MEMORANDUM OF UNDERSTANDING BETWEEN THE COUNTY OF SANTA
CLARA AND THE CITY OF CUPERTINO REGARDING THE USE OF AUTOMATIC LICENSE PLATE READERS (ALPRs)
Th
is Memorandum of Understanding ("MOU") is made between the County of Santa Clara ("County") and the City of Cupertino ("City") (collectively referred to as the "Parties" and each one a "Party") regarding the administration of the City's Automatic License Plate Reader system ("ALPRs").
I. PURPOSE
In 2014, the County entered i nto a Law Enforcement Contract with the City pursuant t
o which the County of Santa Clara Office of the Sheriff ("Sheriffs Office") provides law enforcement services within the corporate limits of the City. In 2024, the Parties entered into a First Amendment to the Law Enforcement Contract. The Law Enforcement Contract and the First Amendment to the Law Enforcement Contract are attached as Exhibit A to this MOU.
The City has acquired ALPRs for use within the corporate limits of the City.
The City desires that the Sheriff's Office administer the ALPR system pursuant to the Law Enforcement Contract and the First Amendment to the Law Enforcement Contract between the County and the City.
The purpose of this MOU is to govern the Parties' obligations with respect to the ALPRs.
II. ROLES AND RESPONSIBILITIES
A. Acquisition and Maintenance of ALPRs
The City will be responsible for the acquisition, installation, and maintenance of the ALPRs, and any associated costs. The City may consult with the Sheriff's Office on the placement of the ALPRs.
B. Authorized and Prohibited Uses
The ALPRs will only be used for the purposes identified in the City's ALPR Policy (attached as Exhibit B) and the County ALPR Surveillance Use Policy (attached as Exhibit C).
Where a conflict exists between the City ALPR Policy and the County ALPR Surveillance Use Policy, the more restrictive policy shall govern the conduct of the County and the Sheriff’s Office, and any officers, employees, or agents thereof, with respect to the ALPRs.
C. Data Collection, Storage, Access, Sharing, and Retention Data collection, storage, access, sharing, and retention will be in accordance with the City ALPR Policy and the County ALPR Surveillance Use Policy. Where a conflict exists between the City ALPR Policy and the County ALPR Surveillance Use Policy, the County ALPR Surveillance Use Policy shall govern the conduct of the County and the Sheriff’s Office, and any officers, employees, or agents thereof, with respect to the ALPRs.
The City further agrees that it will delegate the administrative account with two- actor authentication enabled for the ALPR system to a Sheriff’s Office employee designated by the Sheriff’s Office. The City shall at no time maintain an account for the ALPR system that allows the City access to the data collected or stored by the ALPR system.
D. Data Ownership
As between the County and the City, the City owns the images captured by the ALPR system. The County owns any data input by the Sheriff’s Office into the ALPR system and any data or records generated by the ALPR system or by the ALPR vendor reflecting a match between an image and a vehicle of interest.
E. Training
All Sheriff’s Office personnel authorized to use and access the ALPR system and data pursuant to this MOU shall receive all required training from the Sheriff’s Office. Said Personnel shall also review and receive copies of the City ALPR Policy and the County ALPR Surveillance Use Policy.
F. Oversight
Each Party will ensure that its officers, employees, and agents comply with this MOU, including the City ALPR Policy and County Surveillance Use Policy.
All access to ALPR Data shall be logged, and the Sheriff’s Office shall maintain an audit trail of requested and accessed information, including the purpose of the search. The Sheriff's Office shall conduct an audit on at least an annual basis to determine compliance with this MOU, the incorporated exhibits, and all applicable laws. The Sheriff shall provide copies of the audit report to the City as requested but is entitled to withhold any law enforcement-sensitive portions of the report (e.g., California Department of Justice or other criminal justice data released on a need -to-know/right-to-know basis).
