CITY OF LAGUNA BEACH
GOODS PURCHASE AGREEMENT
This Goods Purchase Agreement (“Agreement”) #__________ is entered into this 23rd day of September, 2025, by and between the City of Laguna Beach, a public agency organized and operating under the laws of the State of California with its principal place of business at 505 Forest Avenue, Laguna Beach, California 92651 (“City”), and Presidio Networked Solutions Group, LLC, a limited liability company with its principal place of business at One Penn Plaza, Suite 2501, New York, NY 10119 (“Contractor” or “Presidio”). City and Contractor are sometimes individually referred to as “Party” and collectively as “Parties” in this Agreement.
Section 1. DEFINITIONS. A. “Goods” means all machinery, equipment, supplies, items, parts, materials, labor or other services, including design, engineering and installation services, provided by Contractor as specified in Exhibit “A,” attached hereto and incorporated herein by reference.
B. “Delivery Date(s)” means that date or dates upon which the Goods is to be delivered to City, ready for approval, testing and/or use as specified in Exhibit “B.” Section 2. MATERIALS AND WORKMANSHIP. When Exhibit “A” specifies machinery, equipment or material by manufacturer, model or trade name, no substitution will be made without City’s written approval. Machinery, equipment or material installed in the Goods without the approval required by this Section 2 will be deemed to be defective material for purposes of Section 4.
Where machinery, equipment or materials are referred to in Exhibit “A” as equal to any particular standard, City will decide the question of equality. When requested by City, Contractor will furnish City with the name of the manufacturer, the performance capabilities and other pertinent information necessary to properly determine the quality and suitability of any machines, equipment and material to be incorporated in the Goods. Material samples will be submitted at City’s request.
Section 3. INSPECTIONS AND TESTS. City shall have the right to inspect and/or test the Goods prior to acceptance. If upon inspection or testing the Goods or any portion thereof are found to be nonconforming, unsatisfactory, defective, of inferior quality or workmanship, or fail to meet any requirements or specifications contained in Exhibit “A,” then without prejudice to any other rights or remedies, City may reject the Goods or exercise any of its rights under Section 4.C.. The inspection, failure to make inspection, acceptance of goods, or payment for goods shall not impair City’s right to reject nonconforming goods, irrespective of City’s failure to notify Contractor of a rejection of nonconforming goods or revocation of acceptance thereof or to specify with particularity any defect in nonconforming goods after rejection or acceptance thereof.
Section 4. WARRANTY. ALL GOODS PROVIDED BY CONTRACTOR ARE PROVIDED “AS IS”, WITH ALL FAULTS. EXCEPT AS
EXPRESSLY PROVIDED IN THIS AGREEMENT, CONTRACTOR MAKES NO WARRANTIES, EXPRESS OR
IMPLIED, AND SPECIFICALLY DISCLAIMS ANY WARRANTY OF MERCHANTABILITY, FITNESS FOR A
PARTICULAR PURPOSE, TITLE OR NON-INFRINGEMENT OR ANY WARRANTY ARISING BY USAGE OF TRADE, COURSE OF DEALINGS OR COURSE OF PERFORMANCE. CONTRACTOR DOES NOT WARRANT THAT THE SERVICES WILL BE UNINTERRUPTED OR ERROR-FREE. ANY AND ALL ORIGINAL EQUIPMENT MANUFACTURER (“OEM”) WARRANTIES, CERTIFICATIONS AND GUARANTEES ARE PASSED THROUGH TO THE CITY. CONTRACTOR SERVES AS A SINGLE POINT OF CONTACT BETWEEN THIRD PARTY OEMS AND CITY TO ENFORCE SUCH PASSED THROUGH WARRANTIES. CITY AGREES
THAT ANY GOODS PROVIDED TO CITY UNDER THIS AGREEMENT WILL CARRY THE WARRANTY Attachment 2
21 PROVIDED BY THE MANUFACTURER AND CONTRACTOR MAKES NO INDEPENDENT WARRANTY WITH RESPECT TO SUCH PRODUCTS.
SERVICES WARRANTY. CONTRACTOR WARRANTS ALL SERVICES WILL BE PROVIDED IN A PROFESSIONAL AND WORKMANLIKE MANNER CONSISTENT WITH INDUSTRY STANDARDS.
CONTRACTOR SERVICES ARE WARRANTED FOR THIRTY (30) DAYS FROM THE DATE OF FINAL
DELIVERY OF THE SERVICES, DURING WHICH PERIOD CONTRACTOR SHALL PROMPTLY CORRECT ANY DEFECTIVE WORKMANSHIP AT NO ADDITIONAL COST TO CITY AS CITY’S SOLE AND EXCLUSIVE REMEDY.
Section 5. PRICES. Unless expressly provided otherwise, all prices and fees specified in Exhibit “A,” attached hereto and incorporated herein by reference, are firm and shall not be subject to change without the written approval of City.
Contractor shall comply No extra charges of any kind will be allowed unless specifically agreed to in writing by City’s authorized representative. The total price shall include (i) all federal, state and local sales, use, excise, privilege, payroll, occupational and other taxes applicable to the Goods furnished to City hereunder; and (ii) all charges for packing, freight and transportation to destination.
