Agenda packet — Madera City Council, October 2, 2024 (part 1 of 2)

Update 09/26/2024 at 5:45 p.m. Madera City Council Agenda Page 1 of 5 October 2, 2024

REGULAR MEETING OF THE MADERA CITY COUNCIL AND SPECIAL MEETING OF

THE MADERA CITY COUNCIL AS THE GROUNDWATER SUSTAINABILITY AGENCY 205 W. 4th Street, Madera, California 93637

NOTICE AND AGENDA
Wednesday, October 2, 2024 Council Chambers
6:00 p.m. City Hall
The Madera City Council meetings are open to the public. This meeting will also be available for public viewing and participation through Zoom. Members of the public may also observe the live-streamed meeting on the City’s website at www.madera.gov/live. Members of the public may comment on agenda items at the meeting or remotely through an electronic meeting via phone by dialing (669) 900- 6833 enter ID: 873 8756 0010#. Comments will also be accepted via email at [email protected] or by regular mail at 205 W. 4th Street, Madera, CA 93637.

CALL TO ORDER:

ROLL CALL: Mayor Santos Garcia
Mayor Pro Tem Cece Gallegos, District 1
Councilmember Jose Rodriguez, District 2
Councilmember Steve Montes, District 3
Councilmember Anita Evans, District 4
Councilmember Elsa Mejia, District 5
Councilmember Artemio Villegas, District 6
INVOCATION: Jim Garrison, United Methodist Church
PLEDGE OF ALLEGIANCE:

APPROVAL OF AGENDA:

PRESENTATIONS:

1. Proclamation Recognizing Indigenous People Day

2. Proclamation Recognizing Breast Cancer Awareness Month

3. Proclamation Recognizing Disability Awareness Month

4. Proclamation Recognizing Domestic Violence Awareness Month

5. 4th of July Spectacular Sponsorship Recognition
Update 09/26/2024 at 5:45 p.m. Madera City Council Agenda Page 2 of 5 October 2, 2024
PUBLIC COMMENT:

The first 15 minutes of the meeting are reserved for members of the public to address the Council on items which are within the subject matter jurisdiction of the Council. Speakers shall be limited to three minutes.

Speakers will be asked, but are not required, to identify themselves and state the subject of their comments. If the subject is an item on the Agenda, the Mayor has the option of asking the speaker to hold the comment until that item is called. Comments on items listed as a Public Hearing on the Agenda should be held until the hearing is opened. The Council is prohibited by law from taking any action on matters discussed that are not on the agenda, and no adverse conclusions should be drawn if the Council does not respond to public comment at this time.

A. PUBLIC HEARINGS: None
B. CONSENT CALENDAR:

Matters listed under the Consent Calendar are considered routine and will be enacted by one motion and one vote. There will be no separate discussion of these items. If discussion is desired, a member of the public or a member of the Council may request an item be removed from the Consent Calendar and it will be considered separately.

B-1 Minutes – September 4, 2024, September 18, 2024
Recommendation: Approve the City Council Minutes of September 4, 2024 and September 18, 2024 (Report by Alicia Gonzales)
B-2 Informational Report on Register of Audited Demands Recommendation: Review Register of Audited Demands Report for September 7, 2024 to September 20, 2024 (Report by Michael Lima)
B-3 Receipt of $352,938.44 to reimburse the City for January 2023 Winter Storm emergency bypass pumping (61 days +)
Recommendation: Adopt a minute order accepting $352,938.44 in Federal and State funds as reimbursement under the Robert T. Stafford Disaster Relief and Emergency Assistance Act and California Disaster Assistance Act for Cityincurred expenses to perform emergency bypass pumping for the period beyond 60 days from the start of the California Severe Winter Storms, Flooding, Landslides, and Mudslides Event (Report by Wendy Silva) B-4 Outdoor Recreation Legacy Partnership Program Grant Award for Tozer Park Recommendation: Adopt a Resolution Amending the City’s Fiscal Year 2024/25 Budget Approving Related Revenue and Expenditure Line Items Related to the Outdoor Recreation Legacy Partnership Program Grant Award for Tozer Park at $1,319,280 (Report by Joseph Hebert)
B-5 Matilda Torres High School Fee Waiver Request
Recommendation: Adopt a Resolution waiving the rental fees of the John Wells Youth Center dance studio on 15 dates in October 2024 through January 2025, related to the Matilda Torres High School Competition Dance/Pom Team in preparation for regional and national competitions, at an anticipated fee rental of $1,025 (Report by Joseph Hebert)
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B-6 Motorola Service Provider Agreement
Recommendation: Adopt a Resolution Approving Service Provider Agreement, Online Terms Acknowledgement, and Cyber Addendum with Motorola Solutions, Inc. for the upgrade, implementation, service, and maintenance of Police Department communication infrastructure in the amount of $96,902.41 with a 10% contingency to the implementation component for applicable taxes (Report by Giachino Chiaramonte)
B-7 Request to Waive City Fees Relating to the Downtown Christmas Parade Recommendation: Adopt a Resolution Waiving the Fees to Cover the Costs of Police, Public Works, Parks, and Engineering Services Relating to the Downtown Christmas Parade in the Amount of $2,956 (Report by Giachino Chiaramonte)
B-8 Amendment No. 4 to Agreement with GHD, Inc. for Professional Engineering Services Relating to the Lake Street, 4th Street, and Central Avenue Intersection Recommendation: Adopt a Resolution Approving Contract Amendment No. 4 for Professional Engineering Services for $45,738 (Report by Keith Helmuth) B-9 Accepting Improvements for the Iveywood I Subdivision (Tract No. 19-S-03) Recommendation: Adopt a Resolution:

1. Accept Improvements for the Iveywood I Subdivision (Tract No. 19- S-03); and

2. Authorize the filing of the Notice of Acceptance for said subdivision improvements (Report by Keith Helmuth)
C. WORKSHOP: None
D. PETITIONS, BIDS, RESOLUTIONS, ORDINANCES, AND AGREEMENTS:

D-1 Resolution Establishing a Measure T Annual Work Plan Review Recommendation: Adopt a Resolution Establishing an Annual 30-day Public Review Period for Measure T for Proposed Use of Funds by the City (Report by Arnoldo Rodriguez)
D-2 Amendment No. 2 to the West Coast Arborists, Inc. Agreement for City-wide Tree Management and Maintenance Services
Recommendation: Adopt a Resolution Approving the Second Amendment to the Agreement for Tree Management and Maintenance Services with West Coast Arborist, Inc. (WCA) Not to Exceed $200,000 Per Year (Report by Joseph Hebert)
D-3 City Manager At-Will Employment Agreement
Recommendation: This report has been prepared at the direction of the City Council (Council); therefore, there is no staff recommendation provided. Council is asked to consider and determine whether to adopt the Resolution approving the City Manager At-Will Employment Agreement (Report by Wendy Silva)
Update 09/26/2024 at 5:45 p.m. Madera City Council Agenda Page 4 of 5 October 2, 2024
E. ADMINISTRATIVE REPORTS:

E-1 Spanish Language Interpretation Services at City Council Meetings Recommendation: Staff is seeking Council direction regarding the provision of Spanish interpretation services at City Council meetings. Council is asked to consider options for integrating translation services to enhance accessibility for Spanish-speaking residents. Potential options include the use of artificial intelligence (AI)-powered translation solutions or traditional in-person interpretation services (Report by Alicia Gonzales) E-2 Select Recipient for the Proclamation in the Month of November Recommendation: Request for Councils Selection of a Recipient for the Proclamation Recognizing Small Business Saturday (Report by Alicia Gonzales) E-3 Madera Subbasin Joint Groundwater Sustainability Plan (GSP) – Department of Water Resources (DWR) Review of the Annual Report for Water Year 2023 Recommendation: This is an informational report. Staff will receive comments and direction as may be offered from the City Council (Council) (Report by Keith Helmuth)
F. FUTURE AGENDA ITEMS:

This portion of the meeting is reserved (i) to initiate new matters and to request updates, and (ii) and to initiate new agenda items. No single item may exceed one minute. All votes shall be conducted electronically, with the results announced by the Chair. If voting is not available by electronic methods, another method may be used by the Chair unless otherwise determined by a majority of the Councilmembers present. Under this section the Council may take action only on items specifically agendized and which meet other requirements for action G. COUNCILMEMBER COMMUNICATIONS (REPORTS/ANNOUNCEMENTS):

This portion of the meeting is reserved for the Mayor and Councilmembers (i) to make brief reports on boards, committees, and other public agencies, and at public events, and (ii) to make announcements.

