverse engineer, disassemble, or decompile Axon Cl oud Services or apply any process to derive any source code included in Axon Cloud Services, or allow others to do the same; c. access or use Axon Cloud Services with the intent to gain unauthorized access, avoid incurring fees or exceeding usage limits or quotas;
d. use trade secret information contained in Axon Cloud Services, except as expressly permitted in this Agreement;
e. access Axon Cloud Services to build a competitive device or service or copy any features, functions, or graphics of Axon Cloud Services;
f. 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 g. 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.

14. After Termination. Axon will not delete Agency Content for ninety (90) days following termination. There will be no functionality of Axon Cloud Services during these ninety (90) days other than the ability to retrieve Agency Content. Agency will not incur additional fees if Agency downloads Agency Content from Axon Cloud Services during this time. Axon has no obligation to maintain or provide Agency Content after these ninety (90) days and will thereafter, unless legally prohibited, delete all Agency Content. Upon request, Axon will provide written proof that Axon successfully deleted and fully removed all Agency Content from Axon Cloud Services.

15. Post-Termination Assistance . Axon will provide Agency 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 Agency 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.

16. U.S. Government Rights. If Agency is a U.S. Federal department or us ing 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 Agency 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, Agency will immediately discontinue use of Axon Cloud Services.

17. Survival. Upon any termination of this Agreement, the follow ing sections in this Appendix will survive: Agency Owns Agency Content, Privacy, Storage, Axon Cloud Services Warranty, and Axon Cloud Services Restrictions. 









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Axon Customer Experience Improvement Program Appendix

1. Axon Customer Experience Improvement Program (ACEIP) . The ACEIP is designed to accelerate Axon’s development of technology, such as building and supporting automated features, to ultimately increase safety within communities and drive efficiency in public safety. To this end, subject to the limitations on Axon as described below, Axon, where allowed by law, may make limited use of Agen cy Content from all of its customers to provide, develop, improve, and support current and future Axon products (collectively, "ACEIP Purposes"). However, at all times, Axon will comply with its obligations pursuant to the Axon Cloud Services Terms of Use Appendix to maintain a comprehensive data security program (including compliance with the CJIS Security Policy for Criminal Justice Information), privacy program, and da ta governance policy, including high industry standards of de-identifying Personal Data, to enforce its security and privacy obligations for the ACEIP. ACEIP has 2 tiers of participation, Tier 1 and Tier 2. By default, Agency will be a participant in ACEIP Tier 1. If Agency does not want to participate in ACEIP Tier 1, Agency can revoke its consent at any time. If Agency wants to participate in Tier 2, as detailed below, Agency can check the ACEIP Tier 2 box below. If Agency does not want to participate in ACEIP Tier 2, Agency should leave box unchecked. At any time, Agency may revoke its consent to ACEIP Tier 1, Tier 2, or both Tiers.

2. ACEIP Tier 1.

2.1. When Axon uses Agency Content for the ACEIP Purposes, Axon will extract from Agency Content and may store separately copies of certain segments or elements of the Agency Content (collectively, "ACEIP Content").

When extracting ACEIP Content, Axon will use commercially reasonable efforts to aggregate, transform or de- identify Agency Content so that the extracted ACEI P Content is no longer reasonably capable of being associated with, or could reasonably be linked directly or indirectly to a particular individual (" Privacy Preserving Technique(s)"). For illustrative purposes, some examples are described in footnote 11. For clarity, ACEIP Content will still be linked indirectly, with an attribution, to the Agency from which it was extracted. This attribution will be stored separately fr om the data itself, but is necessary for and will be solely used to enable Axon to identify and delete all ACEIP Content upon Agen cy request. Once de-identified, ACEIP Content may then be further modified, analyzed, and used to create derivative works. At any time, Agency may revoke the consent granted herein to Axon to access and use Agency Content for ACEIP Purposes. Within 30 days of receiving the Agency’s request, Axon will no longer access or use Agency Content for ACEIP Purposes and will delete any and all ACEIP Content. Axon will also delete any derivative works which may reasonably be capable of being associated with, or coul d reasonably be linked directly or indirectly to Agency. In addition, if Axon uses Agency Content for the ACEIP Purposes, upon request, Axon will make available to Agency a list of the specific type of Agency Content being used to generate ACEIP Content, the purpose of such use, and the retention, privacy preserving extraction technique, and relevant data protection practices applicable to the Agency Content or ACEIP Content ("Use Case "). From time to time, Axon may develop and deploy new Use Cases. At least 30 days prior to authorizing the deployment of any new Use Case, Axon will provide Agency notice (by updating the list of Use Case athttps://www.axon.com/aceip and providing Agency with a mechanism to obtain notice of that update or another commercially reasonable method to Agency designated contact) ("New Use Case").

2.2. Expiration of ACEIP Tier 1. Agency consent granted herein will expire upon termination of the Agreement. In accordance with section 1.1.1, within 30 days of receiving the Agency’s request, Axon will no longer access or use Agency Content for ACEIP Purposes and will delete ACEIP Content. Axon will also delete any derivative works which may reasonably be capable of being associated with, or could reasonabl y be linked directly or indirectly to, Agency.

3. ACEIP Tier 2. In addition to ACEIP Tier 1, if Agency wants to help further improve Axon’s services, Agency may choose to participate in Tier 2 of the ACEIP. ACEIP Tier 2 grants Axon certain additional rights to use Agency Content, in addition to those set forth in Tier 1 above, without the guaranteed deployment of a Pr ivacy Preserving Technique 1 For example; (a) when extracting specific text to improve automated transcription capabilities, text that could be used to directly identify a particular individual would not be extracted, and extracted text would be disassociated from identifying metadata of any speakers, and the extracted text would be split into individual words and aggregated with other data sources (including publicly available da ta) to remove any reasonable ability to link any specific text directly or indirectly back to a particular individual; (b) when extract ing license plate data to improve Automated License Plate Recognition (ALPR) capabilities, individual license plate characters would be extracted and disassociated from each other so a complete plate could not be reconstituted, and all association to other elements of the s ource video, such as the vehicle, location, time, and the surrounding environment would also be removed; (c) when extracting audio of potential acoustic events (such as glass breaking or gun shots), very short segments (<1 second) of audio that only contains the likely ac oustic events would be extracted and all human utterances would be removed. 









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to enable product development, improvement, and support that cannot be accomplished with aggregated, transformed, or de-identified data.
տ Check this box if Agency wants to help further improve Axon’s services by participating in ACEIP Tier 2 in addition to Tier 1. Axon will not enroll Agency into ACEIP Tier 2 until Axon and Agency agree to terms in writing providing for such participation in ACEIP Tier 2.










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Professional Services Appendix
If any of the Professional Services specified below are included on the Quote, this Appendix applies.

1. Utilization of Services. Agency must use professional services as outlined in the Quote and this Appendix within six (6) months of the Effective Date.

2. A xon 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 Agency to assess Agency’s deployment and determine which on-site services are appropriate. If Agency requires more than four (4) consecutive on-site days, Agency must purchase additional days. Axon Full Service options include:

System set up and configuration
x Instructor-led setup of Axon View on smartphones (if applicable) x Configure categories and custom roles based on Agency need x Register cameras to Agency domain
x Troubleshoot IT issues with Axon Evidence and Axon Dock ("Dock") access x One on-site session included
Dock configuration
x Work with Agency to decide the ideal location of Docks and set configurations on Dock x Authenticate Dock with Axon Evidence using admin credentials from Agency x On-site assistance, not to include physical mounting of docks Best practice implementation planning session
x Provide considerations for the establishment of video policy and system operations best practices based on Axon’s observations with other agencies
x Discuss the importance of entering metadata in th e field for organization purposes and other best practices for digital data management
x Provide referrals of other agencies using the Axon camera devices and Axon Evidence x Recommend rollout plan based on review of shift schedules System Admin and troubleshooting training sessions
Step-by-step explanation and assistance for Agency’s configuration of security, roles & permissions, categories & retention, and other specific settings for Axon Evidence Axon instructor training (Train the Trainer)
Training for Agency’s in-house instructors who can supp ort Agency’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
End user go-live training and support sessions
x Assistance with device set up and configuration
x 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 Star ter 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 Agency to assess Agency’s deployment and determine which Services are appropriate. If Agency requires more than one (1) day of on-site Services, Agency must purchase additional on-site Services. The Axon Starter options include:

System set up and configuration (Remote Support)
x Instructor-led setup of Axon View on smartphones (if applicable) x Configure categories & custom roles based on Agency need x Troubleshoot IT issues with Axon Evidence and Dock access 









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Dock configuration
x Work with Agency to decide the ideal location of Dock setup and set configurations on Dock x Authenticate Dock with Axon Evidence using "Administrator" credentials from Agency x Does not include physical mounting of docks
Axon instructor training (Train the Trainer)
Training for Agency’s in-house instructors who can supp ort Agency’s Axon camera and Axon Evidence training needs after Axon’s has fulfilled its contracted on-site obligations End user go-live training and support sessions
x Assistance with device set up and configuration
x 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. C EW Services Packages. CEW Services Packages are detailed below:

System set up and configuration
x Configure Axon Evidence categories & custom roles based on Agency need. x Troubleshoot IT issues with Axon Evidence.
x Register users and assign roles in Axon Evidence.
x For the CEW Full Service Package: On-site assistance included x 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 Agency 4–6 weeks before rollout Best practice implementation planning session to include:
x Provide considerations for the establishment of CEW policy and system operations best practices based on Axon’s observations with other agencies
x Discuss the importance of entering metadata and best practices for digital data management x Provide referrals to other agencies using TASER CEWs and Axon Evidence x For the CEW Full Service Package: On-site assistance included x 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 Agency’s configuration of security, roles & permissions, categories & retention, and other specific settings for Axon Evidence Axon Evidence Instructor training
x Provide training on the Axon Evidence to educate instructors who can support Agency’s subsequent Axon Evidence training needs.
x For the CEW Full Service Package: Training for up to 3 individuals at Agency x For the CEW Starter Package: Training for up to 1 individual at Agency 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 fi ring logs to Axon Evidence from all TASER CEW Smart Weapons that Agency is replacing with newer Smart Weapon models. 