Section 6. CHANGES. City, at any time, by a written order, and without notice to any surety, may make changes in the Goods, including but not limited to, City’s requirements and specifications. If such changes affect the cost of the Goods or time required for its performance, an equitable adjustment will be made in the price or time for performance or both. Any change in the price necessitated by such change will be agreed upon between City and Contractor and such change will be authorized by document executed by the City and accepted by the Contractor.
Section 7. PAYMENTS. A. Terms of payment, are net thirty (30) days, less any applicable retention, after receipt of invoice, or completion of applicable Progress Milestones. Final payment shall be made by City after Contractor has satisfied all contractual requirements. Payment of invoices shall not constitute acceptance of Goods. Payment shall be made in compliance with the Invoice and Payment Instructions attached to Exhibit “C.” B. If Progress Milestones have been specified in Exhibit “B,” then payments for the Goods will be made as the requirements of such Progress Milestones are met. Progress payments for the Goods will be made by City upon proper application by Contractor during the progress of the Goods and according to the terms of payment as specified in Exhibit “B.” Contractor’s progress billing invoice will include progress payments due for the original scope of work and changes. Each “Item for Payment” shown in Exhibit “B” and each change order will be itemized on the invoice. Invoices for cost plus work, whether part of Exhibit “B” or a change order, must have subcontractor and/or supplier invoices attached to Contractor’s invoice. Other format and support documents for invoices will be determined by City in advance of the first invoice cycle.
C. Payments otherwise due may be withheld by City on account of defective Goods not remedied, liens or other claims filed, reasonable evidence indicating probable filing of liens or other claims, failure of Contractor to make payments properly to its subcontractors or for material or labor, the failure of Contractor to perform any of its other obligations under the Agreement, or to protect City against any liability arising out of Contractor’s failure to pay or discharge taxes or other obligations. If the causes for which payment is withheld are removed, the withheld payments will be made promptly. If the said causes are not removed within a reasonable period after written notice, City may remove them at Contractor’s expense.
D. Payment of the final Progress Milestone payment or any retention will be made by City upon:
1. Submission of an invoice for satisfactory completion of the requirements of a Progress Milestone as defined in Exhibit “B” and in the amount associated with the Progress Milestone;
2. Written acceptance of the Goods by City;
3. Delivery of all drawings and specifications, if required by City; 22 4. Delivery of executed full releases of any and all liens arising out of this Agreement; and
5. Delivery of an affidavit listing all persons who might otherwise be entitled to file, claim, or maintain a lien of any kind or character, and containing an averment that all of the said persons have been paid in full.
If any person refuses to furnish an actual release or receipt in full, Contractor may furnish a bond satisfactory to City to indemnify City against any claim or lien at no cost to City.
E. Acceptance by Contractor of payment of the final Progress Milestone payment pursuant to Section
7.D will constitute a waiver, release and discharge of any and all claims and demands of any kind or character which Contractor then has, or can subsequently acquire against City, its successors and assigns, for or on account of any matter or thing arising out of, or in any manner connected with, the performance of this Agreement. However, payment for the final Progress Milestone by City will not constitute a waiver, release or discharge of any claims or demands which City then has, or can subsequently acquire, against Contractor, its successors and assigns, for or on account of any matter or thing arising out of, or in any manner connected with, the performance of this Agreement.
Section 8. TAXES. A. Contractor agrees to timely pay all sales and use tax (including any value added or gross receipts tax imposed similar to a sales and use tax) imposed by any federal, state or local taxing authority on the ultimate purchase price of the Goods provided under this Agreement.
B. Contractor will withhold, and require its subcontractors, where applicable, to withhold all required taxes and contributions of any federal, state or local taxing authority which is measured by wages, salaries or other remuneration of its employees or the employees of its subcontractors. Contractor will deposit, or cause to be deposited, in a timely manner with the appropriate taxing authorities all amounts required to be withheld.
C. All other taxes, however denominated or measured, imposed upon the price of the Goods provided hereunder, will be the responsibility of Contractor. In addition, all taxes assessed by any taxing jurisdiction based on Contractor property used or consumed in the provision of the Goods such as and including ad valorem, use, personal property and inventory taxes will be the responsibility of Contractor.
D. Contractor will, upon written request, submit to City written evidence of any filings or payments of all taxes required to be paid by Contractor hereunder.
Section 9. INDEPENDENT CONTRACTOR. Contractor enters into this Agreement as an independent contractor and not as an employee of City.
Contractor shall have no power or authority by this Agreement to bind City in any respect. Nothing in this Agreement shall be construed to be inconsistent with this relationship or status. All employees, agents, contractors or subcontractors hired or retained by the Contractor are employees, agents, contractors or subcontractors of the Contractor and not of City. City shall not be obligated in any way to pay any wage claims or other claims made against Contractor by any such employees, agents, contractors or subcontractors or any other person resulting from performance of this Agreement.