G. Compensation
The Sheriff’s Office will be compensated for services performed under this MOU in accordance with the Law Enforcement Contract and the First Amendment to the Law Enforcement Contract.
III. TERM OF AGREEMENT
The term of this MOU shall commence upon the date of execution by all Parties and shall expire on June 30 , 2026 , unless otherwise terminated by the Parties as provided herein. The Parties may extend the term of the MOU by written amendment to this MOU executed by all Parties.
IV. TERMINATION
Any Party may terminate this MOU, at any time and without cause, upon 60 days’ written notice given to the other Party pursuant to Section VI, "NOTICES." The County (through the Board of Supervisors) may immediately terminate the MOU for cause if it determines that the City is violating the terms of this MOU, including the attached Exhibits. Prior to terminating for cause, the County must provide the City with notice of the alleged breach and provide the City 5 business days to respond and remedy the breach. The County (through the Board of Supervisors) may immediately terminate the MOU if City fails to timely remedy the breach.
Notwithstanding Section III, the MOU shall immediately terminate upon the termination of the Law Enforcement Contract (including any extensions or amendments thereof).
Should the City revoke or amend the City ALPR Policy or the County revoke or amend the County ALPR Policy, either Party has the option to either terminate this MOU or to offer an amendment to the MOU.
V. AMENDMENTS
This MOU may only be amended by a written instrument signed by the Parties.
VI. NOTICES
Any notice required to be given under this MOU shall be in writing and addressed as follows:
Notice to County:
Robert Jonsen, Sheriff
Santa Clara County Office of the Sheriff
55 W. Younger Avenue
San Jose, CA 95110
County of Santa Clara Board of Supervisors
70 West Hedding Street
East Wing, 10th Floor
San Jose, CA 95110
James Williams, County Executive
70 West Hedding Street
11th Floor
San Jose, CA 95110
Tony LoPresti, County Counsel
70 West Hedding Street
East Wing, 9th Floor
San Jose, CA 95110
Notice to City:
Pamela Wu, City Manager
10300 Torre Avenue
Cupertino, CA 95014
Christopher Jensen, City Attorney
10300 Torre Avenue
Cupertino, CA 95014
Thomas Chin, Emergency Manager
10300 Torre Avenue
Cupertino, CA 95014
The notice required by this MOU shall be effective when, according to timestamps in the sender’s email system or deposited in the United States mail, first-class postage is prepaid.
VII. INDEMNIFICATION AND INSURANCE
Indemnification and insurance for purposes of this MOU will be governed by Sections IV and V of the Law Enforcement Contract.
VIII. RECORDS REQUESTS
The Parties are public agencies subject to the disclosure requirements of the California Public Records Act ("CPRA").
To the extent a Party's proprietary information is contained in documents or information submitted to any other Party, and the Party submitting the document or information ("submitting Party") claims that such information falls within one or more CPRA exemptions, the submitting Party must clearly mark such information "CONFIDENTIAL AND PROPRIETARY" or with similar language, and identify the specific lines containing the information. In the event of a request for such information, the Party in receipt of such information ("receiving Party") will make best efforts to provide notice to the submitting Party prior to such disclosure pursuant to a CPRA request. If the receiving Party receives a CPRA request seeking or partially seeking information clearly marked as confidential or proprietary of the submitting Party, the receiving Party will provide written notice to the submitting Party in a reasonably prompt manner. If the submitting Party contends that any documents are exempt from the CPRA and wishes to prevent disclosure, it is required to obtain a protective order, injunctive relief or other appropriate remedy from a court of law in Santa Clara County before the receiving Party is required to respond to the CPRA request. If the submitting Party fails to obtain such remedy within the time the receiving Party is required to respond to the CPRA request, the receiving Party may disclose the requested information.
Data collected by the ALPRs shall not be made public unless required by federal or state law or court order. The Parties agree that they will notify and consult with the other with respect to any CPRA request seeking records relating to the ALPR system.