Master Services and Purchasing Agreement for Agency
Title: Master Services and Purchasing Agreement between Axon and Agency Department: Legal
Version: 19.0
Release Date: 8/18/2023 Page 12 of 40
Return of Old Weapons
Axon’s on-site professional service team will ship all old weapons back to Axon’s headquarters.

Axon will provide Agency 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 Agency to assess Agency'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 agency settings based on Agency need
• Troubleshoot IT issues with Axon VR headset
Axon instructor training (Train the Trainer)
Training for up to five (5) Agency's in-house instructors who can support Agency's Axon VR CET and SIM training needs after Axon’s has fulfilled its contracted on-site obligations Classroom and practical training sessions
Step-by-step explanation and assistance for Agency'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 profession al services manager to work closely with Agency to assess Agency's deployment and determine which Services are appropriate. If Agency's requires more than one (1) day of on-site Services, Agency 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 agency settings based on Agency need
• Configure drone controller
• Troubleshoot IT issues with Axon Evidence
Axon instructor training (Train the Trainer)
Training for Agency's in-house instructors who can support Agency'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 Agency'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. S ignal 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. Agency is responsible for providing a suitable work/training area.
b. Purchases of less th an 50 SSA units: Axon will provide a 1-hour virtual instruction session on the basics of installation and device calibration.

11. O ut of Scope Services. Axon is only responsible to perform the professional services described in the Quote and this Appendix. 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 charges or schedule.

12. D elivery 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 timefr ame. Axon will not charge Agency travel time by Axon personnel to Agency premises as work hours.










Master Services and Purchasing Agreement for Agency
Title: Master Services and Purchasing Agreement between Axon and Agency Department: Legal
Version: 19.0
Release Date: 8/18/2023 Page 13 of 40

13. Access Computer Systems to Perform Services . Agency authorizes Axon to access relevant Agency computers and networks, 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 Agency. Agency is responsible for and assumes the risk of any problems, delays, losses, cl aims, or expenses resulting from the content, accuracy, completeness, and consistency of all data, materials, and information supplied by Agency.

14. 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 requi red environmental specifications for the professional services and Axon Devices to operate per the Axon Device User Documentation. Before installation of Axon Devices (whether performed by Agency or Axon), Agencymust prepare the location(s) where Axon Devices are to be installed ("Installation Site ") per the environmental specifications in the Axon Device User Documentation.

Following installation, Agency 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 to Agency when Axon generally releases it

15. Acceptance. When Axon completes professional services, Axon will present an acceptance form (" Acceptance Form") to Agency. Agency will sign the Acceptance Form acknowledging completion. If Agency reasonably believes Axon did not complete the professional services in substantial conformance with this Agreement, Agency 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, Axon will deem Agency to have accepted the professional services.

16. Agency Network . For work performed by Axon transiting or making use of Agency’s network, Agency is solely responsible for maintenance and functionality of the network. In no event will Axon be liable for loss, damage, or corruption of Agency’s network from any cause.










Master Services and Purchasing Agreement for Agency
Title: Master Services and Purchasing Agreement between Axon and Agency Department: Legal
Version: 19.0
Release Date: 8/18/2023 Page 14 of 40
Technology Assurance Plan Appendix
If Technology Assurance Plan ("TAP") or a bundle including TAP is on the Quote, this appendix applies.

1. TAP Warranty. The TAP warranty is an extended warranty that starts at the end of the one- (1-) year hardware limited warranty.

2. Officer Safety Plan . If Agency purchases an Officer Safety Plan (" OSP"), Agency will receive the deliverables detailed in the Quote. Agency must accept delivery of th e TASER CEW and accessories as soon as available from Axon.

3. OSP 7 or OSP 10 Term. OSP 7 or OSP 10 begins on the date specified in the Quote ("OSP Term").

4. TAP BWC Upgrade. If Agency has no outstanding payment obligations and purchased TAP, Axon will provide Agency a new Axon body-worn camera (" BWC Upgrade") as scheduled in the Quote. If Agency purchased TAP, Axon will provide a BWC Upgrade that is the same or like Axon Device, at Axon’s option. Axon makes no guarantee the BWC Upgrade will utilize the same accessories or Axon Dock.

5. T AP Dock Upgrade. If Agency has no outstanding payment obligations and purchased TAP, Axon will provide Agency a new Axon Dock as scheduled in the Quote (" Dock Upgrade"). Accessories associated with any Dock Upgrades are subject to change at Axon discretion. Dock Upgrades will only include a new Axon Dock bay configuration unless a new Axon Dock core is required for BWC compatibility. If Agency originally purchased a single-bay Axon Dock, the Dock Upgrade will be a single-bay Axon Dock model that is the same or like Axon Device, at Axon’s option. If Agency originally purchased a multi-bay Axon Dock, the Dock Upgrade will be a multi-bay Axon Dock that is the same or like Axon Device, at Axon’s option.

6. Upgrade Delay. Axon may ship the BWC and Dock Upgrades as sche duled in the Quote without prior confirmation from Agency unless the Parties agree in writing otherwise at least ninety ( 90) days in advance. Axon may ship the final BWC and Dock Upgrade as scheduled in the Quote sixty ( 60) days before the end of the Subscription Term without prior confirmation from Agency.

7. Upgrade Change. If Agency wants to upgrade Axon Device models from the current Axon Device to an upgraded Axon Device, Agency must pay the price difference between the MSRP for the current Axon Device and the MSRP for the upgraded Axon Device. If the model Agency desires has an MSRP less than the MSRP of the offered BWC Upgrade or Dock Upgrade, Axon will not provide a refund. The MSRP is the MSRP in effect at the time of the upgrade.

8. Return of Original Axon Device. Within thirty (30) days of receiving a BWC or Dock Upgrade, Agency must return the original Axon Devices to Axon or destroy the Axon Devices and provide a certificate of destruction to Axon including serial numbers for the destroyed Axon Devices. If Agency does not return or destroy the Axon Devices, Axon will deactivate the serial numbers for the Axon Devices received by Agency.

9. Termination. If Agency’s payment for TAP, OSP, or Axon Evidence is more than thirty (30) days past due, Axon may terminate TAP or OSP. Once TAP or OSP terminates for any reason:

9.1. TAP and OSP coverage terminate as of the date of termination and no refunds will be given.

9.2. Axon will not and has no obligation to provide the Upgrade Models.

9.3. Agency must make any missed payments due to the termination before Agency may purchase any future TAP or OSP.










Master Services and Purchasing Agreement for Agency
Title: Master Services and Purchasing Agreement between Axon and Agency Department: Legal
Version: 19.0
Release Date: 8/18/2023 Page 15 of 40
TASER 7 Appendix
This TASER 7 Appendix applies to Agency’s TASER 7, OSP 7, or OSP 7 Plus purchase from Axon, if applicable.

1. Duty Cartridge Replenishment Plan . If the Quote includes "Duty Cartridge Replenishment Plan ", Agency must purchase the plan for each CEW user. A CEW user includes officers that use a CEW in the line of duty and those that only use a CEW for training. Agency may not resell cartridges received. Axon will only replace cartridges used in the line of duty.

2. Training. If the Quote includes a training voucher, Agency must use the voucher within one (1) year of issuance, or the voucher will be void. Axon will issue Agency a voucher annually beginning on the start of the TASER Subscription Term. The voucher has no cash value. Agency cannot exchange it for another device or service. Unless stated in the Quote, the voucher does not include travel expenses and will be Agency’s responsibility. If the Quote includes Axon Online Training or Virtual Reality Content Empathy De velopment for Autism/Schizophrenia (collectively, " Training Content"), Agency may access Training Content. Axon will deliver all Training Content electronically.

3. TASER Upgrade. If Agency purchases Axon’s 10-year certification program for Axon’s latest version of its TASER energy weapon ("Certification Program") and has no outstanding payment obligations as of the beginning of the sixth (6th) year of the Certification Program, Agency will qualify for an upgrade to any subsequent version of the Certification Program ("CEW Upgrade"). Agen cy will receive the CEW Upgrade at no additional cost, only to the extent such subsequent version of the Certification Program includes the same products or features as the Certification Program purchased by Agency. If Agency wants to upgrade to a Certification Program that in cludes additional products or features, Agency will pay the additional cost associated with such products and features. For the avoidance of doubt, Agency is not required to upgrade to any subsequent vers ion of the Certification Program. Axon may ship the CEW Upgrade as scheduled in the Quote without prior confirmation from agency unless the Parties agree in writing otherwise at least ninety (90) days in advance. If necessar y to maintain compatibility among Axon Devices, within thirty (30) days of receiving the CEW Upgrade, Agency must, if requested by Axon, return all hardware and related accessories received in connection with the Certification Program to Axon. In such event, Agency must ship batteries via ground shipping or in accordance with federal regulations in place at the time of the return. Axon will pay shipping costs for the return if Agency uses Axon’s RMA process.

4. Extended Warranty. If the Quote includes an extended warranty, the extended warranty coverage period warranty will be for a five- (5-) year term, which includes the hardware manufacturer’s warranty plus the four- (4-) year extended term.

5. Trade-in. If the Quote contains a discount on CEW-related line items, including items related to OSP, then that discount may only be applied as a trade-in credit, and Agency must return used hardware and accessories associated with the discount ("Trade-In Units") to Axon. Agency must ship batteries via ground shipping. Axon will pay shipping costs of the return. If Axon does not receive Trade-In Units within the timeframe below, Axon will invoice Agency the value of the trade-in credit. Agency may not destroy Trade-In Units and receive a trade-in credit.