H. CLOSED SESSION:

H-1 Conference with Legal Counsel—Existing Litigation (Government Code Section 54956.9(d)(1) Name of Case: City of Madera v. Summer Nastich and Phenos of Madera, Inc. (Real Party in Interest), Madera County Superior Court Case No. MCV090358 H-2 Public Employee Performance Evaluation - Pursuant to Government Code Section §54957(b)(1)
Title: City Clerk
H-3 Conference with Labor Negotiators - Pursuant to Government Code Section §54957.6 Agency Designated Representatives: Mayor Santos Garcia
Unrepresented Employee: City Clerk
ADJOURNMENT:

Update 09/26/2024 at 5:45 p.m. Madera City Council Agenda Page 5 of 5 October 2, 2024
 The meeting room is accessible to the physically disabled. Requests for accommodations for persons with disabilities such as signing services, assistive listening devices, or alternative format agendas and reports needed to assist participation in this public meeting may be made by calling the City Clerk’s Office at (559) 661-5405 or emailing [email protected] . Those who are hearing impaired may call 711 or 1-800-735-2929 for TTY Relay Service. Requests should be made as soon as practicable as additional time may be required for the City to arrange or provide the requested accommodation.

Requests may also be delivered/mailed to: City of Madera, Attn: City Clerk, 205 W. 4th Street, Madera, CA 93637. At least seventy-two (72) hours’ notice prior to the meeting is requested but not required.

When making a request, please provide sufficient detail that the City may evaluate the nature of the request and available accommodations to support meeting participation. Please also provide appropriate contact information should the City need to engage in an interactive discussion regarding the requested accommodation.
 The services of a translator can be made available. Please contact the City Clerk’s Office at (559) 661- 5405 or emailing [email protected] to request translation services for this meeting. Those who are hearing impaired may call 711 or 1-800-735-2929 for TTY Relay Service. Requests should be submitted in advance of the meeting to allow the City sufficient time to provide or arrange for the requested services. At least seventy-two (72) hours’ notice prior to the meeting is requested but not required.
 Please silence or turn off cell phones and electronic devices while the meeting is in session.  Regular meetings of the Madera City Council are held the 1st and 3rd Wednesday of each month at 6:00 p.m. in the Council Chambers at City Hall.
 Any writings or documents provided to a majority of the City Council within 72 hours of the meeting regarding any item on this agenda will be made available for public inspection at the City Clerk’s office located at 205 W. 4th Street, Madera, CA 93637 and on the City website at www.madera.gov  Questions regarding the meeting agenda or conduct of the meeting, please contact the City Clerk’s Office at (559) 661-5405.
 Para asistencia en español sobre este aviso, por favor llame al (559) 661-5405.

I, Alicia Gonzales, City Clerk for the City of Madera, declare under penalty of perjury that I posted the above agenda for the Regular Meeting of the Madera City Council for October 2, 2024, near the front entrances of City Hall and on the City’s website www.madera.gov at 5:45 p.m. on September 26, 2024. _______________________
Alicia Gonzales, City Clerk

Minutes of a Regular Meeting of the Madera City Council September 18, 2024 Council Chambers
6:00 p.m. City Hall
The Madera City Council meetings are open to the public. This meeting will also be available for public viewing and participation through Zoom. Members of the public may also observe the live-streamed meeting on the City’s website at www.madera.gov/live. Members of the public may comment on agenda items at the meeting or remotely through an electronic meeting via phone by dialing (669) 900-6833 enter ID: 896 7842 5499#. Comments will also be accepted via email at [email protected] or by regular mail at 205 W. 4th Street, Madera, CA 93637.

CALL TO ORDER: Meeting was called to order at 6:00 p.m.

ROLL CALL:

Present: Mayor Santos Garcia
Mayor Pro Tem Cece Gallegos, District 1
Councilmember Jose Rodriguez, District 2
Councilmember Steve Montes, District 3
Councilmember Anita Evans, District 4
Councilmember Elsa Mejia, District 5 (Arrived at 6:17 p.m.) Councilmember Artemio Villegas, District 6
Others present were City Manager Arnoldo Rodriguez, City Clerk Alicia Gonzales, City Attorney Shannon L. Chaffin, City Engineer Keith Helmuth, Community Development Director Will Tackett, Director of Financial Services Michael Lima, Fire Battalion Chief Ralph Duran, Grants Administrator Marcela Zuniga, Director of Human Resources Wendy Silva, Director of Parks and Community Services Joseph Hebert, Chief of Police Giachino Chiaramonte, Public Works Director Ismael Hernandez, Wastewater Treatment Plant Manager Gabriel Bostan, Senior Planner Rudy Luquin and Communication Specialist Joseph Carrello.

INVOCATION: Sammie Neely, Mt. Zion Missionary Baptist Church PLEDGE OF ALLEGIANCE: Councilmember Montes
APPROVAL OF AGENDA:

ON MOTION BY COUNCILMEMBER EVANS AND SECONDED BY COUNCILMEMBER VILLEGAS, THE AGENDA WAS APPROVED BY A 6/0 VOTE. ABSENT: COUNCILMEMBER MEJIA.

PRESENTATIONS:

1. Proclamation Recognizing the Retirement of City Employee Erik Hayward, Parks Maintenance Worker II

2. Senator Anna Caballero’s Young Legislators Program (YLP)

3. Madera Community Hospital Update
Item: B-1
Minutes for: 09/18/2024
Adopted: 10/02/2024
City of Madera City Council Minutes
205 W. 4th Street September 18, 2024
Madera, CA 93637 Page 2 of 6

4. Proclamation Recognizing Old Timers’ Week

5. Citizens Academy Participant Recognition
PUBLIC COMMENT:

DKS Consultant Kendall Flint gave an update on Measure T and asked that Council adopt a resolution supporting Measure T.

Kyle Savage, the Madera/Fresno County field representative for Congressman Duarte gave an update on HR 9531.

Arturo Martinez, the District Representative for Senator Caballero advised that their website has been improved making request submittals more simple and faster.

No further Public Comment was presented. Public Comment was closed.

A. PUBLIC HEARINGS:

A-1 Public Hearing Regarding the Program Year 2023/24 Community Block Grant (CDBG) Consolidated Annual Performance and Evaluation Report (CAPER) and Financial Summary Recommendation: Conduct a public hearing, invite public input, and adopt a Resolution approving the City’s Program Year 2023/24 CAPER and financial summary (Report by Michael Lima)

ON MOTION BY COUNCILMEMBER EVANS AND SECONDED BY COUNCILMEMBER MONTES, ITEM A-1 WAS APPROVED UNANIMOUSLY BY A 7/0 VOTE.

RES 24-147 RESOLUTION OF THE CITY COUNCIL OF THE CITY OF MADERA, CALIFORNIA APPROVING THE 2023/24 COMMUNITY DEVELOPMENT

BLOCK GRANT CONSOLIDATED ANNUAL PERFORMANCE AND

EVALUATION REPORT AND FINANCIAL SUMMARY
B. CONSENT CALENDAR:

ON MOTION BY COUNCILMEMER MONTES AND SECONDED BY MAYOR PRO TEM GALLEGOS, THE CONSENT CALENDAR WAS APPROVED UNANIMOUSLY BY A 7/0 VOTE.