The Parties agree that it shall defend, indemnify, and hold harmless the other against any claim, action or litigation (including but not limited to all judgments, costs, fees, and attorneys’ fees) that may result from denial of a CPRA request for information arising from any representation, or any action (or inaction) of the indemnifying Party.
IX. CONFLICTS OF INTEREST
The Parties shall comply, and shall ensure that their employees, contractors and subcontractors comply, with all applicable (i) requirements governing avoidance of impermissible client conflicts; and (ii) federal, state and local conflict of interest laws and regulations including, without limitation, California Government Code section 1090 et. seq., the California Political Reform Act (California Government Code section 87100 et. seq.) and the regulations of the Fair Political Practices Commission concerning disclosure and disqualification (2 California Code of Regulations section 18700 et. seq.). In accepting this MOU, the Parties covenant that they presently have no interest, and will not acquire any interest, direct or indirect, financial or otherwise, which would conflict in any manner or degree with the performance of this MOU. Each Party is responsible for assuring compliance of its subcontractors and employees with the requirements of this provision.
X. NON-DISCRIMINATION
The Parties shall comply with all applicable laws concerning nondiscrimination and equal opportunity in employment and contracting, including but not limited to the following: Title VII of the Civil Rights Act of 1964 as amended; Americans with Disabilities Act of 1990; the Age Discrimination in Employment Act of I 967; the Rehabilitation Act of 1973 (Sections 503 and 504); the Equal Pay Act of 1963; California Fair Employment and Housing Act (Gov. Code § 12900 et seq.); California Labor Code sections 1101, 1102, and 1197.5; and the Genetic Information Nondiscrimination Act of 2008. In addition to the foregoing, the Parties shall not discriminate against any subcontractor, employee, or applicant for employment because of age, race, color, national origin, ancestry, religion, sex, gender identity, gender expression, sexual orientation, mental disability, physical disability, medical condition, political belief, organizational affiliation, or marital status in the recruitment, selection for training (including but not limited to apprenticeship), hiring, employment, assignment, promotion, layoff, rates of pay or other forms of compensation. Nor shall the Parties discriminate in the provision of services provided under this contract because of age, race, color, national origin, ancestry, religion, sex, gender identity, gender expression, sexual orientation, mental disability, physical disability, medical condition, political beliefs, organizational affiliations, or marital status.
XI. GOVERNING LAWS AND VENUE
This MOU has been executed and delivered in, and shall be construed and enforced in accordance with, the laws of the State of California. The proper venue for legal action regarding this MOU shall be in Santa Clara County.
XII. ENTIRE AGREEMENT
This MOU and its Exhibits and/or Attachments constitute the final, complete, and exclusive statement of the terms of the agreement between the Parties regarding the subject of this MOU. All Exhibits and/or Attachments to this MOU are incorporated herein as one agreement. This MOU incorporates and supersedes all the agreements, covenants and understandings between the Parties concerning the subject matter hereof, and all such agreements, covenants and understandings have been merged into this MOU. In the event that any term, condition, provision, requirement, or specification set forth in the body of this MOU conflicts with or is inconsistent with any term, condition, provision, requirement, or specification in any Exhibit and/or Attachment to this MOU, the provisions of the body of the MOU shall prevail. No prior or contemporaneous agreement or understanding, verbal or otherwise, of the Partie s or their agents shall be valid or enforceable unless embodied in this MOU.
XIII. THIRD PARTY BENEFICIARIES
This MOU does not, and is not intended to, confer any rights or remedies upon any person or entity other than the Parties.
XIV. SIGNATORIES NOT AGENTS/INDEPENDENT CONTRACTOR
Parties to this MOU shall have no authority, express or implied, to act on behalf of any signatory in any capacity whatsoever as an agent. The Parties shall have no authority, express or implied, pursuant to this MOU to bind each other to any obligation whatsoever. This MOU is not a contract of employment and does not create an employer -employee relationship between the Parties and neither Party shall be considered the employees of the other and shall not qualify for or become entitled to any claims for employment and retirement benefits from the other.