Section 10. SUBCONTRACTS. Unless otherwise specified, Contractor must obtain City’s written permission before subcontracting any portion of the Goods. Except for the insurance requirements in Section 12.A, all subcontracts and orders for the purchase or rental of supplies, materials or equipment, or any other part of the Goods, will require that the subcontractor be bound by and subject to all of the terms and conditions of the Agreement. No subcontract or order will relieve Contractor from its obligations to City, including, but not limited to Contractor’s insurance and indemnification obligations. No subcontract or order will bind City.
Section 11. TITLE AND RISK OF LOSS. Unless otherwise agreed, City will have title to, and risk of loss of, all completed and partially completed portions of the Goods upon delivery, as well as materials delivered to and stored on City property which are 23 intended to become a part of the Goods. However, Contractor will be liable for any loss or damage to the Goods and/or the materials caused by Contractor or its subcontractors, their agents or employees, and Contractor will replace or repair said Goods or materials at its own cost to the complete satisfaction of City. Notwithstanding the foregoing, in the event that the City has paid Contractor for all or a portion of the Goods which remains in the possession of Contractor, then City shall have title to, and the right to take possession of, such Goods at any time following payment therefor. Risk of loss for any Goods which remains in the possession of Contractor shall remain with Contractor until such Goods has been delivered or City has taken possession thereof. Contractor will have risk of loss or damage to Contractor’s property used in the construction of the Goods but which does not become a part of the Goods.
Section 12. INDEMNIFICATION AND LIMITATION OF LIABILITY A. Contractor shall defend, indemnify and hold the City, its officials, officers, employees, volunteers and agents free and harmless from any and all third-party claims, demands, causes of action, costs, expenses, liability, loss, damage or injury, in law or equity, to property or persons, including wrongful death, resulting from the negligence or willful misconduct of Contractor, its officials, officers, employees, agents, subcontractors and subconsultants arising out of or in connection with the Goods or the performance of this Agreement, including without limitation the payment of all reasonable attorneys’ fees and other related costs and expenses except such loss or damage which was caused by the sole negligence or willful misconduct of the City. Contractor’s obligations in this section shall subject to the following conditions: (i) City promptly notifies Contractor of any third-party claim hereunder; (ii) City provides reasonable cooperation in the defense of any claim hereunder and (iii) City takes all reasonable measures to mitigate the damages.
TO THE EXTENT ALLOWED BY LAW, IN NO EVENT SHALL EITHER PARTY BE LIABLE FOR ANY
INDIRECT, INCIDENTAL SPECIAL, EXEMPLARY, PUNITIVE OR CONSEQUENTIAL DAMAGES, OR
DAMAGES FOR LOSS OF PROFITS, REVENUE, DATA, OR USE, INCURRED BY EITHER PARTY OR ANY
THIRD PARTY, WHETHER IN AN ACTION IN CONTRACT, TORT, STATUTORY OR OTHERWISE (ANY
LEGAL THEORY), EVEN IF THE OTHER PARTY OR ANY OTHER PERSON HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES.
TO THE EXTENT ALLOWED BY LAW AND EXCEPT IN THE EVENT OF CONTRACTOR’S GROSS NEGLIGENCE OR WILLFUL MISCONDUCT, CONTRACTOR’S ENTIRE LIABILITY EXCLUSIVE REMEDY FOR
DAMAGES FROM ANY CAUSE WHATSOEVER, INCLUDING, BUT NOT LIMITED TO, NONPERFORMANCE
OR MISREPRESENTATION, AND REGARDLESS OF THE FORM OF ACTIONS, SHALL BE LIMITED TO THE
AMOUNT WHICH HAS BEEN ACTUALLY PAID TO CONTRACTOR BY CITY HEREUNDER IN THE TWELVE (12) MONTHS PRECEDING THE DATE OF THE CLAIM.
B. Contractor’s defense obligation for any and all such aforesaid suits, actions or other legal proceedings of every kind that may be brought or instituted against the City, its officials, officers, employees, agents, or volunteers shall be at Contractor’s own cost, expense, and risk. Contractor shall pay and satisfy any judgment, award, or decree that may be rendered against City or its officials, officers, employees, agents, or volunteers, in any such suit, action, or other legal proceeding. Contractor shall reimburse City and its officials, officers, employees, agents, and/or volunteers, for any and all legal expenses and costs incurred by each of them in connection therewith or in enforcing the indemnity herein provided.
C. Contractor’s obligation to indemnify shall not be restricted to insurance proceeds, if any, received by the City, its officials, officers, employees, agents or volunteers.
Section 13. INSURANCE. A. General. Contractor shall take out and maintain:
1. Commercial General Liability Insurance, of at least $1,000,000 per occurrence/ $2,000,000 aggregate for bodily injury, personal injury and property damage, at least as broad as Insurance Services Office Commercial General Liability most recent Occurrence Form CG 00 01;
2. Automobile Liability Insurance for bodily injury and property damage including coverage for owned, non-owned and hired vehicles, of at least $1,000,000 per accident for bodily injury and property 24 damage, at least as broad as most recent Insurance Services Office Form Number CA 00 01 covering automobile liability, Code 1 (any auto);
3. Workers’ Compensation in compliance with applicable statutory requirements and Employer's Liability Coverage of at least $1,000,000 per occurrence; and
4. If Contractor is also the manufacturer of any equipment included in the Goods, Contractor shall carry Product Liability and/or Errors and Omissions Insurance which covers said equipment with limits of not less than $1,000,000.