B-1 Informational Report on Register of Audited Demands Recommendation: Review Register of Audited Demands Report for August 24, 2024 to September 6, 2024 (Report by Michael Lima)
City of Madera City Council Minutes
205 W. 4th Street September 18, 2024
Madera, CA 93637 Page 3 of 6
B-2 Informational Report on Personnel Activity
Recommendation: This report is submitted for informational purposes only and there is no action requested from the City Council (Council) (Report by Wendy Silva) B-3 Receipt of $47,151.32 to reimburse the City for COVID-19 Pandemic emergency protective measures
Recommendation: Adopt a minute order accepting $47,151.32 in Federal funds as reimbursement under the Robert T. Stafford Disaster Relief and Emergency Assistance Act for City-incurred expenses to implement emergency protective measures during the COVID-19 Pandemic Event (Report by Wendy Silva)
B-4 Receipt of $31,639.79 to reimburse the City for January 2023 Winter Storm damage debris removal
Recommendation: Adopt a Minute Order Accepting $31,639.79 in Federal funds as Reimbursement under the Robert T. Stafford Disaster Relief and Emergency Assistance Act for City-incurred Expenses to Perform Debris Removal during California Severe Winter Storms, Flooding, Landslides, and Mudslides Event (Report by Wendy Silva)
B-5 Request to Waive City Fees Relating to Madera High School’s Homecoming Parade Recommendation: Adopt a Resolution Waiving the Fees to Cover the Costs of Police, Public Works, and Engineering Fees and Services Relating to the Madera High School Homecoming Parade in the Amount of $2,136 (Report by Giachino Chiaramonte)
RES 24-148 A RESOLUTION OF THE CITY COUNCIL OF THE CITY OF MADERA WAIVING

THE FEES TO COVER THE COSTS OF POLICE, PUBLIC WORKS AND

ENGINEERING SERVICES AND FEES RELATING TO THE MADERA HIGH SCHOOL HOMECOMING PARADE IN THE AMOUNT OF $2,136.00
B-6 Resolution Formalizing Support for Proposition 36
Recommendation: Adopt a Resolution Establishing the City’s Support for Proposition 36 (Report by Giachino Chiaramonte)
RES 24-149 A RESOLUTION OF THE CITY COUNCIL OF THE CITY OF MADERA SUPPORTING PROPOSITION 36, THE HOMELESSNESS, DRUG ADDICTION,

AND THEFT REDUCTION ACT
B-7 Edward Byrne Memorial Justice Assistance Grant Program 2024/25 Grant Recommendation: Adopt a Resolution Authorizing Submission of an Application to the Edward Byrne Memorial Justice Assistance Grant Program for Fiscal Year 2024/25 (Report by Giachino Chiaramonte)
RES 24-150 A RESOLUTION OF THE CITY COUNCIL OF THE CITY OF MADERA,

CALIFORNIA, AUTHORIZING THE SUBMISSION OF AN APPLICATION FOR

AWARD TO THE EDWARD BYRNE MEMORIAL JUSTICE ASSISTANCE

GRANT PROGRAM
C. WORKSHOP: None
City of Madera City Council Minutes
205 W. 4th Street September 18, 2024
Madera, CA 93637 Page 4 of 6
D. PETITIONS, BIDS, RESOLUTIONS, ORDINANCES, AND AGREEMENTS: None E. ADMINISTRATIVE REPORTS:

E-1 Spanish Language Interpretation at City Council Meetings Recommendation: Deliberation and Direction from Council (Report by Alicia Gonzales) Johanna Torres submitted an email in favor of having Spanish interpretation services at all Council meetings.

Noe Hernandez submitted an email in favor of having Spanish interpretation services at all Council meetings and asked that agendas be prepared in whatever top languages are spoken in Madera.

Maria Estela Ruiz submitted an email in favor of having Spanish interpretation services at all Council meetings.

Petra Perez submitted an email in favor of having Spanish interpretation services at all Council meetings.

E-2 Informational report on Sunset Park Plans for Fiscal Year 2024/25 Recommendation: This report is submitted for informational purposes only and there is no action requested from the City Council (Council) (Report by Joseph Hebert)
E-3 Discussion and Direction Regarding a Proposed Temporary Sewer Lift Station Recommendation: This report is submitted for Discussion and Direction regarding a proposed temporary lift station for a portion of the Granite Creek Development (Report by Will Tackett)
F. FUTURE AGENDA ITEMS:

Council, with six members in agreement, decided to add a request for a Guelaguetza proclamation to a future agenda. Councilmember Villegas did not participate in this request.

Additionally, the Council unanimously agreed to add a Measure T resolution to a future agenda.

G. COUNCILMEMBER COMMUNICATIONS (REPORTS/ANNOUNCEMENTS):

Mayor Pro Tem Gallegos reminded everyone of the King & Queen Dinner Dance that will take place on Friday. She also reminded everyone of the parade that will take place on Saturday.

City of Madera City Council Minutes
205 W. 4th Street September 18, 2024
Madera, CA 93637 Page 5 of 6
Councilmember Rodriguez mentioned a recent trip to Washington, D.C. where he, as part of the MCTC, advocated for transportation needs.

Councilmember Montes had nothing to report.

Councilmember Evans shared that she recently toured the hospital and was highly impressed.

She also mentioned volunteering there before COVID and invited anyone interested in volunteering to contact her.

Councilmember Mejia stated she is excited to hear about MCH volunteers. She used to be a Junior Volunteer at the hospital. On September 7th, she attended the Groundbreaking Ceremony of the North Fork Mono Casino & Resort. She is excited to have them in Madera.

The Taste of Oaxaca event, a partnership between the Madera District Fair and the Guelaguetza Committee, was the next day. Participants were able to enjoy authentic Oaxacan dance, music and cuisine. She congratulated the El Patron restaurant as they were voted to have the “The Best Mole” by the judges and by the people’s choice. She is the Vice Chairperson for Guelaguetza Committee and stated there is still time for sponsors and vendors to participate in the Guelaguetza event that will be held on Sunday, October 13th. They can reach out to her by phone at 559-481-8084. That same volunteer committee will have a free photography workshop this Sunday at the Madera County Arts Council. The event is free to everyone.

Councilmember Villegas had nothing to report.

Mayor Garcia stated that all of Council was able to attend the casino groundbreaking ceremony.

Council was also invited to attend the Fresno Mexican Consulate “Grito” celebration in honor of Mexico Independence Day. Councilmember Mejia was also present at that event.

H. CLOSED SESSION:

H-1 Public Employee Performance Evaluation - Pursuant to Government Code Section §54957(b)(1)
Title: City Clerk
H-2 Conference with Labor Negotiators pursuant to Government Code §54957.6 Agency Designated
Representatives:

Mayor Garcia, Councilmember Montes, Councilmember Evans Unrepresented
Employee:

City Manager
City Attorney Shannon Chaffin made the closed session announcement at 9:07 p.m. Mr. Chaffin and Council returned from Closed Session at 10:41 p.m. Mr. Chaffin stated there was no reportable action.

ADJOURNMENT: Meeting was adjourned at 10:42 p.m.
__________________________________________ _________________________________________ ALICIA GONZALES, City Clerk SANTOS GARCIA, Mayor
__________________________________________

MINUTES PREPARED BY
City of Madera City Council Minutes
205 W. 4th Street September 18, 2024
Madera, CA 93637 Page 6 of 6
ZELDA LEÓN, Deputy City Clerk

Minutes of a Regular Meeting of the Madera City Council and Minutes of a Special Meeting of the Madera City Council September 4, 2024 Council Chambers
5:55 p.m. / 6:00 p.m. City Hall
The Madera City Council meetings are open to the public. This meeting will also be available for public viewing and participation through Zoom. Members of the public may also observe the live-streamed meeting on the City’s website at www.madera.gov/live. Members of the public may comment on agenda items at the meeting or remotely through an electronic meeting via phone by dialing (669) 900-6833 enter ID: 823 0603 6797#. Comments will also be accepted via email at [email protected] or by regular mail at 205 W. 4th Street, Madera, CA 93637.