Agency Size Days to Return from Start Date of TASER 7 Subscription Less than 100 officers 30 days
100 to 499 officers 90 days
500+ officers 180 days

6. TASER 7 Subscription Term . The TASER 7 Subscription Term for a standalone TASER 7 purchase begins on shipment of the TASER 7 hardware. The TASER 7 Subscription Term for OSP 7 begins on the OSP 7 start date.

7. Access Rights. Upon Axon granting Agency a TASER 7 Axon Evidence subscription, Agency may access and use Axon Evidence for the storage and management of data from TASER 7 CEW devices during the TASER 7 Subscription Term. Agency may not exceed the number of end users the Quote specifies.

8. Privacy. Axon will not disclose Agency Content or any information about Agency except as compelled by a court or administrative body or required by any law or regulation. Axon will give notice if any disclosure request is received for Agency Content, so Agency may file an objection with the court or administrative body.

9. Termination. If payment for TASER 7 is more than thirty (30) days past due, Axon may terminate Agency’s TASER 7 plan by notifying Agency. Upon termination for any reason, then as of the date of termination:

9.1. TASER 7 extended warranties and acce ss to Training Content will terminate. No refunds will be given. 









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Version: 19.0
Release Date: 8/18/2023 Page 16 of 40

9.2. Axon will invoice Agency the remaining MSRP for TASER 7 products received before termination. If terminating for non-appropriations, Axon will not invoice Agency if Agency returns the CEW, rechargeable battery, holster, dock, core, training suits, and unused cartridges to Axon within thirty (30) days of the date of termination.

9.3. Agency will be responsible for payment of any missed payments due to the termination before being allowed to purchase any future TASER 7 plan.










Master Services and Purchasing Agreement for Agency
Title: Master Services and Purchasing Agreement between Axon and Agency Department: Legal
Version: 19.0
Release Date: 8/18/2023 Page 17 of 40
TASER 10 Appendix
This TASER 10 Appendix applies to Agency’s TASER 10, OSP 10, OSP Plus, or OSP 10 Plus Premium purchase from Axon, if applicable.

1. Duty Cartridge Replenishment Plan . If the Quote includes "Duty Cartridge Replenishment Plan", Agency must purchase the plan for each CEW user. A CEW user includes officers that use a CEW in the line of duty and those that only use a CEW for training. Agency may not resell cartridges received. Axon will only replace cartridges used in the line of duty.

2. Training. If the Quote includes a training voucher, Agency must use the voucher within one (1) year of issuance, or the voucher will be void. Axon will issue Agency a voucher annually beginning on the start of the TASER Subscription Term. The voucher has no cash value. Agency cannot exchange it for another device or service. Unless stated in the Quote, the voucher does not include travel expenses and will be Agency’s responsibility. If the Quote includes Axon Online Training or Virtual Reality C ontent Empathy Development for Autism/Schizophrenia (collectively, " Training Content"), Agency may access Training Content. Axon will deliver all Training Content electronically.

3. Extended Warranty. If the Quote includes an extended warranty, the extended warranty coverage period warranty will be for a five- (5-) year term, which includes the hardware manufacturer’s warranty plus the four- (4-) year extended term.

4. Trade-in. If the Quote contains a discount on CEW-related line items, including items related to OSP, then that discount may only be applied as a trade-in credit, and Agency must return used hardware and accessories associated with the discount ("Trade-In Units") to Axon. Agency must ship batteries via ground shipping. Axon will pay shipping costs of the return. If Axon does not receive Trade-In Units within the timeframe below, Axon will invoice Agency the value of the trade-in credit. Agency may not destroy Trade-In Units and receive a trade-in credit.

Agency Size
Days to Return from Start Date of TASER 10 Subscription Less than 100 officers 60 days
100 to 499 officers 90 days
500+ officers 180 days

5. TASER 10 Subscription Term. The TASER 10 Subscription Term for a standalone TASER 10 purchase begins on shipment of the TASER 10 hardware. The TASER 10 Subscription Term for OSP 10 begins on the OSP 10 start date.

6. Access Rights. Upon Axon granting Agency a TASER 10 Axon Evidence subscription, Agency may access and use Axon Evidence for the storage and management of data from TASER 10 CEW devices during the TASER 10 Subscription Term. Agency may not exceed the number of end users the Quote specifies.

7. Agency Warranty. If Agency is located in the US, Agency warrants and acknowledges that TASER 10 is classified as a firearm and is being acquired for official Agency use pursuant to a law enforcement agency transfer under the Gun Control Act of 1968.

8. Purchase Order. To comply with applicable laws and regulations, Agency must provide a purchase order to Axon prior to shipment of TASER 10.

9. Apollo Grant (US only). If Agency has received an Apollo Grant from Axon, Agency must pay all fees in the Quote prior to upgrading to any new TASER CEW offered by Axon. 









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Title: Master Services and Purchasing Agreement between Axon and Agency Department: Legal
Version: 19.0
Release Date: 8/18/2023 Page 18 of 40
Axon Auto-Tagging Appendix
If Auto-Tagging is included on the Quote, this Appendix applies.

1. Scope. Axon Auto-Tagging consists of the development of a module to allow Axon Evidence to interact with Agency’s Computer-Aided Dispatch (" CAD") or Records Management Systems (" RMS"). This allows end users to auto- populate Axon video meta-data with a case ID, category, and location-based on data maintained in Agency’s CAD or RMS.

2. Support. For thirty (30) days after completing Auto-Tagging Services, Axon will provide up to five (5) hours of remote support at no additional charge. Axon will provide free support due to a change in Axon Evidence, if Agency maintains an Axon Evidence and Auto-Tagging subscription. Axon will not provide support if a change is required because Agency changes its CAD or RMS.

3. Changes. Axon is only responsible to perform the Services in this Appendix. Any additional 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 fees or schedule.

4. Agency Responsibilities. Axon’s performance of Auto-Tagging Services requires Agency to:

4.1. Make available relevant systems, including Agency’s current CAD or RMS, for assessment by Axon (including remote access if possible);

4.2. Make required modificati ons, upgrades or alterations to Agency’s hardware, facilities, systems and networks related to Axon’s performance of Auto-Tagging Services;

4.3. Provide access to the premises where Axon is perf orming Auto-Tagging Services, subject to Agency safety and security restrictions, and allow Axon to enter and exit the premises wi th laptops and materials needed to perform Auto-Tagging Services;

4.4. Provide all infrastructure and software information (TCP/IP addresses, node names, network configuration) necessary for Axon to provide Auto-Tagging Services;

4.5. Promptly install and implement any software updates provided by Axon;

4.6. Ensure that all appropriate data backups are performed;

4.7. Provide assistance, participation, and approvals in testing Auto-Tagging Services;

4.8. Provide Axon with remote access to Agen cy’s Axon Evidence account when required;

4.9. Notify Axon of any network or machine maintenance that may impact the performance of the module at Agency; and

4.10. Ensure reasonable availability of knowledgeable staff and personnel to provide timely, accurate, complete, and up-to-date documentation and information to Axon.

5. Access to Systems. Agency authorizes Axon to access Agency’s relevant computers, network systems, and CAD or RMS solely for performing Auto-Tagging Services. Axon will work diligently to identify the resources and information Axon expects to use and will provide an initial list to Agency. Agency 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 Agency. 









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Title: Master Services and Purchasing Agreement between Axon and Agency Department: Legal
Version: 19.0
Release Date: 8/18/2023 Page 19 of 40
Axon Fleet Appendix
If Axon Fleet is included on the Quote, this Appendix applies.

1. Agency Responsibilities.

19. Agency must ensure its infrastructure and vehicles adhe re to the minimum requirements to operate Axon Fleet 2 or Axon Fleet 3 (collectively, " Axon Fleet ") as established by Axon during the qualifier call and on-site assessment at Agency and in any technical qualifying questions. If Agency’s representations are inaccurate, the Quote is subject to change.

20. Agency is responsible for providing a suitable work ar ea for Axon or Axon third-part y providers to install Axon Fleet systems into Agency vehicles. Agency is responsible for making available all vehicles for which installation services were purchased, during the agreed upon onsite inst allation dates, Failure to make vehicles available may require an equitable adjustment in fees or schedule.

2. Cradlepoint. If Agency purchases Cradlepoint Enterprise Cloud Manager, Agency will comply with Cradlepoint’s end user license agreement. The term of t he Cradlepoint license may differ from the Axon Evidence Subscription. If Agency requires Cradlepoint support, Agency will contact Cradlepoint directly.

3. Third-party Installer. Axon will not be liable for the failure of Ax on Fleet hardware to operate per specifications if such failure results from installation not performed by, or as directed by Axon.

4. Wireless Offload Server.

4.1. License Grant. Axon grants Agency a non-exclusive, royalty-free, worldwide, perpetual license to use Wireless Offload Server (" WOS"). "Use" means storing, loading, instal ling, or executing WOS solely for data communication with Axon Devices for the number of licenses purchased. The WOS term begins upon the start of the Axon Evidence Subscription.

4.2. Restrictions. Agency may not: (a) modify, alter, tamper with, repair, or create derivative works of WOS; (b) reverse engineer, disassemble, or decompile WOS, apply any process to derive the source code of WOS, or allow others to do so; (c) access or use WOS to avoid incurring fees or exceeding usage limits; (d) copy WOS in whole or part; (e) use trade secret information contain ed in WOS; (f) resell, rent, loan or sublicense WOS; (g) access WOS to build a competitive device or service or copy any features, functions or graphics of WOS; or (h) remove, alter or obscure any confidentiality or proprietary rights notice s (including copyright and trademark notices) of Axon or Axon’s licensors on or within WOS.