B. Additional Insured; Primary; Waiver of Subrogation; No Limitation on Coverage. The policies required under this Section shall give City, its officials, officers, employees, agents or volunteers additional insured status. Such policies shall contain a provision stating that Contractor’s policy is primary insurance and that any insurance, self-insurance or other coverage maintained by the City or any additional insureds shall not be called upon to contribute to any loss, and shall contain or be endorsed with a waiver of subrogation in favor of the City, its officials, officers, employees, agents, and volunteers. The limits set forth herein shall apply separately to each insured against whom claims are made or suits are brought, except with respect to the limits of liability.
Requirements of specific coverage or limits contained in this section are not intended as a limitation on coverage, limits, or other requirement, or a waiver of any coverage normally provided by any insurance. Any available coverage shall be provided to the parties required to be named as additional insured pursuant to this Agreement.
C. Insurance Carrier. All insurance required under this Section is to be placed with insurers with a current A.M. Best’s rating no less than A-:VII, licensed to do business in California, and satisfactory to the City.
D. Evidence of Insurance. Contractor shall furnish City with original certificates of insurance and endorsements effecting coverage required by the Agreement. The certificates and endorsements for each insurance policy shall be signed by a person authorized by that insurer to bind coverage on its behalf, and shall be on forms supplied or approved by the City. All certificates and endorsements must be received and approved by the City before delivery commences. The City reserves the right to require complete, certified copies of all required insurance policies, at any time.
E. Subcontractors. All subcontractors shall meet the requirements of this Section before commencing work. In addition, Contractor shall include all subcontractors as insureds under its policies or shall furnish separate certificates and endorsements for each subcontractor. All coverages for subcontractors shall be subject to all of the requirements stated herein.
F. Freight. Contractor shall ensure that third party shippers contracted by Contractor have adequate insurance coverage for the shipped Goods.
Section 14. LIENS. A. Contractor, subcontractors and suppliers will not make, file or maintain a mechanic’s or other lien or claim of any kind or character against the Goods, for or on account of any labor, materials, fixtures, tools, machinery, equipment, or any other things furnished, or any other work done or performance given under, arising out of, or in any manner connected with the Agreement (such liens or claims referred to as “Claims”); and Contractor, subcontractor and suppliers expressly waive and relinquish any and all rights which they now have, or may subsequently acquire, to file or maintain any Claim and Contractor, subcontractor and suppliers agree that this provision waiving the right of Claims will be an independent covenant.
B. Contractor will save and hold City harmless from and against any and all Claims that may be filed by a subcontractor, supplier or any other person or entity and Contractor will, at its own expense, defend any and all actions based upon such Claims and will pay all charges of attorneys and all costs and other expenses arising from such Claims.
Section 15. TERMINATION OF AGREEMENT BY CITY. A. Should Contractor at any time refuse or fail to deliver the Goods with promptness and diligence, or to perform any of its other obligations under the Agreement, City may terminate Contractor’s right to proceed with the delivery of the Goods by written notice to Contractor
25. In such event City may obtain the Goods by whatever method it may deem expedient, including the hiring of another contractor or other contractors and, for that purpose, may take possession of all materials, machinery, equipment, tools and appliances and exercise all rights, options and privileges of Contractor. In such case Contractor will not be entitled to receive any further payments until the Goods are delivered. If City’s cost of obtaining the Goods, including compensation for additional managerial and administrative services, will exceed the unpaid balance of the Agreement, Contractor will be liable for and will pay the difference to City.
B. City may, for its own convenience, terminate Contractor’s right to proceed with the delivery of any portion or all of the Goods by written notice to Contractor. Such termination will be effective in the manner specified in such notice, will be without prejudice to any claims which City may have against Contractor, and will not affect the obligations and duties of Contractor under the Agreement with respect to portions of the Goods not terminated.
C. On receipt of notice under Section 15.B, Contractor will, with respect to the portion of the Goods terminated, unless the notice states otherwise,
1. Immediately discontinue such portion of the Goods and the placing of orders for materials, facilities, and supplies in connection with the Goods,
2. Unless otherwise directed by City, make every reasonable effort to procure cancellation of all existing orders or contracts upon terms satisfactory to City; and
3. Deliver only such portions of the Goods which City deems necessary to preserve and protect those portions of the Goods already in progress and to protect material, plant and equipment at the Goods site or in transit to the Goods site.
D. In the event of any early termination of this Agreement or any statement of work, City shall pay Contractor all sums due Contractor hereunder and under any outstanding statement of work prior to such termination, including without limitation: (a) all amounts that have been previously invoiced; (b) all fees for Services performed up to the date of termination that have not previously been invoiced (it being understood and agreed that, if Services are being charged on a flat fee basis, Contractor will be entitled to a pro rata portion of the flat fee based on the portion of the Services completed) and all pre-approved expenses incurred in the provision of such Services which have not yet been reimbursed; (c) all hardware and/or software products ordered, and (d) all amounts that Contractor may have paid or be required to pay to original equipment manufacturers, subcontractors or other third party vendors for Services performed through the effective date of termination and any early termination penalties incurred by Contractor to such third parties as a result thereof.