XV. NON-ASSIGNMENT
No assignment of this MOU or of the rights and obligations hereunder shall be valid without the prior written consent of all Parties.
XVI. WAIVER
No delay or failure to require performance of any provision of this MOU shall constitute a waiver of that provision as to that or any other instance. Any waiver granted by a party shall be in writing and shall apply to the specific instance expressly stated.
XVII. COUNTERPARTS
This MOU may be executed by the Parties in separate counterparts, each of which, when so executed and delivered, shall be an original, but all such counterparts shall together constitute one and the same instrument.
XVIII. CONTRACT EXECUTION
Unless otherwise prohibited by law or County or City policies, the Parties agree that an electronic copy of a signed contract, or an electronically signed contract, has the same force and legal effect as a contract executed with an original ink signature. The term "electronic copy of a signed contract" refers to transmission by facsimile, electronic mail, or other electronic means of a copy of an original signed contract in a portable document format. The term "electronically signed contract" means a contra ct executed by applying an electronic signature using technology approved by the County or the City .
XIX. COVID-19 REQUIREMENTS (IF APPLICABLE)
City shall comply with all County requirements in effect relating to COVID -19 for persons who routinely perform services for County onsite and share airspace with or proximity to other people at a County facility as part of their services for County as set forth in a County Health Order (or similar directives) available at https://covid19.sccgov.org/home , and incorporated herein by this reference. City shall comply with all reasonable requests by County for documentation demonstrating City’s compliance with this Section.
XX. LEVINE ACT COMPLIANCE
City will comply, and will ensure that its agents (as that term is defined under 2 Cal.
Code Regs. § 18438.3(a)) and its subcontractors identified in City’s proposal responding to a County solicitation and/or identified in this Agreement (“Subcontractors”) comply, with California Government Code section 84308 (“Levine Act”) and the applicable regulations of the Fair Political Practices Commission concerning campaign disclosure (2 California Code of Regulations sections 18438.1 – 18438.8), which (1) require a party to a proceeding involving a contract to disclose on the record of the proceeding any contribution, as defined by Government Code section 84308(a)(6), of more than $250 that the party or their agent has made within the prior 12 months, and (2) prohi bit a party to a proceeding involving a contract from making a contribution, as defined by Government Code section 84308(a)(6), of more than $250 to any County officer during the proceeding and for 12 months following the final decision in the proceeding. City agrees to submit any disclosures required to be made under the Levine Act at the Office of the Clerk of the Board of Supervisors website at http://www.sccgov.org/levineact, and Contractor shall require Subcontractors to do the same.
If this Agreement is to be considered or voted upon by the County’s Board of Supervisors, City shall complete the Levine Act Contractor Form: Identification of Subcontractors and Agents, and if applicable, shall ensure that any Subcontractor completes the Levine Act Subcontractor Form: Identification of Agents, and City must submit all such forms to the County as a prerequisite to execution of t he Agreement.
IN WITNESS WHEREOF, the Parties have caused the Agreement to be executed as of the Effective Date written above.
COUNTY OF SANTA CLARA CITY OF CUPERTINO
__________
___
Susan Ellenberg
President, Board of Supervisors
Pamela Wu
City Manager
Date: ______ ______
Signed and certified that a copy of this document
has been delivered by electronic or other means to
the President, Board of Supervisors.
Date: _________
APPROVED AS TO FORM AND LEGALITY:
_____
Stephanie M. Jackson
Deputy County Counsel
Date: ___________________________
APPROVED AS TO FORM AND LEGALITY:
____________ _
Christopher D. Jensen
Cupertino City Attorney
Date: ___________________________
ATTEST:
__ ________
Curtis Boone
Acting Clerk of the Board
Date: ___________________________
ATTEST:
_____ _____
Kirsten Squarcia
City Clerk
Date: ___________________________