CALL TO ORDER: Both meetings were called to order at 6:00 p.m.

ROLL CALL:

Present: Mayor Santos Garcia
Mayor Pro Tem Cece Gallegos, District 1
Councilmember Jose Rodriguez, District 2
Councilmember Steve Montes, District 3
Councilmember Anita Evans, District 4
Councilmember Elsa Mejia, District 5
Councilmember Artemio Villegas, District 6
Others present were City Manager Arnoldo Rodriguez, City Clerk Alicia Gonzales, City Attorney Shannon L. Chaffin, City Engineer Keith Helmuth, Community Development Director Will Tackett, Director of Financial Services Michael Lima, Fire Battalion Chief Ralph Duran, Director of Human Resources Wendy Silva, Director of Information Technology Gary Price, Director of Parks and Community Services Joseph Hebert, Public Works Director Ismael Hernandez, Administrative Analyst (Police Dept.) Sarah Sarquiz, Police Lieutenant Mark Adams and Communication Specialist Joseph Carrello.

INVOCATION: Sammie Neely, Mt. Zion Missionary Baptist Church PLEDGE OF ALLEGIANCE: Dr. Angel Reyna
APPROVAL OF AGENDAS:

ON MOTION BY COUNCILMEMBER EVANS AND SECONDED BY COUNCILMEMBER VILLEGAS, BOTH AGENDAS WERE APPROVED UNANIMOUSLY BY A 7/0 VOTE.

The Regular Meeting agenda items were considered first.

PRESENTATIONS:

1. Proclamation Recognizing the 50th Anniversary of the Opening of the Madera County Museum Item: B-1
Minutes for: 09/04/2024
Minutes for: 09/04/2024s
Adopted: 10/02/2024
City of Madera City Council Minutes
205 W. 4th Street September 4, 2024
Madera, CA 93637 Page 2 of 8
PUBLIC COMMENT:

DJ Becker, a member of the public submitted two comments regarding reckless driving in the City.

No further Public Comment was presented. Public Comment was closed.

A. PUBLIC HEARINGS:

A-1 Continued Public Hearing and Consideration of Measure T Annual Expenditure Plan (AEP) for Fiscal Year (FY) 2024/25
Recommendation: Adopt a Resolution Approving the Measure T AEP for FY 2024/25 and authorizing submission of the AEP to the Madera County Transportation Authority (MCTA) for adoption (Report by Keith Helmuth)

ON MOTION BY COUNCILMEMBER RODRIGUEZ AND SECONDED BY COUNCILMEMBER VILLEGAS, ITEM A-1 WAS APPROVED UNANIMOUSLY BY A 7/0 VOTE.

RES 24-131 A RESOLUTION OF THE CITY COUNCIL OF THE CITY OF MADERA,

CALIFORNIA APPROVING THE MEASURE T ANNUAL EXPENDITURE PLAN (AEP) FOR FISCAL YEAR (FY) 2024/25 AND AUTHORIZING THE CITY

ENGINEER TO SUBMIT THE PLAN TO THE MADERA COUNTY

TRANSPORTATION AUTHORITY (MCTA) FOR ADOPTION
B. CONSENT CALENDAR:

City Attorney Shannon L. Chaffin recused himself from Item B-10.

ON MOTION BY MAYOR PRO TEM GALLEGOS AND SECONDED BY COUNCILMEMBER EVANS, THE CONSENT CALENDAR WAS APPROVED UNANIMOUSLY BY A 7/0 VOTE.

B-1 Minutes – August 21, 2024
Recommendation: Approve the City Council Minutes of August 21, 2024 (Report by Alicia Gonzales)
B-2 Informational Report on Register of Audited Demands Recommendation: Review Register of Audited Demands Report for August 10, 2024 to August 23, 2024 (Report by Michael Lima)
City of Madera City Council Minutes
205 W. 4th Street September 4, 2024
Madera, CA 93637 Page 3 of 8
B-3 Letter of Support for Madera Community College Agave Distillery Program Recommendation: Adopt a Minute Order Authorizing the Mayor to Sign a Letter of Support for Madera Community College Agave Distillery Program (Program) (Report by Arnoldo Rodriguez)
B-4 Adoption of Updated Conflict of Interest Code for the City of Madera Recommendation: Adopt a Resolution Adopting the Conflict of Interest Code for the City of Madera and Rescinding Resolution No. 22-189 (Report by Alicia Gonzales) RES 24-132 A RESOLUTION OF THE CITY COUNCIL OF THE CITY OF MADERA,

CALIFORNIA ADOPTING THE CONFLICT OF INTEREST CODE FOR THE CITY OF MADERA AND RESCINDING RESOLUTION NO. 22-189
B-5 Piggyback Purchase Agreements for Fleet Division-Related Purchases Recommendation: Adopt a Resolution Approving State of California Piggyback Agreement with Folsom Lake Ford for the Purchase of Two Replacement Police Patrol Vehicles for $113,605.98 (Report by Michael Lima)
RES 24-133 A RESOLUTION APPROVING STATE OF CALIFORNIA PIGGYBACK

AGREEMENT WITH FOLSOM LAKE FORD FOR THE PURCHASE OF TWO POLICE PATROL VEHICLES IN THE AMOUNT OF $113,605.98
B-6 Amendment to the Forensic DUI Analysis Agreement between the California Department of Justice and the City of Madera
Recommendation: Adopt a Resolution Approving an Amendment to the Forensic DUI Analysis Agreement with the California Department of Justice (Report by Giachino Chiaramonte)
RES 24-134 A RESOLUTION OF THE CITY COUNCIL OF THE CITY OF MADERA

APPROVING AN AMENDMENT TO THE FORENSIC DUI ANALYSIS

AGREEMENT WITH THE CALIFORNIA DEPARTMENT OF JUSTICE AND THE

CITY OF MADERA
B-7 Acceptance of a Grant Award from the State of California Office of Traffic Safety Selective Traffic Enforcement Program
Recommendation: Adopt Resolutions:

1. Accepting the Grant Award in the amount of $140,000; and

2. Amending the City’s 2024/25 Adopted Budget by $140,000 to reflect revenues and expenditures related to the grant (Report by Giachino Chiaramonte)
RES 24-135 A RESOLUTION OF THE CITY COUNCIL OF THE CITY OF MADERA,

CALIFORNIA, ACCEPTING GRANT AWARD FROM THE STATE OF

CALIFORNIA OFFICE OF TRAFFIC SAFETY SELECTIVE TRAFFIC
ENFORCEMENT PROGRAM IN THE AMOUNT OF $140,000 AND

DESIGNATING THE CITY MANAGER AS THE AUTHORIZING OFFICIAL TO

ACCEPT THE GRANT AWARD
City of Madera City Council Minutes
205 W. 4th Street September 4, 2024
Madera, CA 93637 Page 4 of 8
RES 24-136 A RESOLUTION OF THE CITY COUNCIL OF THE CITY OF MADERA,

CALIFORNIA, AUTHORIZING AND APPROVING AMENDMENTS TO THE CITY OF MADERA FISCAL YEAR 2024/2025 BUDGET
B-8 Law Enforcement Services Agreement with the Housing Authority of the City of Madera Recommendation: Adopt a Resolution Approving a Law Enforcement Services Agreement between the Housing Authority of the City of Madera and the City (Report by Giachino Chiaramonte)
RES 24-137 A RESOLUTION OF THE CITY COUNCIL OF THE CITY OF MADERA