4.3. Updates. If Agency purchases WOS maintenance, Axon will make updates and error corrections to WOS ("WOS Updates ") available electronically via the Internet or media as determined by Axon. Agency is responsible for establishing and maintaining adequate Internet access to receive WOS Updates and maintaining computer equipment necessary for use of WOS. The Quote will detail the maintenance term.

4.4. WOS Support. Upon request by Axon, Agency will provide Axon with access to Agency’s store and forward servers solely for troubleshooting and maintenance.

5. Axon Vehicle Software.

5.1. License Grant. Axon grants Agency a non-exclusive, royalty-free, worldwide, perpetual license to use ViewXL or Dashboard (collectively, "Axon Vehicle Software".) "Use" means storing, loading, installing, or executing Axon Vehicle Software solely for data communication with Axon Devices. The Axon Vehicle Software term begins upon the start of the Axon Evidence Subscription.

5.2. Restrictions. Agency may not: (a) modify, alter, tamper with, repair, or create derivative works of Axon Vehicle Software; (b) reverse engineer, disassemble, or decompile Axon Vehicle Software, apply any process to derive the source code of Axon Vehicle Software, or allow ot hers to do so; (c) access or use Axon Vehicle Software to avoid incurring fees or exceeding usage limits; (d) copy Axon Vehicle Software in whole or part; (e) use trade secret information contained in Axon Vehicle Software; (f) resell, rent, loan or sublicense Axon Vehicle Software; (g) access Axon Vehicle Software to build a co mpetitive device or service or copy any features, functions or graphics of Axon Vehicle Software; or (h) remove, alter or obscure any confidentiality or proprietary rights notices (including copyright and trademark notices) of Axon or Axon’s licensors on or within Axon Vehicle Software.










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Version: 19.0
Release Date: 8/18/2023 Page 20 of 40

6. Acceptance Checklist. If Axon provides services to Agency pursuant to any statement of work in connection with Axon Fleet, within seven (7) days of the date on which Agency retrieves Agency's vehicle(s) from the Axon installer, said vehicle having been installed and configured with tested and fully and properly operational in-car hardware and software identified above, Agency will receive a Profession al Services Acceptance Checklist to submit to Axon indicating acceptance or denial of said deliverables.

7. Axon Fleet Upgrade. If Agency has no outstanding payment obligations and has purchased the "Fleet Technology Assurance Plan" (Fleet TAP), Axon will provide Agency with the same or like model of Fleet hardware (" Axon Fleet Upgrade") as scheduled on the Quote.

7.1. If Agency would like to change models for the Axon Fleet Upgrade, Agency must pay the difference between the MSRP for the offered Axon Fleet Upgrade and the MSRP for the model desired. The MSRP is the MSRP in effect at the time of the upgrade. Agency is responsible for the removal of previously installed hardware and installation of the Axon Fleet Upgrade.

7.2. Within thirty (30) days of receiving the Axon Fleet Upgrade, Agency must return the original Axon Devices to Axon or destroy the Axon Devices and provide a certificate of destruction to Axon, including serial numbers of the destroyed Axon Devices. If Agency does not destro y or return the Axon De vices to Ax on, Axon will deactivate the serial numbers for the Axon Devices received by Agency.

8. Axon Fleet Termination. Axon may terminate Agency’s Fleet subscription for non-payment. Upon any termination:

8.1. Axon Fleet subscription coverage terminates, and no refunds will be given.

8.2. Axon will not and has no obligati on to provide the Axon Fleet Upgrade.

8.3. Agency will be responsible for payment of any missed payments due to the termination before being allowed to purchase any future Fleet TAP.










Master Services and Purchasing Agreement for Agency
Title: Master Services and Purchasing Agreement between Axon and Agency Department: Legal
Version: 19.0
Release Date: 8/18/2023 Page 21 of 40
Axon Respond Appendix
This Axon Respond Appendix applies to both Axon Respond and Axon Respond Plus, if either is included on the Quote.

1. Axon Respond Subscription Term . If Agency purchases Axon Respond as part of a bundled offering, the Axon Respond subscription begins on the later of the (1) start date of that bundled offering, or (2) date Axon provisions Axon Respond to Agency. If Agency purchases Axon Respond as a standalone, the Axon Respond subscription begins the later of the (1) date Axon provisions Axon Respond to Agency, or (2) first day of the month following the Effective Date. The Axon Respond subscription term will end upon the completion of the Axon Evidence Subscription associated with Axon Respond.

2. Scope of Axon Respond. The scope of Axon Respond is to assist Agency with real-time situational awareness during critical incidents to improve officer safety, effe ctiveness, and awareness. In the event Agency uses Axon Respond outside this scope, Axon may initiate good-faith discussions with Agency on upgrading Agency’s Axon Respond to better meet Agency’s needs.

3. Axon Body 3 LTE Requirements. Axon Respond is only available and usable with an LTE enabled body-worn camera. Axon is not liable if Agency utilizes the LTE device outside of the coverage area or if the LTE carrier is unavailable. LTE coverage is only available in the United St ates, including any U.S. territories. Axon may utilize a carrier of Axon’s choice to provide LTE service. Axon ma y change LTE carriers during the Term without Agency’s consent.

4. Axon Fleet 3 LTE Requirements. Axon Respond is only available and usable with a Fleet 3 system configured with LTE modem and service. Agency is responsible for providing LTE service for the modem. Coverage and availability of LTE service is subject to Agency’s LTE carrier.

5. Axon Respond Service Limitations . Agency acknowledges that LTE servic e is made available only within the operating range of the networks. Service may be temporarily refused, interrupted, or limited because of: (a) facilities limitations; (b) transmission limitations caused by atmospheric, terrain, other natural or artificial conditions adversely affecting transmission, weak batteries, system overcapacity, movement outside a service area or gaps in coverage in a service area, and other causes reasonably outside of the carrier’s control such as intentional or negligent acts of third parties that damage or impair the network or disrupt service; or (c) equipment modifications, upgrades, relocations, repairs, and other similar activities necessary for the proper or improved operation of service.

5.1. With regard to Axon Body 3, Partner networks are made available as-is and the carrier makes no warranties or representations as to the availability or quality of roaming service provided by carrier partners, and the carrier will not be liable in any capacity for any errors, outages, or failures of carrier partner networks. Agency expressly understands and agrees that it has no contractual relationship whatsoever with the underlying wireless service provider or its affiliates or contra ctors and Agency is not a third-party beneficiary of any agreement between Axon and the underlying carrier.

6. Termination . Upon termination of this Agreement, or if Agency stops paying for Axon Respond or bundles that include Axon Respond, Axon will end Axon Respond services, including any Axon-provided LTE service. 









Master Services and Purchasing Agreement for Agency
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Version: 19.0
Release Date: 8/18/2023 Page 22 of 40
Add-on Services Appendix
This Appendix applies if Axon Community Request, Axon Redaction Assistant, and/or Axon Performance are included on the Quote.

1. Subscription Term . If Agency purchases Axon Community Request, Axon Redaction Assistant, or Axon Performance as part of OSP 7 or OSP 10, the subscription begins on the later of the (1) start date of the OSP 7 or OSP 10 Term, or (2) date Axon provisions Axon Community Request Axon Redaction Assistant, or Axon Performance to Agency.

1.1. If Agency purchases Axon Community Request, Axon Redaction Assistant, or Axon Performance as a standalone, the subscription begins the later of the (1) date Axon provisions Axon Community Request, Axon Redaction Assistant, or Axon Performance to Agency, or (2) first day of the month following the Effective Date.

1.2. The subscription term will end upon the completion of the Axon Evidence Subscription associated with the add- on.

2. Axon Community Request Storage. For Axon Community Request, Agency may store an unlimited amount of data submitted through the public portal ("Portal Content"), within Agency’s Axon Evidence instance. The post-termination provisions outlined in the Axon Cloud Services Terms of Use Appendix also apply to Portal Content.

3. Performance Auto-Tagging Data. In order to provide some features of Axon Performance to Agency, Axon will need to store call for service data from Agency’s CAD or RMS. 









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Axon Auto-Transcribe Appendix
This Appendix applies if Axon Auto-Transcribe is included on the Quote.

1. Subscription Term. If Agency purchases Axon Auto-Transcribe as part of a bundle or Axon Cloud Services subscription, the subscription begins on the later of the (1) start date of the bundle or Axon Cloud Services license term, or (2) date Axon provisions Axon Auto-Transcribe to Agency. If Agency purchases Axon Auto-Transcribe minutes as a standalone, the subscription begins on the date Axon provisions Axon Auto-Transcribe to Agency.

1.1. If Agency cancels Auto-Transcribe services, any amounts owed by the Parties will be based on the amount of time passed under the annual subscription, rather than on the number of minutes used, regardless of usage.

2. Auto-Transcribe A-La-Carte Minutes. Upon Axon granting Agency a set number of minutes, Agency may utilize Axon Auto-Transcribe, subject to the number of minutes allowed on the Quote. Agency will not have the ability to roll over unused minutes to future Auto-Transcribe terms. Axon may charge Agency additional fees for exceeding the number of purchased minutes. Axon Auto-Transcribe minutes expire one year after being provisioned to Agency by
Axon.

3. Axon Unlimited Transcribe. Upon Axon granting Agency an Unlimited Transcribe subscription to Axon Auto- Transcribe, Agency may utilize Axon Auto-Transcribe with no limit on the number of minutes. Unlimited Transcribe includes automatic transcription of all Axon BWC and Axon Capture footage. With regard to Axon Interview Room, Axon Fleet, Axon Citizen, or third-party transcription, tran scription must be requested on demand. Notwithstanding the foregoing, Axon may limit usage after 5,000 minutes per user per month for multiple months in a row. Axon will not bill for overages.

4. Warranty. Axon disclaims all warranties, express or implied, for Axon Auto-Transcribe. 









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Axon Virtual Reality Content Terms of Use Appendix
If Virtual Reality is included on the Quote, this Appendix applies.