Section 16. MISCELLANEOUS PROVISIONS. A. Delivery of Notices. All notices permitted or required under this Agreement shall be given to the respective parties at the following address or at such other address as the respective parties may provide in writing for this purpose:
CITY:
City of Laguna Beach
505 Forest Avenue
Laguna Beach, CA 92651
Attn: Jerry Soto, IT Department
CONTRACTOR:
Presidio
5000 Hopyard Road, Suite 188
Pleasonton, CA 95488
Chris Sanchez, Sales
CC: [email protected]
Such notice shall be deemed made when personally delivered or when mailed, forty-eight (48) hours after 26 deposit in the U.S. Mail, first class postage prepaid and addressed to the party at its applicable address. Actual notice shall be deemed adequate notice on the date actual notice occurred, regardless of the method of service.
B. Assignment or Transfer. Contractor shall not assign or transfer any interest in this Agreement whether by assignment or novation, without the prior written consent of the City, which will not be unreasonably withheld. Provided, however, that claims for money due or to become due Contractor from the City under this Agreement may be assigned to a financial institution or to a trustee in bankruptcy, without such approval. Notice of any assignment or transfer, whether voluntary or involuntary, shall be furnished promptly to the City.
C. Successors and Assigns. This Agreement shall be binding on the successors and assigns of the Parties.
D. Amendment; Modification. No supplement, modification, or amendment of this Agreement shall be binding unless executed in writing and signed by both Parties.
E. Waiver. No waiver of any default shall constitute a waiver of any other default or breach, whether of the same or other covenant or condition. No waiver, benefit, privilege, or service voluntarily given or performed by a Party shall give the other Party any contractual rights by custom, estoppel or otherwise.
F. Governing Law. This Agreement shall be governed by the laws of the State of California. Venue shall be in Orange County.
G. Interpretation. Since the Parties or their agents have participated fully in the preparation of this Agreement, the language of this Agreement shall be construed simply, according to its fair meaning, and not strictly for or against any Party.
H. No Third Party Beneficiaries. There are no intended third party beneficiaries of any right or obligation assumed by the Parties.
I. Authority to Enter Agreement. Each Party warrants that the individuals who have signed this Agreement have the legal power, right and authority to make this Agreement and bind each respective Party.
J. Invalidity; Severability. If any portion of this Agreement is declared invalid, illegal, or otherwise unenforceable by a court of competent jurisdiction, the remaining provisions shall continue in full force and effect.
K. Counterparts. This Agreement may be signed in counterparts, each of which shall constitute an original.
L. City’s Right to Employ Other Contractors. City reserves its right to employ other contractors in connection with the Goods.
M. Labor Code Compliance. Contractor is aware of the requirements of California Labor Code Sections 1720 et seq. and 1770 et seq. (“Prevailing Wage Laws”), which require the payment of prevailing wage rates and the performance of other requirements on certain "public works" and "maintenance" projects. If any work performed by Contractor under this Agreement is being performed as part of an applicable "public works" or "maintenance" project, as defined by the Prevailing Wage Laws, and if the total compensation is $1,000 or more, Contractor agrees to fully comply with such Prevailing Wage Laws. Contractor shall defend, indemnify and hold City, its officials, officers, employees and agents free and harmless from any claims, liabilities, costs, penalties or interest arising out of any failure or alleged failure to comply with the Prevailing Wage Laws. Any stop orders issued by the Department of Industrial Relations against Contractor or any subcontractor that affect Contractor’s performance of any part of this Agreement, including any delay, shall be Contractor’s sole responsibility and Contractor shall indemnify City from liability arising out of the same. It shall be mandatory upon the Contractor and all subcontractors to comply with all California Labor Code provisions, which include but are not limited to prevailing wages (Labor Code Sections 1771, 1774 and 1775), employment of apprentices (Labor Code Section 1777.5), certified payroll records (Labor Code Sections 1771.4 and 1776), hours of labor (Labor Code Sections 1813 and 1815), contractor registration (Labor Code Sections 1725.5 and 1771.1) and debarment of contractors and subcontractors (Labor Code Sections 1777.1). The requirement to submit certified payroll records directly to the Labor Commissioner under Labor Code section 1771.4 and to be registered with the Department of Industrial 27 Relations shall not apply to work performed on a public works project that is exempt pursuant to the small project exemption specified in Labor Code Sections 1771.4, 1725.5 and 1771.1.
N. Installation. If the Contractor is responsible for providing installation services, finished installation work and/or equipment shall be subject to final inspection and acceptance or rejection by the City. Damage to City or public facilities or private property caused by the Contractor or by its subcontractors during delivery or installation shall be repaired and/or replaced in kind at no cost to the City. The delivery and installation site shall be kept clean and free of hazards at all times during delivery and installation. After installation is completed at the site, as applicable, Contractor shall clean the surrounding area to the condition prior to delivery and installation.