APPROVING A LAW ENFORCEMENT SERVICES AGREEMENT BETWEEN

THE HOUSING AUTHORITY OF THE CITY OF MADERA AND THE CITY OF MADERA
B-9 Reimbursement Agreement with Millenium Acquisition, LLC for Public Improvements (Site Plan Review No. 2016-57 MOD, Conditional Use Permits 2016-35, 36 and 37) Recommendation: Adopt a Resolution Approving Reimbursement Agreement between the City and Millenium Acquisition, LLC, relating to Site Plan Review No. 2016- 57 MOD, Conditional Use Permits 2016-35, 36 and 37 (Report by Keith Helmuth)
RES 24-138 A RESOLUTION OF THE CITY COUNCIL OF THE CITY OF MADERA,

CALIFORNIA APPROVING REIMBURSEMENT AGREEMENT BETWEEN CITY

OF MADERA AND MILLENIUM ACQUISITION, LLC, FOR PUBLIC
IMPROVEMENTS (SITE PLAN REVIEW NO. 2016-57 MOD AND
CONDITIONAL USE PERMITS 2016-35, 36 AND 37)
B-10 Master Agreement Between the Madera County Transportation Commission (MCTC) and the City for Fiscal Year (FY) 2023/2024 Allocation of the Regional Surface Transportation Program (RSTP) Exchange Funding
Recommendation: Adopt a Resolution Approving the Master Agreement between the MCTC and the City for the FY 2023/2024 allocation of RSTP Exchange Funding (Report by Keith Helmuth)
RES 24-139 RESOLUTION OF THE CITY COUNCIL OF THE CITY OF MADERA APPROVING

THE MASTER AGREEMENT BETWEEN THE MADERA COUNTY

TRANSPORTATION COMMISSION (MCTC) AND THE CITY OF MADERA FOR THE FISCAL YEAR 2023/2024 ALLOCATION OF REGIONAL SURFACE

TRANSPORTATION PROGRAM (RSTP) EXCHANGE FUNDING
B-11 Acceptance of Alley Paving Various Locations, City Project No. ALY-01 and City Project No.

ALY-03
Recommendation: Adopt a Minute Order Approving:

1. Acceptance of Alley Paving at Various Locations Project, Federal Project No.’s CML 5157(128), City Project No. ALY-01 and CML 5157(122), City Project No. ALY-03 (Project); and

2. The Recording of Notice of Completion; and

3. The release of retention 35 days after recording of the Notice of Completion (Report by Keith Helmuth)
City of Madera City Council Minutes
205 W. 4th Street September 4, 2024
Madera, CA 93637 Page 5 of 8
B-12 Amendments to the City of Madera Classification Plan and setting the assigned salary ranges for certain positions
Recommendation: Adopt Resolutions:

1. Amending the City of Madera Classification Plan by adding Computer Technician II and Construction Inspection Supervisor and modifying the class specifications for Computer Technician, Construction Inspector I, and Construction Inspector II; and

2. Setting the assigned salary ranges for the new positions and adopting the revised City of Madera Full Time Salary Schedule effective July 1, 2024 (Report by Wendy Silva)
RES 24-140 A RESOLUTION OF THE CITY COUNCIL OF THE CITY OF MADERA

AMENDING THE CITY OF MADERA CLASSIFICATION PLAN
RES 24-141 A RESOLUTION OF THE CITY COUNCIL OF THE CITY OF MADERA SETTING

THE ASSIGNED SALARY RANGES FOR CERTAIN CLASSIFICATIONS AND

ADOPTING THE CITY OF MADERA FULL TIME SALARY SCHEDULE
EFFECTIVE JULY 1, 2024
B-13 Terminate Local Emergency – January 2023 Winter Storms Recommendation: Adopt a Resolution Terminating the Existence of a Local Emergency – January 2023 Winter Storms in Accordance with Madera Municipal Code Title III, Chapter 2 (Report by Wendy Silva)
RES 24-142 A RESOLUTION OF THE CITY COUNCIL OF THE CITY OF MADERA,

CALIFORNIA, TERMINATING THE DECLARATION PROCLAIMING THE EXISTENCE OF A LOCAL EMERGENCY – JANUARY 2023 WINTER STORMS IN ACCORDANCE WITH MADERA MUNICIPAL CODE TITLE III, CHAPTER 2 B-14 Terminate local emergencies and need for emergency contracts without competitive bidding for the Avenue 13 sewer trunk main failures of June 3, 2024, and June 10, 2024 Recommendation: Adopt Resolutions in Accordance with Madera Municipal Code Title III, Chapter 2:

1. Terminating the declaration of a local emergency – June 3, 2024, sewer trunk main collapse; and

2. Terminating the declaration of a local emergency – June 10, 2024, sewer trunk main collapse; and

3. Terminating the need for emergency contracts without competitive bidding for emergency repair work on the sewer trunk main collapse sites (Report by Wendy Silva and Keith Helmuth)
RES 24-143 A RESOLUTION OF THE CITY COUNCIL OF THE CITY OF MADERA,

CALIFORNIA, TERMINATING THE DECLARATION OF A LOCAL EMERGENCY DUE TO THE JUNE 3, 2024, FAILURE OF THE CITY’S SEWER TRUNK MAIN LINE
RES 24-144 A RESOLUTION OF THE CITY COUNCIL OF THE CITY OF MADERA,

CALIFORNIA, TERMINATING THE DECLARATION OF A LOCAL EMERGENCY DUE TO THE JUNE 10, 2024, FAILURE OF THE CITY’S SEWER TRUNK MAIN LINE
City of Madera City Council Minutes
205 W. 4th Street September 4, 2024
Madera, CA 93637 Page 6 of 8
RES 24-145 A RESOLUTION OF THE CITY COUNCIL OF THE CITY OF MADERA,

CALIFORNIA, TERMINATING THE NEED FOR EMERGENCY CONTRACTS

WITHOUT COMPETITIVE BIDDING FOR THE EMERGENCY REPAIRS ON THE AVENUE 13 SEWER TRUNK MAIN COLLAPSE SITES OF JUNE 3, 2024, AND JUNE 10, 2024
B-15 Citizens Academy 2024 - Program Overview and Recognition of Participants Recommendation: It is recommended that the City Council:

1. Recognize the Participants of Citizens Academy 2024 by Awarding them Certificates of Recognition at the Council Meeting Scheduled for September 18, 2024; and

2. Direct Staff to Prepare the Certificates for the Participants for the Subsequent Meeting (Report by Arnoldo Rodriguez)
B-16 Authorization for the City Manager to execute documents related to the Railroad Crossing Elimination (RCE) Grant
Recommendation: Adopt a Resolution Authorizing the City Manager to Execute Documents for the Railroad Crossing Elimination (RCE) Grant (Report by Arnoldo Rodriguez)
RES 24-146 A RESOLUTION OF THE CITY COUNCIL OF THE CITY OF MADERA,

CALIFORNIA, AUTHORIZING THE CITY MANAGER TO EXECUTE

DOCUMENTS FOR THE RAILROAD CROSSING ELIMINATION (RCE) GRANT C. WORKSHOP:

C-1 Madera Community College Agave Distillery Program
Recommendation: Informational item regarding the Madera Community College Agave Distillery Program. Discussion led by Madera Community College President Dr. Angel Reyna (Report by Arnoldo Rodriguez) D. PETITIONS, BIDS, RESOLUTIONS, ORDINANCES, AND AGREEMENTS: None E. ADMINISTRATIVE REPORTS:

E-1 Select Recipients for the Proclamations in the Month of October Recommendation: Request for Councils Selection of a Recipient for the Proclamation Recognizing Breast Cancer Awareness Month and the Proclamation Recognizing Domestic Violence Awareness Month (Report by Alicia Gonzales)
Council agreed that the proclamation recipient for the Breast Cancer Awareness Month is Caroline Harrow and that the proclamation recipient for the Domestic Violence Awareness Month is CAPMC.

ON MOTION BY COUNCILMEMBER EVANS AND SECONDED BY COUNCILMEMBER MEJIA, ITEM E-1 AS DISCUSSED WAS APPROVED UNANIMOUSLY BY A 7/0 VOTE.