1. Term. The Quote will detail the products and license duration, as applicable, of the goods, services, and software, and contents thereof, provided by Axon to Agency related to virtual reality (collectively, "Virtual Reality Media").

2. Headsets. Agency may purchase additional virtual reality headsets from Axon. In the event Agency decides to purchase additional virtual reality headsets for use with Virtual Reality Media, Agency must purchase those headsets from Axon.

3. License Restrictions . All licenses will immediately terminate if Agency does not comply with any term of this Agreement. If Agency utilizes more users than stated in this Agreement, Agency must purchase additional Virtual Reality Media licenses from Axon. Agency may not use Virtual Reality Media for any purpose other than as expressly permitted by this Agreement. Agency may not:

3.1. modify, tamper with, repair, or otherwise create derivative works of Virtual Reality Media;

3.2. reverse engineer, disassemble, or dec ompile Virtual Reality Media or appl y any process to derive the source code of Virtual Reality Media, or allow others to do the same;

3.3. copy Virtual Reality Media in whole or part, except as expressly permitted in this Agreement;

3.4. use trade secret information c ontained in Virtual Reality Media;

3.5. resell, rent, loan or sublic ense Virtual Reality Media;

3.6. access Virtual Reality Media to build a competitive device or service or copy any features, functions, or graphics of Virtual Reality Media; or

3.7. remove, alter, or obscure any confidentiality or prop rietary rights notices (includi ng copyright and trademark notices) of Axon or Axon’s licensors on or within Virtual Reality Media or any copies of Virtual Reality Media.

4. Privacy. Agency’s use of the Virtual Realit y Media is subject to the Axon Virtual Reality Privacy Policy, a current version of which is available at https://www.axon.com/axonvrprivacypolicy.

5. Termination. Axon may terminate Agency’s license immediately for Agency’s failure to comply with any of the terms in this Agreement.










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Axon Evidence Local Software Appendix
This Appendix applies if Axon Evidence Local is included on the Quote.

1. License. Axon owns all executable instructions, images, icons, sound, and text in Axon Evidence Local. All rights are reserved to Axon. Axon grants a non-exclusive, royalty-free, worldwide right and license to use Axon Evidence Local. "Use" means storing, loading, installing, or executing Ax on Evidence Local exclusively for data communication with an Axon Device. Agency may use Axon Evidence Local in a networked environment on computers other than the computer it installs Axon Evidence Local on, so long as each execution of Axon Evidence Local is for data communication with an Axon Device. Agency may make copies of Axon Evidence Local for archival purposes only.

Axon shall retain all copyright, trademark, and proprietary notices in Axon Evidence Local on all copies or adaptations.

2. Term. The Quote will detail the duration of the Axon Evidence Local license, as well as any maintenance. The term will begin upon installation of Axon Evidence Local.

3. License Restrictions . All licenses will immediately terminate if Agency does not comply with any term of this Agreement. Agency may not use Axon Evidence Local for any purpose other than as expressly permitted by this Agreement. Agency may not:

3.1. modify, tamper with, repair, or otherwise create derivative works of Axon Evidence Local;

3.2. reverse engineer, disassemble, or decompile Axon Eviden ce Local or apply any process to derive the source code of Axon Evidence Local, or allow others to do the same;

3.3. access or use Axon Evidence Local to avoid incurring fees or exceeding usage limits or quotas;

3.4. copy Axon Evidence Local in whole or part, except as expressly permitted in this Agreement;

3.5. use trade secret information contained in Axon Evidence Local;

3.6. resell, rent, loan or sublicense Axon Evidence Local;

3.7. access Axon Evidence Local to build a competitive device or service or copy any features, functions, or graphics of Axon Evidence Local; or

3.8. remove, alter, or obscure any confidentiality or prop rietary rights notices (inclu ding copyright and trademark notices) of Axon or Axon’s licensors on or within Axon Evidence Local or any copies of Axon Evidence Local.

4. Support. Axon may make available updates and error corrections (" Updates") to Axon Evidence Local. Axon will provide Updates electronically via the Internet or media as determined by Axon. Agency is responsible for establishing and maintaining adequate access to the Internet to receive Updates. Agency is responsible for maintaining the computer equipment necessary to use Axon Evidence Loc al. Axon may provide technical support of a prior release/version of Axon Evidence Local for six (6) months from when Axon made the subsequent release/version available.

5. Termination. Axon may terminate Agency’s license immediately for Agency’s failure to comply with any of the terms in this Agreement. Upon termination, Axon may disable Agency’s right to login to Axon Evidence Local. 









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Axon Application Programming Interface Appendix
This Appendix applies if Axon’s API Services are included on the Quote.

1. Definitions.

1.1. " API Client" means the software that acts as the interface between Agency’s computer and the server, which is already developed or to be developed by Agency.

1.2. " API Interface" means software implemented by Agency to configure Agency’s independent API Client Software to operate in conjunction with the API Service for Agency’s authorized Use.

1.3. " Axon Evidence Partner API, API or Axon API" (collectively "API Service") means Axon’s API which provides a programmatic means to access data in Agency’s Axon Evidence account or integrate Agency’s Axon Evidence account with other systems.

1.4. " Use" means any operation on Agency’s data enabled by the supported API functionality.

2. Purpose and License.

2.1. Agency may use API Service and data made available throug h API Service, in connection with an API Client developed by Agency. Axon may monitor Agency’s use of API Service to ensure quality, improve Axon devices and services, and verify compliance with this Agreement. Agency agrees to not interfere with such monitoring or obscure from Axon Agency’s use of API Service. Agency will not use API Service for commercial use.

2.2. Axon grants Agency a non-exclusive, non-transferable, non-sublicensable, worldwide, revocable right and license during the Term to use API Service, solely for Agency’s Use in connection with Agency’s API Client.

2.3. Axon reserves the right to set limi tations on Agency’s use of the API Service, such as a quota on operations, to ensure stability and availability of Axon’s API. Axon will use reasonable efforts to accommodate use beyond the designated limits.

3. Configuration. Agency will work independently to configure Agency’ s API Client with API Service for Agency’s applicable Use. Agency will be required to provide certain information (such as identification or contact details) as part of the registration. Registration information provided to Axon must be accurate. Agency will inform Axon promptly of any updates. Upon Agency’s registration, Axon will provide documentation outlining API Service information.

4. Agency Responsibilities. When using API Service, Agency and its end users may not:

4.1. use API Service in any way other than as expressly permitted under this Agreement;

4.2. use in any way that results in, or could result in, any security breach to Axon;

4.3. perform an action with the intent of introducing any viruses, worms, defect, Trojan horses, malware, or any items of a destructive nature to Axon Devices and Services;

4.4. interfere with, modify, disrupt or disable features or functionality of API Service or the servers or networks providing API Service;

4.5. reverse engineer, decompile, disassemble, or translate or attempt to extract the source code from API Service or any related software;

4.6. create an API Interface that functions substantially the same as API Service and offer it for use by third parties;

4.7. provide use of API Service on a service bureau, rental or managed services basis or permit other individuals or entities to create links to API Service;

4.8. frame or mirror API Service on any other se rver, or wireless or Internet-based device;

4.9. make available to a third-party, any token, key, password or other login credentials to API Service;

4.10. take any action or inaction resulting in illegal, unauthorized or improper purposes; or

4.11. disclose Axon’s API manual.

5. API Content . All content related to API Service, other than Agency Content or Agency’s API Client content, is considered Axon’s API Content, including:

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5.2. the resources available within API Service for which Agency takes actions on, such as evidence, cases, users, or reports;

5.3. the structure of and relationship of API Service resources; and

5.4. the design of API Service, in any part or as a whole.

6. Prohibitions on API Content. Neither Agency nor its end users will use API content returned from the API Interface to:

6.1. scrape, build databases, or otherwise create permanent copies of such content, or keep cached copies longer than permitted by the cache header;

6.2. copy, translate, modify, create a derivative work of, se ll, lease, lend, convey, distribute, publicly display, or sublicense to any third-party;

6.3. misrepresent the source or ownership; or

6.4. remove, alter, or obscure any confidentiality or prop rietary rights notices (inclu ding copyright and trademark notices).

7. API Updates. Axon may update or modify the API Service from time to time (" API Update"). Agency is required to implement and use the most current version of API Service and to make any applicable changes to Agency’s API Client required as a result of such API Update. API Updates may adversely affect how Agency’s API Client access or communicate with API Service or the API Interface. Each API Client must contain means for Agency to update API Client to the most current version of API Service. Axon will provide support for one (1) year following the release of an API Update for all depreciated API Service versions. 









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Advanced User Management Appendix
This Appendix applies if Axon Advanced User Management is included on the Quote.

1. Scope. Advanced User Management allows Agency to (a) utilize bulk user creation and management, (b) automate user creation and management through System for Cross-domain Identity Management (" SCIM"), and (c) automate group creation and management through SCIM.

2. Advanced User Management Configuration. Agency will work independently to configure Agency’s Advanced User Management for Agency’s applicable Use. Upon request, Ax on will provide general gui dance to Agency, including documentation that details the setup and configuration process. 









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Axon Channel Services Appendix
This Appendix applies if Agency purchases Axon Channel Service, as set forth on the Quote.

1. Definitions.

1.1. " Axon Digital Evidence Management System" means Axon Evidence or Axon Evidence Local, as specified in the attached Channel Services Statement of Work.

1.2. " Active Channel" means a third-party system that is continuously communicating with an Axon Digital Evidence Management System.

1.3. " Inactive Channel" means a third-party system that will have a one-time communication to an Axon Digital Evidence Management System.

2. Scope. Agency currently has a third-party system or data repository from which Agency desires to share data with Axon Digital Evidence Management. Axon will facilitate the transfer of Agency’s third-party data into an Axon Digital Evidence Management System or the transfer of Agency data out of an Axon Digital Evidence Management System as defined in the Channel Services Statement of Work ("Channel Services SOW"). Channel Services will not delete any Agency Content. Agency is responsible for verifying all necessary data is migrated correctly and retained per Agency policy.