O. Entire Agreement. This Agreement constitutes the entire agreement between the Parties relative to the Goods specified herein. There are no understandings, agreements, conditions, representations, warranties or promises with respect to this Agreement, except those contained in or referred to in the writing. [SIGNATURES ON FOLLOWING PAGE]
28 SIGNATURE PAGE FOR GOODS PURCHASE AGREEMENT
BETWEEN THE CITY OF LAGUNA BEACH
AND PRESIDIO NETWORKED SOLUTIONS GROUP, LLC
IN WITNESS WHEREOF, the Parties hereto have executed this Agreement as of the day and year first above written.
CITY OF LAGUNA BEACH
Approved By:
Dave Kiff
City Manager
Date
Attested By:
City Clerk
Approved As To Form:
City Attorney
PRESIDIO
Signature
Name
Title
Date
29 EXHIBIT “A”
GOODS SPECIFICATIONS AND COST
# Part # Description List Price Unit Price Qty Discount Tax Ext List Price Ext Price 1 LC2-SM-1M-ENC LC-LC 1M 9/125 OS1
SINGLE-MODE DUPLEX
$31.99 $15.61 10 51.21% $12.10 $319.90 $156.10
2 LC2-SM-3M-ENC LC-LC 3M 9/125 OS1
SINGLE-MODE DUPLEX
$33.99 $16.77 10 50.67% $13.00 $339.90 $167.70
3 LC2-SM-5M-ENC LC-LC 5M 9/125 OS1
SINGLE-MODE DUPLEX
$36.99 $17.89 10 51.64% $13.86 $369.90 $178.90
4 LC2-SM-7M-ENC LC-LC 7M 9/125 OS1
SINGLE-MODE DUPLEX
$38.99 $19.21 10 50.74% $14.89 $389.90 $192.10
5 PS-SVC-MN-TM Professional Services -
Modern Networks - Time &
Materials
Task: - $0.00 $215.38 40.0000 0.00% $0.00 $0.00 $8,615.20 Cisco
C9300X-48HX-A
6 C9300X-48HX-A Catalyst 9300 48-port
mGig UPoE+, Network
Advantage
$17,660.36 $7,505.65 9 57.50% $5,235.18 $158,943.24 $67,550.85 7 C9300-NW-A-48 C9300 Network
Advantage, 48-port license
$0.00 $0.00 9 0.00% $0.00 $0.00 $0.00
8 PWR-C1-1100WAC-P 1100W AC 80+ platinum
Config 1 Power Supply
$0.00 $0.00 9 0.00% $0.00 $0.00 $0.00
9 CAB-TA-NA North America AC Type A
Power Cable
$0.00 $0.00 9 0.00% $0.00 $0.00 $0.00
10 TE-C9K-SW TE agent for IOSXE on
C9K
$0.00 $0.00 9 0.00% $0.00 $0.00 $0.00
11 C9300-DNA-A-48 C9300 DNA Advantage,
48-Port Term Licenses
$0.00 $0.00 9 0.00% $0.00 $0.00 $0.00
12 C9300-DNA-A-48-3Y C9300 DNA Advantage,
48-Port, 3 Year Term
License
$4,459.48 $2,475.01 9 44.50% $0.00 $40,135.32 $22,275.09 13 TE-EMBEDDED-T Cisco ThousandEyes
Enterprise Agent IBN
Embedded
$0.00 $0.00 9 0.00% $0.00 $0.00 $0.00
14 TE-EMBEDDED-T-3Y ThousandEyes -
Enterprise Agents
$0.00 $0.00 9 0.00% $0.00 $0.00 $0.00
30 15 D-DNAS-EXT-S-T Cisco DNA Spaces Extend
Term License for Catalyst
Switches
$0.00 $0.00 9 0.00% $0.00 $0.00 $0.00
16 D-DNAS-EXT-S-3Y Cisco DNA Spaces Extend
for Catalyst Switching -
3Year
$0.00 $0.00 9 0.00% $0.00 $0.00 $0.00
17 NETWORK-PNP-LIC Network Plug-n-Play
Connect for zero-touch
device deployment
$0.00 $0.00 9 0.00% $0.00 $0.00 $0.00
18 SC9300UK9-1712 Cisco Catalyst 9300 XE
17.12 UNIVERSAL
$0.00 $0.00 9 0.00% $0.00 $0.00 $0.00
19 C9300-SPS-NONE No Secondary Power
Supply Selected
$0.00 $0.00 9 0.00% $0.00 $0.00 $0.00
20 C9300-SSD-NONE No SSD Card Selected $0.00 $0.00 9 0.00% $0.00 $0.00 $0.00 21 C9K-ACC-RBFT RUBBER FEET FOR
TABLE TOP SETUP 9200
and 93xx
$0.00 $0.00 9 0.00% $0.00 $0.00 $0.00
22 C9K-ACC-SCR-4 12-24 and 10-32
SCREWS FOR RACK
INSTALLATION, QTY 4
$0.00 $0.00 9 0.00% $0.00 $0.00 $0.00
23 CAB-GUIDE-1RU 1RU CABLE
MANAGEMENT GUIDES
9200 and 9300
$0.00 $0.00 9 0.00% $0.00 $0.00 $0.00
24 CAB-SPWR-150CM Catalyst Stack Power
Cable 150 CM - Upgrade
$118.29 $65.65 9 44.50% $45.79 $1,064.61 $590.85
25 C9300X-NM-BLANK Catalyst 9300 Network
Module Blank Module
$0.00 $0.00 9 0.00% $0.00 $0.00 $0.00
26 C9300X-NM-NONE Catalyst 9300 No-Network
Module Selection
$0.00 $0.00 9 0.00% $0.00 $0.00 $0.00