E-2 Update on the City’s Sidewalk Replacement Program
Recommendation: Informational item regarding the City’s Sidewalk Replacement Program (Report by Ismael Hernandez)
City of Madera City Council Minutes
205 W. 4th Street September 4, 2024
Madera, CA 93637 Page 7 of 8
F. FUTURE AGENDA ITEMS:

No items were presented. Future Agenda Items was closed.

G. COUNCILMEMBER COMMUNICATIONS (REPORTS/ANNOUNCEMENTS):

Mayor Pro Tem Gallegos thanked staff for their timely action in addressing water leaks and asked the public for a little patience as staff is aware and are working on them. She also mentioned that the Madera District Fair is in town and invited everyone to attend.

Councilmember Rodriguez had nothing to report.

Councilmember Montes gave a shout out to staff as he has been submitting requests through the portal and staff has been responding in a timely manner.

Councilmember Evans thanked staff, Councilmembers and the City of Madera for their hard work especially regarding the homeless issue and the river.

Councilmember Mejia mentioned that the Madera Community College will be holding a public forum on September 17th which addresses fake news and voting on the upcoming election.

Councilmember Villegas had nothing to report.

Mayor Garcia mentioned that he and City Manager Arnoldo Rodriguez were invited by MCH CEO Steve Stark to tour Madera Community Hospital as it undergoes remodeling and renovations. Mayor Garcia is not sure of an opening date but MCH has an application portal in place, so he looks forward to their opening as the City of Madera is in need of a hospital and healthcare.

H. CLOSED SESSION: None
The Special Meeting agenda item was considered next.

A. CLOSED SESSION:

A-1 Conference with Labor Negotiators pursuant to Government Code §54957.6 Agency Designated
Representatives:

Arnoldo Rodriguez, Michael Lima, and Wendy Silva
Employee
Organizations:

Madera Police Officers’ Association
City Attorney Shannon Chaffin made the closed session announcement at 7:03 p.m. Mr. Chaffin and Council returned from Closed Session at 7:34 p.m. Mr. Chaffin stated there was no reportable action.

City of Madera City Council Minutes
205 W. 4th Street September 4, 2024
Madera, CA 93637 Page 8 of 8
ADJOURNMENT: Both meetings were adjourned at 7:35 p.m.
__________________________________________ _________________________________________ ALICIA GONZALES, City Clerk SANTOS GARCIA, Mayor
__________________________________________

MINUTES PREPARED BY
ZELDA LEÓN, Deputy City Clerk

REPORT TO CITY COUNCIL
Approved by: Council Meeting of: October 2, 2024
_________________________________ Agenda Number: B-2
Michael Lima, Director of Financial Services
_________________________________
Arnoldo Rodriguez, City Manager
SUBJECT:

Informational Report on Register of Audited Demands
RECOMMENDATION:

Review Register of Audited Demands Report for September 7, 2024 to September 20, 2024 SUMMARY:

The Register of Audited Demands for the City covering obligations paid during the period of September 7, 2024 to September 20, 2024 is summarized in the following tables. Attachment A contains Warrants while Table 2 is a summary of the wire transfers.

Table 1: Warrant Distribution Summary
Description Check #’s Amount
General Warrants 40431 – 40540 $497,031.94
Table 2: Wire Transfer Summary
Description Vendor Amount
Payroll and Taxes US Bank $666,894.07
SDI EDD $2,662.82
CalPERS Payment CalPERS $149,509.03
DISCUSSION:

Warrant requests are processed weekly based on the Fiscal Year 2024/2025 Adopted Budget and released for payment every Monday. Each demand has been audited and the Finance Director hereby certifies as to their accuracy and that there were sufficient funds for their payment. Per ' '
' ' ' '
' ' ' ' ' '
the request of City Council, we have included the departments from which each of the respective warrants were requested as well as the fund/division description from which they were paid.

FINANCIAL IMPACT:

Demands for payments are made within the constraints of the Fiscal Year 2024/2025 Adopted Budget.

ALTERNATIVES:

Informational only.

ATTACHMENTS:

CHECK PAY DATE DEPARTMENT PAID FROM ORG ISSUED TO DESCRIPTION AMOUNT 40431 09/12/2024 ENGINEERING MEAS T - ENVIRO MOORE TWINING ASSOCIATES, INC TESTING ALY-01 & ALY-03TESTING ALY-01 & ALY-03 819.25 40432 09/12/2024 PD OPERATIONS PD OPERATIONS KER'S GAS & LUBE, INC. 05/24 PD CAR WASHES05/24 PD CAR WASHES 435.00 40432 09/12/2024 PD OPERATIONS PD OPERATIONS KER'S GAS & LUBE, INC. 06/24 PD CAR WASHES06/24 PD CAR WASHES 490.00 40433 09/12/2024 PARKS ADMINISTRATION COMM & REC CENTERS SERVICEMASTER BY J&C BROWN PARKS - FAB DEEP CLEANINGPARKS - FAB DEEP CLEANING 340.00 40434 09/12/2024 PARKS ADMINISTRATION PROP 68 GRANT DAVID J. BOYLE PARKS - LTC RESTROOMSPARKS - LTC RESTROOMS 12,231.25 40435 09/12/2024 FIRE MEAS K - FIRE ROSENBAUER MINNESOTA, LLC RAPTOR ANNUAL INSPECTIONRAPTOR ANNUAL INSPECTION4,600.00 40436 09/12/2024 PD OPERATIONS MEAS K - PD HARRY D. WILSON INC. BMW 1250 - SERVICEBMW 1250 - SERVICE 3,955.72 40437 09/12/2024 WWTP WWTP TELSTAR INSTRUMENTS EQUIPMENT CALIBRATIONSEQUIPMENT CALIBRATIONS 1,516.00 40438 09/12/2024 ENGINEERING WATER CAPITAL OUTLAY CAROLLO ENGINEERS, INC PROFESSIONAL ENGINEERING SVS PROFESSIONAL ENGINEERING SVS 24,233.58 40439 09/12/2024 PD OPERATIONS PD OPERATIONS RAUL R. HERRERA JR. POLYGRAPHS POLYGRAPHS 4,000.00 40440 09/12/2024 PARKS ADMINISTRATION SPORTS PROGRAMS J & D MANUFACTURING TINY TIKES SHIRTS TINY TIKES SHIRTS 109.44 40441 09/12/2024 PD OPERATIONS PD OPERATIONS TIM J LAW EMPLOYMENT BACKGROUND EMPLOYMENT BACKGROUND800.00 40442 09/12/2024 ENGINEERING SEWER CAPITAL OUTLAY RMA GEOSCIENCE, INC. AVE 13 SOIL TESTINGAVE 13 SOIL TESTING 5,025.00 40443 09/12/2024 PD OPERATIONS PD OPERATIONS PACIFIC STORAGE COMPANY SHREDDING SERVICES SHREDDING SERVICES 404.00 40444 09/12/2024 PD OPERATIONS PD OPERATIONS TRILOGY MEDWASTE WEST LLC REUSABLE TUB - MEDICAL WASTE REUSABLE TUB - MEDICAL WASTE 79.30 40445 09/12/2024 FINANCE AIRPORT OPS VAN DE POL ENTERPRISES, INC. FUEL CITY VEHICLES 08/15/24-08/31/24FUEL CITY VEHICLES 08/15/24-08/31/24 67.99 40445 09/12/2024 FINANCE ANIMAL CONTROL VAN DE POL ENTERPRISES, INC. FUEL CITY VEHICLES 08/15/24-08/31/24FUEL CITY VEHICLES 08/15/24-08/31/24 495.85 40445 09/12/2024 FINANCE BUILDING VAN DE POL ENTERPRISES, INC. FUEL CITY VEHICLES 08/15/24-08/31/24FUEL CITY VEHICLES 08/15/24-08/31/24 155.07 40445 09/12/2024 FINANCE CODE ENFORCEMENT VAN DE POL ENTERPRISES, INC. FUEL CITY VEHICLES 08/15/24-08/31/24FUEL CITY VEHICLES 08/15/24-08/31/24 216.38 40445 09/12/2024 FINANCE DRAINAGE VAN DE POL ENTERPRISES, INC. FUEL CITY VEHICLES 08/15/24-08/31/24FUEL CITY VEHICLES 08/15/24-08/31/24 861.54 40445 09/12/2024 FINANCE ENGINEERING VAN DE POL ENTERPRISES, INC. FUEL CITY VEHICLES 08/15/24-08/31/24FUEL CITY VEHICLES 08/15/24-08/31/24 104.23 40445 09/12/2024 FINANCE FACILITIES MAINTENANCE VAN DE POL ENTERPRISES, INC. FUEL CITY VEHICLES 08/15/24-08/31/24FUEL CITY VEHICLES 08/15/24-08/31/24 340.05 40445 09/12/2024 FINANCE FLEET MAINTENANCE VAN DE POL ENTERPRISES, INC. FUEL CITY VEHICLES 08/15/24-08/31/24FUEL CITY VEHICLES 08/15/24-08/31/24 76.37 40445 09/12/2024 FINANCE FLEET MOTOR POOL VAN DE POL ENTERPRISES, INC. FUEL CITY VEHICLES 08/15/24-08/31/24FUEL CITY VEHICLES 08/15/24-08/31/24 15.68 40445 09/12/2024 FINANCE GRAFFITI ABATE VAN DE POL ENTERPRISES, INC. FUEL CITY VEHICLES 08/15/24-08/31/24FUEL CITY VEHICLES 08/15/24-08/31/24 495.54 40445 09/12/2024 FINANCE LMD SERVICES VAN DE POL ENTERPRISES, INC. FUEL CITY VEHICLES 08/15/24-08/31/24FUEL CITY VEHICLES 08/15/24-08/31/24 756.77 40445 09/12/2024 FINANCE PARKS VAN DE POL ENTERPRISES, INC. FUEL CITY VEHICLES 08/15/24-08/31/24FUEL CITY VEHICLES 08/15/24-08/31/24 1,695.86 40445 09/12/2024 FINANCE STREETS VAN DE POL ENTERPRISES, INC. FUEL CITY VEHICLES 08/15/24-08/31/24FUEL CITY VEHICLES 08/15/24-08/31/24 2,363.08 40445 09/12/2024 FINANCE SEWER MTNC/OPERATIONS VAN DE POL ENTERPRISES, INC. FUEL CITY VEHICLES 08/15/24-08/31/24FUEL CITY VEHICLES 08/15/24-08/31/24 859.93 40445 09/12/2024 FINANCE STREET CLEANING VAN DE POL ENTERPRISES, INC. FUEL CITY VEHICLES 08/15/24-08/31/24FUEL CITY VEHICLES 08/15/24-08/31/24 1,388.59 40445 09/12/2024 FINANCE TRANS - FIXED VAN DE POL ENTERPRISES, INC. FUEL CITY VEHICLES 08/15/24-08/31/24FUEL CITY VEHICLES 08/15/24-08/31/24 3,358.86 40445 09/12/2024 FINANCE TRANS - DAR VAN DE POL ENTERPRISES, INC. FUEL CITY VEHICLES 08/15/24-08/31/24FUEL CITY VEHICLES 08/15/24-08/31/24 3,056.08 40445 09/12/2024 FINANCE WATER MTNC/OPERATIONS VAN DE POL ENTERPRISES, INC. FUEL CITY VEHICLES 08/15/24-08/31/24FUEL CITY VEHICLES 08/15/24-08/31/24 1,291.19 40445 09/12/2024 FINANCE WATER QUALITY CONTROL VAN DE POL ENTERPRISES, INC. FUEL CITY VEHICLES 08/15/24-08/31/24FUEL CITY VEHICLES 08/15/24-08/31/24 418.30 40445 09/12/2024 FINANCE PD OPERATIONS VAN DE POL ENTERPRISES, INC. FUEL CITY VEHICLES 08/15/24-08/31/24FUEL CITY VEHICLES 08/15/24-08/31/24 7,968.29 40445 09/12/2024 FIRE FIRE VAN DE POL ENTERPRISES, INC. FUEL CDF - 08/01/24-08/15/24 FUEL CDF - 08/01/24-08/15/24 468.63 40445 09/12/2024 FIRE MEAS K - FIRE VAN DE POL ENTERPRISES, INC. FUEL CDF - BULK DIESELFUEL CDF - BULK DIESEL 2,370.01 40446 09/12/2024 GRANTS CDBG ADMIN CITY DATA SERVICES LLC CDS MONTHLY MAINENANCE JANUARY - MARCH 2024CDS MONTHLY MAINENANCE JANUA1,875.00 40447 09/12/2024 ENGINEERING SEWER CAPITAL OUTLAY MKN & ASSOCIATES PROFESSIONAL ENGINEERING SVS PROFESSIONAL ENGINEERING SVS 18,064.16 40448 09/12/2024 PD OPERATIONS PD OPERATIONS CINTAS CORPORATION MEDICAL SUPPLIES MEDICAL SUPPLIES 229.55 40449 09/12/2024 FACILITIES FACILITIES MAINTENANCE MESA ENERGY SYSTEMS, INC HVAC MAINTENANCE - JWYC HVAC MAINTENANCE - JWYC2,211.56 40449 09/12/2024 FACILITIES PD OPERATIONS MESA ENERGY SYSTEMS, INC HVAC MAINTENANCE - PD HVAC MAINTENANCE - PD 888.00 40450 09/12/2024 FIRE FIRE AIR EXCHANGE, INC EXHAUST VENT REPAIREXHAUST VENT REPAIR 3,463.67 40451 09/12/2024 PARKS ADMINISTRATION CDBG PUBLIC IMPROVEMENTS DL BATTY, INC. CDBG FBSC KITCHEN IMPROVEMENT CDBG FBSC KITCHEN IMPROVEMENT 1,361.36 40452 09/12/2024 ENGINEERING RSTP - FED EX TERRA WEST CONSTRUCTION INCORPORATEDPARKING LOT - PD PARKING LOT - PD 5,700.00 40453 09/12/2024 WWTP SEWER CAPITAL OUTLAY SCHROEDER VALVE & REPAIR INC. LESSER OVER VALVELESSER OVER VALVE 12,826.57 40454 09/12/2024 PARKS ADMINISTRATION PARKS FENCE FACTORY RENTALS TEMPORARY FENCE RENTAL - SRANTEMPORARY FENCE RENTAL - SRAN 120.00 40455 09/12/2024 PARKS ADMINISTRATION PARKS RASHID RELIEF REBUILDERS, INC. SUNRISE ROTARY PLAYGROUNDSUNRISE ROTARY PLAYGROUND 43,671.50 40456 09/12/2024 PD OPERATIONS MEAS K - PD SC BEACH HOTEL PARTNERS LLC MPD LEADERSHIP HOTEL FEESMPD LEADERSHIP HOTEL FEES 8,584.00 40457 09/12/2024 WATER QUALITY CONTROL WATER QUALITY CONTROL DELLAVALLE LABORATORY,INC. MONTHLY SAMPLING MONTHLY SAMPLING 576.00 40457 09/12/2024 WATER QUALITY CONTROL WATER QUALITY CONTROL DELLAVALLE LABORATORY,INC. WEEKLY SAMPLINGWEEKLY SAMPLING 2,432.00 40458 09/12/2024 FINANCE PD OPERATIONS AT&T 07/24 CALNET 3 SERVICE 939103156607/24 CALNET 3 SERVICE 9391031566 311.10 40458 09/12/2024 PD OPERATIONS PD OPERATIONS AT&T 08/24 CALNET 3 SERVICE 939106455208/24 CALNET 3 SERVICE 9391064552 286.21 40458 09/12/2024 PD OPERATIONS PD OPERATIONS AT&T 07/24 CALNET 3 SERVICE 939103157807/24 CALNET 3 SERVICE 9391031578 313.48 40459 09/12/2024 ENGINEERING ENGINEERING AKEL ENGINEERING GROUP, INC. ON-CALL TASK 1026-2024ON-CALL TASK 1026-2024 7,140.50 40459 09/12/2024 ENGINEERING WATER CAPITAL OUTLAY AKEL ENGINEERING GROUP, INC. ON-CALL MODELING 1004-2023ON-CALL MODELING 1004-2023 619.00 40460 09/12/2024 ENGINEERING WATER CAPITAL OUTLAY AM CONSULTING ENGINEERS, INC. ON-CALL W-03 & W-04 WATER MAIN UPGRADESON-CALL W-03 & W-04 WATER MAIN UPG1,670.00 40461 09/12/2024 WWTP WWTP BSK ASSOCIATES PERMIT COMPLIANCE LABPERMIT COMPLIANCE LAB 1,400.20 40461 09/12/2024 WWTP WWTP BSK ASSOCIATES WW TESTS FOR COMPLIANCEWW TESTS FOR COMPLIANCE212.50 40462 09/12/2024 ENGINEERING SEWER CAPITAL OUTLAY BLAIR CHURCH & FLYNN PROFESSIONAL ENGINEERING SVSPROFESSIONAL ENGINEERING SVS 432.00 40463 09/12/2024 HR/RISK MGT HR/RISK MGT CA DEPARTMENT OF JUSTICE PRE-EMPLOYMENT LIVESCAN APPS PRE-EMPLOYMENT LIVESCAN APPS 96.00 40463 09/12/2024 PD OPERATIONS PD OPERATIONS CA DEPARTMENT OF JUSTICE MISCELLANEOUS SERVICES 07/24MISCELLANEOUS SERVICES 07/24 162.00 40464 09/12/2024 PD OPERATIONS MEAS K - PD CALIFORNIA FORENSIC INSTITUTE PRE-EMPLOYMENT EXAM PRE-EMPLOYMENT EXAM 900.00 40465 09/12/2024 ENGINEERING ENGINEERING CA SURVEYING AND DRAFTING SUPPLY PLOTTER PAPERPLOTTER PAPER 23.76 40466 09/12/2024 GRANTS CDBG PUBLIC SERVICES COMMUNITY ACTION PRTNRSHP OF MADERACDBG FY 23/24 Q3 CDBG FY 23/24 Q3 3,678.78 40466 09/12/2024 GRANTS CDBG PUBLIC SERVICES COMMUNITY ACTION PRTNRSHP OF MADERACDBG FY 23/24 Q2 CDBG FY 23/24 Q2 6,321.22 40467 09/12/2024 PD OPERATIONS PD OPERATIONS COMMUNITY MEDICAL CENTER LEGAL BLOOD DRAWS - 07/24 LEGAL BLOOD DRAWS - 07/24700.00 40468 09/12/2024 PD OPERATIONS PD OPERATIONS COMMUNITY MEDICAL CENTER SAFE EXAM - 24M-04588SAFE EXAM - 24M-04588 800.00 40469 09/12/2024 HR/RISK MGT HR/RISK MGT OCCUPATIONAL HEALTH CENTERS OF CALIFORNIA, A MEDIC PRE-EMPLOYMENT SERVICES PRE-EMPLOYMENT SERVICES1,029.00 40470 09/12/2024 PD OPERATIONS CODE ENFORCEMENT CORELOGIC INFORMATION SOLUTIONS INC REALQUEST SERVICES 07/24 REALQUEST SERVICES 07/24 87.50 40470 09/12/2024 PD OPERATIONS UB - GARBAGE CORELOGIC INFORMATION SOLUTIONS INC REALQUEST SERVICES 07/24 REALQUEST SERVICES 07/24 21.88 40470 09/12/2024 PD OPERATIONS UB - SEWER CORELOGIC INFORMATION SOLUTIONS INC REALQUEST SERVICES 07/24 REALQUEST SERVICES 07/24 21.88 40470 09/12/2024 PD OPERATIONS UB - WATER CORELOGIC INFORMATION SOLUTIONS INC REALQUEST SERVICES 07/24 REALQUEST SERVICES 07/24 43.74 40471 09/12/2024 FIRE FIRE CUMMINS PACIFIC LLC CDF #58 REPAIRSCDF #58 REPAIRS 10,664.32 40472 09/12/2024 ENGINEERING ENGINEERING DIAMOND COMMUNICATIONS SECURITY ALARM MONITORING - ENG SECURITY ALARM MONITORING - ENG 180.00 40472 09/12/2024 FINANCE INTERMODAL BLDG DIAMOND COMMUNICATIONS FIRE ALARM MONITORING - TRANSITFIRE ALARM MONITORING - TRANSIT 80.00 40473 09/12/2024 FINANCE CDBG PUBLIC SERVICES ECONOMIC DEVELOPMENT COMMISSION Q1 FY 23/24 REVOLVING LOAN PROGRAMQ1 FY 23/24 REVOLVING LOAN PROGRAM 1,039.73 40473 09/12/2024 FINANCE CDBG PUBLIC SERVICES ECONOMIC DEVELOPMENT COMMISSION Q2 FY 23/24 REVOLVING LOAN PROGRAMQ2 FY 23/24 REVOLVING LOAN PROGRAM 821.31