3. Changes. Axon is only responsible to perform the Services described in this Appendix and Channel Services SOW.

Any additional 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 charges or schedule.

4. Purpose and Use. Agency is responsible for verifying Agency has the right to share data from and provide access to third-party system as it relates to the Services described in this Appendix and the Channel Services SOW. For Active Channels, Agency is responsible for any changes to a third-party system that may affect the functionality of the channel service. Any additional work required for the continuation of the Service may require additional fees. An Axon Field Engineer may require access to Agency’s network and systems to perform the Services described in the Channel Services SOW. Agency is responsible for facilitating this access per all laws and policies applicable to Agency.

5. Project Management. Axon will assign a Project Manager to work closely with Agency’s project manager and project team members and will be responsible for completing the tasks required to meet all contract deliverables on time and budget.

6. Warranty. Axon warrants that it will perform the Channel Services in a good and workmanlike manner.

7. Monitoring. Axon may monitor Agency’s use of Channel Services to ensure quality, improve Axon devices and services, prepare invoices based on the total amount of dat a migrated, and verify compliance with this Agreement.

Agency agrees not to interfere with such monitoring or obscure from Axon Agency’s use of channel services.

8. Agency’s Responsibilities.Axon’s successful performance of the Channel Services requires Agency:

8.1. Make available its relevant systems for assessment by Axon (including making these systems available to Axon via remote access);

8.2. Provide access to the building facilities and where Axon is to perform the Channel Services, subject to safety and security restrictions imposed by the Agency (incl uding providing security passes or other necessary documentation to Axon representatives performing the Channel Services permitting them to enter and exit Agency premises with laptop personal computers and any other materials needed to perform the Channel Services);

8.3. Provide all necessary infrastructure and software information (TCP/IP addresses, node names, and network configuration) for Axon to provide the Channel Services;

8.4. Ensure all appropriate data backups are performed;

8.5. Provide Axon with remote access to the Agency’s ne twork and third-party systems when required for Axon to perform the Channel Services;

8.6. Notify Axon of any network or machine maintenance that may impact the performance of the Channel Services; and

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and operators to provide timely, accurate, complete, and up-to-date documentation and information to Axon (these contacts are to provide background information and clarification of information required to perform the Channel Services).










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VIEVU Data Migration Appendix
This Appendix applies if Agency purchases Migration services, as set forth on the Quote.

1. Scope. Agency currently has legacy data in the VIEVU solution from which Agency desires to move to Axon Evidence.

Axon will work with Agency to copy legacy data from the VIEVU solution into Axon Evidence (" Migration"). Before Migration, Agency and Axon wi ll work together to develop a Statement of Work (" Migration SOW ") to detail all deliverables and responsibilities. The Migration will require the availability of Agency resources. Such resources will be identified in the SOW. On-site support during Migration is not required. Upon Agency’s request, Axon will provide on-site support for an additional fee. Any request for on-site su pport will need to be pre-scheduled and is subject to Axon’s resource availability.

1.1. A small amount of unexposed data related to system information will not be migrated from the VIEVU solution to Axon Evidence. Upon request, some of this data ca n be manually exported before Migration and provided to Agency. The Migration SOW will provide further detail.

2. Changes . Axon is only responsible to perform the Services described in this Appendix and Migration SOW. Any additional 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 charges or schedule.

3. P roject Management. Axon will assign a Project Manager to work closely with Agency’s project manager and project team members and will be responsible for completing the tasks required to meet all contract deliverables on time and budget.

4. D owntime. There may be downtime during the Mi gration. The duration of the downtime will depend on the amount of data that Agency is migrating. Axon will work with Agency to minimize any downtime. Any VIEVU mobile application will need to be disabled upon Migration.

5. Func tionality Changes . Due to device differences between the VIEVU solution and the Axon’s Axon Evidence solution, there may be functionality gaps that will not allow for all migrated data to be displayed the same way in the user interface after Migration.

6. A cceptance. Once the Migration is complete, Axon will notify Agency and provide an acceptance form. Agency is responsible for verifying that the scope of the project has been completed and all necessary data is migrated correctly and retained per Agency policy. Agency will have ninety (90) days to provide Axon acceptance that the Migration was successful, or Axon will deem the Migration accepted.

6.1. In the event Agency does not accept the Migration, Agency agrees to notify Axon within a reasonable time.

Agency also agrees to allow Axon a reasonable time to resolve any issue. In the event Agency does not provide Axon with a written rejection of the Migration duri ng these ninety (90) days, Agency may be charged for additional monthly storage costs. After Agency provides acceptance of the Migration, Axon will delete all data from the VIEVU solution ninety (90) days after the Migration.

7. Post-Migration. After Migration, the VIEVU solution may not be supported and updates may not be provided. Axon may end of life the VIEVU solution in the future. If Agency elects to maintain data within the VIEVU solution, Axon will provide Agency ninety (90) days’ notice before ending support for the VIEVU solution.

8. W arranty. Axon warrants that it will perform the Migration in a good and workmanlike manner.

9. Monitoring. Axon may monitor Agency’s use of Migration to ensure quality, improve Axon Devices and Services, prepare invoices based on the total amount of data migrated, and verify compliance with this Agreement. Agency agrees not to interfere with such monitoring or obscure Agency’s use of Migration from Axon. 









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Axon Technical Account Manager Appendix
This Appendix applies if Axon Support Engineer services are included on 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 Agency.

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. Agency’s Axon sales representative and Axon’s Agency Success team will work with Agency 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 Agency’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 Agency, and Agency 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 Agency’s Axon Evidence account
Connecting Agency to "Early Access" programs for new devices Account Maintenance
Conducting on-site training on new features and devices for Agency leadership team(s) Thoroughly documenting issues and workflows a nd 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 Agency'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 Tier 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 Agency’s production environment Agency Advocacy
Coordinating bi-annual voice of customer meetings with Axon’s Device Management team Recording and tracking Agency 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. Agency must schedule the on- site days at least two (2) weeks in advance. The Regi onal 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 peri od before Axon assigns a Regional TAM to Agency, 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 Agency and Agency is current on all payments for the Regional TAM Service.

3.4. The Regional TAM service options are listed below:










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Account Maintenance
Conducting remote training on new features and devices for Agency’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 Agency quarterly (up to 3 consecutive days) to perform a quarterly business review, discuss Agency'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 an Agency's Axon usage and trends to peers to establish best practices Proactively monitoring the health of Axon equipment and coordinating returns when needed Agency Advocacy
Coordinating bi-yearly Voice of Agency meetings with Device Management team Recording and tracking Agency feature requests and major bugs

4. Out of Scope Services. The TAM is responsible to perform only the Services 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 seven (7) days of sick leave and up to fifteen (15) days of vacation time per each calendar year. The TAM will work with Agency to coordinate any time off and will provide Agency with at least two (2) weeks’ notice before utilizing any vacation days. 









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Axon Investigate Appendix
If the Quote includes Axon's On Prem Video Suite known as Axon Investigate or Third Party Video Support License, the following appendix shall apply.

1. License Grant. Subject to the terms and conditions specified below and upon payment of the applicable fees set forth in the Quote, Axon grants to Agency a nonexclusive, nontransferable license to install, use, and display the Axon Investigate software (" Software") solely for its own internal use only and for no other purpose, for the duration of subscription term set forth in the Quote. This Agreement does not grant Agency any right to enhancements or updates, but if such are made available to Agency and obtained by Agency they shall become part of the Software and governed by the terms of this Agreement.

2. Third-Party Licenses . Axon licenses several third-party codecs and ap plications that are integrated into the Software. Users with an active support contract with Axon are granted access to these additional features. By accepting this agreement, Agency agrees to and understands that an active support contract is required for all of the following features: DNxHD output formats, decoding files vi a the "fast indexing" method, proprietary file metadata, telephone and email support, and all future updates to the software. If Agency terminates the annual support contract with Axon, the features listed above will be disabled within the Software. It is recommended that users remain on an active support contract to maintain the full functionality of the Software.

3. Restrictions on Use. Agency may not permit any other person to use the Software unless such use is in accordance with the terms of this Agreement. Agency may not modify, translate, reverse engineer, reverse compile, decompile, disassemble or create derivative works with respect to the Software, except to the extent applicable laws specifically prohibit such restrictions. Agency may not rent, lease, sublic ense, grant a security interest in or otherwise transfer Agency’s rights to or to use the Software. Any rights not granted are reserved to Axon.

4. Term. For purchased perpetual Licenses only—excluding Licens es leased for a pre-determined period, evaluation licenses, companion licenses, as well as temporary license s--the license shall be perpetual unless Agency fails to observe any of its terms, in which case it shall terminat e immediately, and without additional prior notice. The terms of Paragraphs 1, 2, 3, 5, 6, 8 and 9 shall survive termination of this Agreement. For licenses leased for a pre- determined period, for evaluation licenses, companion licenses, as well as temporary licenses, the license is granted for a period beginning at the installation date and for the duration of the evaluation peri od or temporary period as agreed between Axon and Agency.

5. Title. Axon and its licensors shall have sole and exclusive owner ship of all right, title, and interest in and to the Software and all changes, modifications, and enhancements t hereof (including ownership of all trade secrets and copyrights pertaining thereto), regardless of the form or media in which the original or copies may exist, subject only to the rights and privileges expressly granted by Axon. This Agreement does not provide Agency with title or ownership of the Software, but only a right of limited use.

6. Copies. The Software is copyrighted under the laws of the United States and international treaty provisions. Agency may not copy the Software except for backup or archival purposes, and all such copies shall contain all Axon’s notices regarding proprietary rights as contained in the Software as originally provided to Agency. If Agency receives one copy electronically and another copy on media, the copy on media may be used only for archival purposes and this license does not authorize Agency to use the copy of media on an additional server.