27 STACK-T1-3M 3M Type 1 Stacking Cable $354.87 $196.95 9 44.50% $137.37 $3,193.83 $1,772.55 28 CON-SNTP-C9300XY4 SNTC-24X7X4 Catalyst
9300 48-port mGig
UPoE+, Networ
$5,520.00 $4,250.40 9
for 36 mo(s)
23.00% $0.00 $49,680.00 $38,253.60
C9300X-48HX-A
Total: $130,442.94
29 C9300X-48HX-A Catalyst 9300 48-port
mGig UPoE+, Network
Advantage
$17,660.36 $7,505.65 4 57.50% $2,326.75 $70,641.44 $30,022.60 30 C9300-DNA-A-48 C9300 DNA Advantage,
48-Port Term Licenses
$0.00 $0.00 4 0.00% $0.00 $0.00 $0.00
31 C9300-DNA-A-48-3Y C9300 DNA Advantage,
48-Port, 3 Year Term
License
$4,459.48 $2,475.01 4 44.50% $0.00 $17,837.92 $9,900.04 32 TE-EMBEDDED-T Cisco ThousandEyes
Enterprise Agent IBN
Embedded
$0.00 $0.00 4 0.00% $0.00 $0.00 $0.00
33 TE-EMBEDDED-T-3Y ThousandEyes -
Enterprise Agents
$0.00 $0.00 4 0.00% $0.00 $0.00 $0.00
34 D-DNAS-EXT-S-T Cisco DNA Spaces Extend
Term License for Catalyst
Switches
$0.00 $0.00 4 0.00% $0.00 $0.00 $0.00
35 D-DNAS-EXT-S-3Y Cisco DNA Spaces Extend
for Catalyst Switching -
3Year
$0.00 $0.00 4 0.00% $0.00 $0.00 $0.00
36 C9300-NW-A-48 C9300 Network
Advantage, 48-port license
$0.00 $0.00 4 0.00% $0.00 $0.00 $0.00
37 PWR-C1-1100WAC-P 1100W AC 80+ platinum
Config 1 Power Supply
$0.00 $0.00 4 0.00% $0.00 $0.00 $0.00
38 CAB-TA-NA North America AC Type A
Power Cable
$0.00 $0.00 4 0.00% $0.00 $0.00 $0.00
39 TE-C9K-SW TE agent for IOSXE on
C9K
$0.00 $0.00 4 0.00% $0.00 $0.00 $0.00
31 40 NETWORK-PNP-LIC Network Plug-n-Play
Connect for zero-touch
device deployment
$0.00 $0.00 4 0.00% $0.00 $0.00 $0.00
41 SC9300UK9-1712 Cisco Catalyst 9300 XE
17.12 UNIVERSAL
$0.00 $0.00 4 0.00% $0.00 $0.00 $0.00
42 C9300-SPS-NONE No Secondary Power
Supply Selected
$0.00 $0.00 4 0.00% $0.00 $0.00 $0.00
43 C9300-SSD-NONE No SSD Card Selected $0.00 $0.00 4 0.00% $0.00 $0.00 $0.00 44 C9K-ACC-RBFT RUBBER FEET FOR
TABLE TOP SETUP 9200
and 93xx
$0.00 $0.00 4 0.00% $0.00 $0.00 $0.00
45 C9K-ACC-SCR-4 12-24 and 10-32
SCREWS FOR RACK
INSTALLATION, QTY 4
$0.00 $0.00 4 0.00% $0.00 $0.00 $0.00
46 CAB-GUIDE-1RU 1RU CABLE
MANAGEMENT GUIDES
9200 and 9300
$0.00 $0.00 4 0.00% $0.00 $0.00 $0.00
47 CAB-SPWR-150CM Catalyst Stack Power
Cable 150 CM - Upgrade
$118.29 $65.65 4 44.50% $20.36 $473.16 $262.60
48 C9300X-NM-BLANK Catalyst 9300 Network
Module Blank Module
$0.00 $0.00 4 0.00% $0.00 $0.00 $0.00
49 C9300X-NM-NONE Catalyst 9300 No-Network
Module Selection
$0.00 $0.00 4 0.00% $0.00 $0.00 $0.00
50 STACK-T1-1M 1M Type 1 Stacking Cable $236.58 $131.30 4 44.50% $40.70 $946.32 $525.20 51 CON-SNTP-C9300XY4 SNTC-24X7X4 Catalyst
9300 48-port mGig
UPoE+, Networ
$5,520.00 $4,250.40 4
for 36 mo(s)
23.00% $0.00 $22,080.00 $17,001.60
Total: $57,712.04
C9300X-NM-8Y=
52 C9300X-NM-8Y= Catalyst 9300 8 x
10G/25G Network Module
SFP+/SFP28
$3,016.36 $1,674.08 8 44.50% $1,037.93 $24,130.88 $13,392.64 Total: $13,392.64
SFP-10G-SR-S=
53 SFP-10G-SR-S= 10GBASE-SR SFP
Module, Enterprise-Class
$860.98 $279.82 8 67.50% $173.49 $6,887.84 $2,238.56
Total: $2,238.56
SFP-10G-T-X=
54 SFP-10G-T-X= 10GBASE-T SFP+
transceiver module for
Category 6A cables
$828.02 $293.95 4 64.50% $91.13 $3,312.08 $1,175.80
Total: $1,175.80
SFP-10G-AOC10M=
55 SFP-10G-AOC10M= 10GBASE Active Optical
SFP+ Cable, 10M
$347.57 $192.90 14 44.50% $209.30 $4,865.98 $2,700.60
Total: $2,700.60
SFP-10G-AOC5M=
56 SFP-10G-AOC5M= 10GBASE Active Optical
SFP+ Cable, 5M
$340.51 $188.98 14 44.50% $205.04 $4,767.14 $2,645.72
Total: $2,645.72
SFP-10G-LR-S=
57 SFP-10G-LR-S= 10GBASE-LR SFP
Module, Enterprise-Class
$2,458.75 $799.09 8 67.50% $495.43 $19,670.00 $6,392.72 Total: $6,392.72
GLC-TE=
58 GLC-TE= 1000BASE-T SFP