7. Actions Required Upon Termination . Upon termination of the license associated with this Agreement, Agency agrees to destroy all copies of the Software and other text and/or graphical documentation, whether in electronic or printed format, that describe the features, functions and operation of the Software that are provided by Axon to Agency ("Software Documentation ") or return such copies to Axon. Regar ding any copies of medi a containing regular backups of Agency's computer or computer system, Agency agrees not to access such media for the purpose of recovering the Software or online Software Documentation.

8. Export Controls. None of the Software, Software Documentation or underlying information may be downloaded or otherwise exported, directly or indirectly, without the prior written cons ent, if required, of the office of Export Administration of the United States, Department of Commerce, nor to any country to which the U.S. has embargoed goods, to any person on the U.S. Treasury Department’s list of Specially Designated Nations, or the U.S. Department of Commerce’s Table of Denials.

9. U.S. Government Restricted Rights . The Software and Software Document ation are Commercial Computer Software provided with Restricted Rights under Federal Acqu isition Regulations and agency supplements to them.

Use, duplication or disclosure by the U.S. Government is subject to restrictions as set forth in subparagraph (c)(1)(ii) of the Rights in Technical Data and Computer Software clause at DFAR 255.227-7013 et. Seq. or 252.211-7015, or 









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subparagraphs (a) through (d) of the Commercial Computer Software Restricted Rights at FAR 52.227-19, as applicable, or similar clauses in the NASA FAR Supplement. Contractor/manufacturer is Axon Enterprise, Inc., 17800 North 85th Street, Scottsdale, Arizona 85255.










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My90 Terms of Use Appendix
Definitions.

1.1. " My90" means Axon’s proprietary platform and methodology to obtain and analyze feedback, and other related offerings, including, without limitation, interactions between My90 and Axon products.

1.2. " Recipient Contact Information " means contact information, as applicable, including phone number or email address (if available) of the individual whom Agency would like to obtain feedback.

1.3. " Agency Data" means

1.3.1. "My90 Agency Content" which means data, including Recipient Contact Information, provided to My90 directly by Agency or at their direction, or by permitting My90 to access or connect to an information system or similar technology. My90 Agency Content does not include My90 Non- Content Data.

1.3.2. "My90 Non-Content Data" which means data, configuration, and usage information about Agency's My90 tenant, and client software, users, and survey recipients that is Processed (as defined in Section 1.6 of this Appendix) when using My90 or responding to a My90 Survey. My90 Non- Content Data includes data about users and survey recipients captured during account management and customer support activities. My90 Non-Content Data does not include My90 Agency Content.

1.3.3. "Survey Response" which means survey recipients' response to My90 Survey.

1.4. " My90 Data" means

1.4.1. "My90 Survey" which means surveys, material(s) or content(s) made available by Axon to Agency and survey recipients within My90.

1.4.2. "Aggregated Survey Response" which means Survey Response that has been de-identified and aggregated or transformed so that it is no longer reasonably capable of being associated with, or could reasonably be linked directly or indirectly to, a particular individual.

1.5. " Personal Data " means any information relating to an identified or identifiabl e natural person. An identifiable natural person is one who c an 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.

1.6. " Processing" means any operation or set of operations which is performed on data or on sets of data, whether or not by automated means, such as collection, recording, organization, structuring, storage, adaptation or alteration, retrieval, consultation, use, disclosure by transmission, dissemination or otherwise making available, alignment or combination, restriction, erasure, or destruction.

1.7. " Sensitive Personal Data" means Personal Data that reveals an individual’s health, racial or ethnic origin, sexual orientation, disability, religious or philosophical beliefs, or trade union membership.

2. Access. Upon Axon granting Agency a subscription to My90, Agency may access and use My90 to store and manage My90 Agency Content, and applicable My90 Surveys and Aggregated Survey Responses. This Appendix is subject to the Terms and Conditions of Axon’s Master Service and Purchasing Agreement or in the event you and Axon have entered into a prior agreement to govern all future purchases, that agreement shall govern.

3. I P address. Axon will not store survey respondents’ IP address.

4. Agency Owns My90 Agency Content . Agency controls or owns all right, title, and interest in My90 Agency Content. Except as outlined herein, Axon obtains no interest in My90 Agency Content, and My90 Agency Content is not Axon’s business records. Except as set forth in this Agreement, Agency is responsible for uploading, sharing, managing, and deleting My90 Agency Content. Axon will only have access to My90 Agency Content for the limited purposes set forth herein. Agency agrees to allow Axon access to My90 Agency Content to (a) perform troubleshooting, maintenance, or diagnostic screenings; and (b) enforce this Agreement or policies governing use of My90 and other Axon products.

5. D etails of the Processing. The nature and purpose of the Processing u nder this Appendix are further specified 









Master Services and Purchasing Agreement for Agency
Title: Master Services and Purchasing Agreement between Axon and Agency Department: Legal
Version: 19.0
Release Date: 8/18/2023 Page 37 of 40
in Schedule 1 Details of the Processing, to this Appendix.

6. Security . Axon will implement commercially reasonable a nd appropriate measures to secure Agency Data against accidental or unlawful loss, access, or disclosure. Axon will maintain a comprehensive information security program to protect Agency Data including logical, phys ical access, vulnerability, risk, and configuration management; incident monitoring and response; security education; and data protection. Axon will not treat Agency Data in accordance with FBI CJIS Security Policy requirements and does not agree to the CJIS Security Addendum for this engagement or any other security or privacy related commitments that have been established between Axon and Agency, such as ISO 27001 certification or SOC 2 Reporting.

7. P rivacy. Agency use of My90 is subject to the My90 Privacy Policy, a current version of which is available at https://www.axon.com/legal/my90privacypolicy. Agency agrees to allow Axon access to My90 Non-Content Data from Agency to (a) perform troubleshooting, maintenance, or diagnostic screenings; (b) provide, develop, improve, and support current and future Axon products including My90 and related services; and (c) enforce this Agreement or policies governing the use of My90 or other Axon products.

8. Loc ation of Storage. Axon may transfer Agency Data to third-party subcontractors for Processing. Axon will determine the locations for Processing of Agency Data. For all Agency, Axon will Process and store Agency Data within the United States. Ownership of My90 Agency Content remains with Agency.

9. R equired Disclosures. Axon will not disclose Agency Data that Agency shares with Axon except as compelled by a court or administrative body or required by any law or regulation. Axon will not ify Agency if any disclosure request is received for Agency Data so Agency may file an objection with the court or administrative body, unless prohibited by law.

10. D ata Sharing. Axon may share data only with entities that contro l or are controlled by or under common control of Axon, and as described below:

10.1. Axon may share Agency Data with third parties it employs to perform tasks on Axon’s behalf to provide products or services to Customer.

10.2. Axon may share Aggregated Survey Response with third parties, such as other Axon customers, local city agencies, private companies, or members of the public that are seeking a way to collect analysis on general policing and community trends. Aggregated Survey Re sponse will not be reasonably capable of being associated with or reasonably be linked directly or indirectly to a particular individual.

11. License and Intellectual Property . Agency grants Axon, its affiliates, and assignees the irrevocable, perpetual, fully paid, royalty-free, and worldwide right and license to use Agency Data for internal use including but not limited to analysis and creation of derivatives. Axon may not release Agency Data to any third party under this right that is not aggregated and de-identified. Agency acknowledges that Agency will have no intellectual property right in any media, good or service developed or improved by Axon. Agency acknowledges that Axon may make any lawful use of My90 Data and any derivative of Agency Data including, without limitati on, the right to monetize, redistribute, make modification of, and make derivatives of the surveys, survey responses and associated data, and Agency will have no intellectual property right in any good, service, media, or other product that uses My90 Data.

12. Agency Use of Aggregated Survey Response . Axon will make available to Agency Aggregated Survey Response and rights to use for any Agency purpose.

13. D ata Subject Rights. Taking into account the nature of the Processing, Axon shall assist Agency by appropriate technical and organizational measures, insofar as this is re asonable, for the fulfilment of Agency's obligation to respond to a Data Subject Request regarding any Personal Data contained within My90 Agency Content. If in regard to My90 Agency Content, Axon receives a Data Subj ect Request from Agency's data subject to exercise one or more of its rights under applicable Data Protection Law, Axon will redirect the data subject within seventy- two (72) hours, to make its request directly to Agency. Agency will be responsible for responding to any such request.

14. Assistance with Requests Related to My90 Agency Content . With regard to the processing of My90 Agency Content, Axon shall, if not prohibited by applicable law, notify Agency without delay after receipt, if Axon: (a) receives a request for information from the Supervisory Authority or any other competent authority regarding My90 Agency Content; (b) receives a complaint or request from a third party regarding the obligations of Agency or Axon under applicable Data Protection Law; or (c) receives any other communication which directly or indirectly pertains to My90 Agency Content or the Processing or pr otection of My90 Agency Content. Axon shall not respond to such requests, complaints, or communications, unless Agency has given Axon written instructions to 









Master Services and Purchasing Agreement for Agency
Title: Master Services and Purchasing Agreement between Axon and Agency Department: Legal
Version: 19.0
Release Date: 8/18/2023 Page 38 of 40
that effect or if such is required under a statutory provision. In the latter case , prior to responding to the request, Axon shall notify Agency of the relevant statutory provision and Axon shall limit its response to what is necessary to comply with the request.

15. Axon Evidence Partner Sharing . If Axon Evidence partner sharing is used to share My90 Agency Content, Agency will manage the data sharing partnership with Axon and access to allow only for authorized data sharing with Axon. Agency acknowledges that any applicable audit trail on the original source data will not include activities and processing performed against the instances, copies or clips that has been shared with Axon. Agency also acknowledges that the retention policy from the original source data is not applied to any data shared with Axon.