transceiver module for
Category 5 copper wire
$557.02 $214.45 14 61.50% $232.68 $7,798.28 $3,002.30
Total: $3,002.30
32
Total (Cisco) :$436,428.04 $219,703.32
***Any Tax & Freight Charges will be added/amended at time of billing. Sales tax and shipping are estimates and subject to change. VAT Disbursement and International duties are estimates. Clients will be billed back the actuals that are received in. Total List Price: $437,847.64 Sub Total: $229,013.32
Estimated Tax: $10,305.00
Grand Total: $239,318.32
THIS QUOTE IS GOVERNED BY THE TERMS AND CONDITIONS OF NAPSO VALUEPOINT CISCO CONTRACT AR3227 CALIFORNIA 7-20-70-47-01 QUOTE IS VALID FOR 30 DAYS FROM DATE SHOWN ABOVE.
PURSUANT TO THIS CONTRACT YOUR PO MUST REFLECT THE FOLLOWING CONTRACT:
NAPSO VALUEPOINT CISCO CONTRACT AR3227 CALIFORNIA 7-20-70-47-01 Tax ID# 76-0515249; Size Business: Large; CAGE Code: 639L4; DUNS#11-436-9671 Credit: Net 45 days (all credit terms subject to prior Presidio credit department approval) Delivery: FOB Terms Destination
33
EXHIBIT “B”
DELIVERY SCHEDULE
The goods will be estimated to arrive on November 30th, 2025. 34
EXHIBIT “C”
INVOICE AND PAYMENT INSTRUCTIONS
I. INVOICE INSTRUCTIONS
A. Contractor’s name and address
B. Contractor’s remittance address if different from above C. Name of City Department
D. City Department’s Contract Number and/or Purchase Order (PO) Number must be referenced on all invoices
E. Order or Service Date
F. Product or Service Description
G. Contractor’s Tax Identification Number (TIN) or Employer’s Identification Number (EIN)
H. Total Amount Due (indicate if tax is included)
Contractor must provide an invoice on Contractor’s letterhead for goods delivered and/or services rendered. In the case of goods, Contractor must leave an invoice with each delivery.
Each invoice must have a number and must include the following information:
The responsibility for providing an acceptable invoice to City for payment rests with Contractor.
Incomplete or incorrect invoices are not acceptable and will be returned to Contractor for correction. City’s Project Manager, or designee, is responsible for approval of invoices and subsequent submittal of invoices to the City’s Accounts Payable/Finance Department.
II. PAYMENT TERMS
Invoices must be submitted to the user department to the ship-to address, unless otherwise directed in the Contract and/or PO. Contractor must reference Contract Number on invoice.
Payment will be Net Thirty (30) calendar days after receipt of an invoice in a format acceptable to the City of Laguna Beach and verified and approved by the department and subject to routine processing requirements.
Billing shall cover services not previously invoiced. Contractor must reimburse the City for any monies paid to Contractor for services not provided or when services do not meet the Contract requirements.
Payments made by City shall not preclude the right of City from thereafter disputing any items or services involved or billed under this Contract and shall not be constructed as acceptance of any part of the services.
III. ELECTRONIC FUNDS TRANSFER (EFT)
The City of Laguna Beach offers the option of receiving payment directly to their bank account via an Electronic Fund Transfer (EFT) process in lieu of a check payment. Payment made via EFT will also receive an Electronic Remittance Advice with the payment details via e-mail. An email address will need to be provided to the City via an EFT Authorization Form. To request a form, please contact the City Department or the Finance Office. 35