Except as provided herein, data shared with Axon may be retained indefinitely by Axon.

16. D ata Retention. Phone numbers provided to Axon directly by Agency or at their direction, or by permitting My90 to access or connect to an information system or simila r technology will be retained fo r twenty-four (24) hours.

Axon will not delete Aggregated Survey Response for four (4) years following termination of this Agreement. There will be no functionality of My90 during these four (4) years ot her than the ability to submit a request to retrieve Aggregated Survey Response. Axon has no obligation to maintain or provide Aggregated Survey Response after these four years and may thereafter, unless legally prohibited, delete all Aggregated Survey Response.

17. T ermination. Termination of an My90 Agreement will not result in the removal or modification of previously shared My90 Agency Content or the potential monetization of Survey Response and Aggregated Survey Response.

18. M anaging Data Shared. Agency is responsible for:

18.1. Ensuring My90 Agency Content is appropriate for use in My90. This includes, prior to sharing: (a) applying any and all required redactions, clipping, removal of metadata, logs, etc. and (b) coordination with applicable public disclosure officers and related legal teams;

18.2. Ensuring that only My90 Agency Content that is authorized to be shared for the purposes outlined is shared with Axon. Agency will periodically monitor or audit this shared data;

18.3. Using an appropriately secure data transfer me chanism to provide My90 Agency Content to Axon;

18.4. Immediately notifying Axon if My90 Agency Content that is not authorized for sharing has been shared.

Axon may not be able to immediately retrieve or loca te all instances, copies or clips of My90 Agency Content in the event Agency requests to un-share previously shared My90 Agency Content;

19. Prior to enrollment in My90 . Prior to enrolling in My90, Agency will:

19.1. determine how to use My90 in accordance with applicab le laws and regulations including but not limited to consents, use of info or other legal considerations;

19.2. develop a set of default qualification criteria of what My90 Agency Content may be shared with Axon; and

19.3. assign responsibilities for managing what My90 Agency Content is shared with Axon and educate users on what data may or not be shared with Axon.

20. Agency Responsibilities . Agency is responsible for:

20.1. ensuring no My90 Agency Content or Agency end user’s use of My90 Agency Content or My90 violates this Agreement or applicable laws;

20.2. providing, and will continue to provid e, all notices and has obtained, and will continue to obtain, all consents and rights necessary under applicable laws for Axon to process Agency Data in accordance with this Agreement; and

20.3. maintaining necessary computer equipment and Internet connections for use of My90. If Agency becomes aware of any violation of this Agreement by an end user, Agency will immediately terminate that end user’s access to My90. Agency will also maintain the security of end usernames and passwords and security and access by end users to My90 Agency Content. Agency is responsible for ensuring the configuration and utilization of My90 meets applicable Agency regulati ons and standards. Agency may not sell, transfer, or sublicense access to any other entity or person. Agency shall contact Axon immediately if an unauthorized party may be using Agency's account or My90 Agency Content or if account information is lost or stolen.

21. Suspension . Axon may temporarily suspend Agency's or any end user’s right to access or use any portion or all of My90 immediately upon notice, if Agency or end user’s use of or registration for My90 may (a) pose a security 









Master Services and Purchasing Agreement for Agency
Title: Master Services and Purchasing Agreement between Axon and Agency Department: Legal
Version: 19.0
Release Date: 8/18/2023 Page 39 of 40
risk to Axon products including My90, or any third-party; (b) adversely impact My90, the systems, or content of any other customer; (c) subject Axon, Axon’s affiliates, or any third-party to liability; or (d) be fraudulent. Agency remains responsible for all fees, if applicable, incurred through suspension. Axon will not delete My90 Agency Content or Aggregated Survey Response because of suspension, except as specified in this Agreement.

22. My90 Restrictions. Agency and Agency end users (inc luding employees, contractors, agents, officers, volunteers, and directors), may not, or may not attempt to:

22.1. copy, modify, tamper with, repair, or cr eate derivative works of any part of My90;

22.2. reverse engineer, disassemble, or decompile My90 or apply any process to derive any source code included in My90, or allow others to do the same;

22.3. access or use My90 with the intent to gain unaut horized access, avoid incurring fees or exceeding usage limits or quotas;

22.4. use trade secret information contained in My90, except as expressly permitted in this Agreement;

22.5. access My90 to build a competitive product or service or copy any features, functions, or graphics of My90;

22.6. 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 My90; or

22.7. use My90 to store or transmit infri nging, libelous, or other unlawful or tortious material; to store or transmit material in violation of third-party privacy rights; or to store or transmit malicious code. 









Master Services and Purchasing Agreement for Agency
Title: Master Services and Purchasing Agreement between Axon and Agency Department: Legal
Version: 19.0
Release Date: 8/18/2023 Page 40 of 40
Schedule 1- Details of the Processing

1. Nature and Purpose of the Processing. To help Agency obtain feedback from individuals, such as members of their community, staff, or officers. Features of My90 may include:

1.1. Survey Tool where Agency may create, distribute, and analyze feedback from individuals it designates.

Agency may designate members of the community, staff or officers from whom they would like to obtain feedback;

1.2. Creation of custom forms for surveys. Agency may se lect questions from a list of pre-drafted questions or create their own;

1.3. Distribution of survey via multiple di stribution channels such as text message;

1.4. Ability to access and analyze Survey Response. Axon may also provide Agency Aggregated Survey Responses which contain analysis and insights from the Survey Response;

1.5. Direct integrations into information systems including Computer Aided Dispatch (" CAD"). This will enable Agency to share contact information easily and quickly with Axon of any individuals from whom it wishes to obtain feedback, enabling Axon to communicate directly with these individuals;

1.6. Data Dashboard Beta Test (" Data Dashboard ") where Survey Response and Aggregated Survey Response will be displayed for Agency use. Agency will be able to analyze, interpret, and share results of the Survey Response. My90 may provide beta versions of the Data Dashboard that are specifically designed for Agency to test before they are publicly available;

1.7. Survey Responses will be aggregated and de-identified and may be subsequently distributed and disclosed through various mediums to: (1) Agency; (2) other Ax on Agency; (3) private companies; and (4) members of the public. The purpose of disclosure is to provide ongoing insights and comparisons on general policing and community trends. Prior to disclosing this information, Axon will ensure that the Survey Response has been de-identified and aggregated or transformed so that it is no longer reasonably capable of being associated with, or could reasonably be linked directly or indirectly to a particular individual; and

1.8. Provide services and materials to engage Agency stakeholders, market the partnership to the public, and facilitate training.










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Axon Evidence enables users to share content with internal and external stakeholders without the need for additional licenses. This includes other agencies already using Axon Evidence or Axon Justice Premier, as well as external users who do not have Axon Evidence accounts.

Sharing with Outside Agency Axon Evidence Users
Axon Evidence makes it easy to share evidence and cases with other Axon Evidence agencies, as well as those utilizing our Justice Premier solution for prosecutors and public defenders. Since these external users already have Axon Evidence credentials, shared evidence can be used in the same way as their own digital evidence. After evidence is added to Axon Evidence, a user can simply share the case with any of their trusted partner agencies with Axon Evidence credentials.

As users share evidence with partner agencies, the partner agencies will only have access to the data a user has chosen to share via an access list. All unshared data remains completely unavailable.

When files are shared with a partner agency, Axon Evidence sends a copy of the files and their associated metadata, which the partner agency can manage independently without affecting the original evidence. Any evidence that is shared is preserved in its original form in the sharer's instance of Axon Evidence.

Sharing With Non-Axon Evidence Users
A user can share evidence with those who are not Axon Evidence users by emailing a download link to an external email address. Audit Trails, Table of Contents, and Transcripts, an Optional Message and the Duration in days that the share is active, can all be shared with the core evidence.

All included documents will be made available via a ZIP folder, which a recipient can access without having to sign into an Axon Evidence account.

There are no additional authorizations or licenses required by Axon to share files using this method. However, please note that access can no longer be centrally controlled once it is downloaded locally.

Data Export
Users cannot modify original videos captured for chain of custody and chain of evidence reasons. If the original content or video evidence is uploaded as an MP4 it will be downloaded as an MP4 for review. Axon does not apply any proprietary formats when files are exported. This applies with any files such as PDF, DOC, AVI, WAV, MP3, AAC, etc. At the time of upload an SHA cryptographic hash function is generated and used to verify the integrity of the content uploaded. This SHA hash is also available at time of download for verification of authenticity. 82 Detail how your system complies with
Criminal Justice Information Systems
(CJIS) security requirements.

Axon Evidence, the same application used for managing TASER evidence, is a cloud-based solution that complies with the Federal Bureau of Investigation's Criminal Justice Information Services (CJIS) Security Policy, which sets the minimum-security requirements to provide an acceptable level of assurance to protect the full lifecycle of Criminal Justice Information (CJI).

Axon Cloud Services was designed and is operated to ensure that it is compliant with the FBI CJIS Security Policy at both the application and data storage layers.

Customers can be assured that their digital data is protected by a robust information security program that is designed to exceed the CJIS security requirements as well as provide protection against current and emerging threats. The Axon CJIS Compliance White paper outlines the specific security policies and practices for Axon Evidence and how they are compliant with the CJIS Security Policy. Read more about Axon's CJIS Compliance program and commitments here. http://www.axon.com/compliance.

Exceptions to Terms, Conditions, or Specifications Form Only those Proposer Exceptions to Terms, Conditions, or Specifications that have been accepted by Sourcewell have been incorporated into the contract text.

Documents

Ensure your submission document(s) conforms to the following :

Bid Number: RFP 101223 Vendor Name: Axon Enterprise, Inc. 









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Bid Number: RFP 101223 Vendor Name: Axon Enterprise, Inc. 









Sourcewell Contract # 101223-AXN | Amendment #1

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