CITY OF MADERA
REGISTER OF AUDITED DEMANDS FOR BANK #1 - UNION BANK GENERAL ACCOUNT October 2, 2024

CHECK PAY DATE DEPARTMENT PAID FROM ORG ISSUED TO DESCRIPTION AMOUNT 40473 09/12/2024 FINANCE CDBG PUBLIC SERVICES ECONOMIC DEVELOPMENT COMMISSION Q3 FY 23/24 REVOLVING LOAN PROGRAMQ3 FY 23/24 REVOLVING LOAN PROGRAM 967.26 40473 09/12/2024 FINANCE CDBG PUBLIC SERVICES ECONOMIC DEVELOPMENT COMMISSION Q4 FY 23/24 REVOLVING LOAN PROGRAMQ4 FY 23/24 REVOLVING LOAN PROGRAM 810.64 40474 09/12/2024 INFORMATION SERVICES COMPUTER MAINT ESRI ESRI SOFTWARE RENEWAL ESRI SOFTWARE RENEWAL 21,237.53 40475 09/12/2024 PD OPERATIONS PD OPERATIONS FRESNO CITY COLLEGE REGISTRATION FEE - FIELD TRAINING OFFICERREGISTRATION FEE - FIELD TRAINING OFFICER 420.00 40475 09/12/2024 PD OPERATIONS PD OPERATIONS FRESNO CITY COLLEGE REGISTRATION FEE - DISPATCHERREGISTRATION FEE - DISPATCHER 337.00 40476 09/12/2024 FINANCE FINANCE GOVERNMENT FINANCE OFFICERS ASSOC. GFOA MEMBERSHIP RENEWALGFOA MEMBERSHIP RENEWAL 112.50 40476 09/12/2024 FINANCE GENERAL FUND GOVERNMENT FINANCE OFFICERS ASSOC. GFOA MEMBERSHIP RENEWALGFOA MEMBERSHIP RENEWAL37.50 40477 09/12/2024 FACILITIES CENTRAL ADMIN INDUSTRIAL ELECTRICAL CO. GENERATOR MAINTENANCE - CITY HALLGENERATOR MAINTENANCE - CITY HALL 2,184.03 40477 09/12/2024 FACILITIES FACILITIES MAINTENANCE INDUSTRIAL ELECTRICAL CO. GENERATOR MAINTENANCE - CITY HALLGENERATOR MAINTENANCE - CITY HALL 500.00 40478 09/12/2024 HR/RISK MGT INS/RISK MGT LIEBERT CASSIDY WHITMORE LEGAL SERVICES LEGAL SERVICES 5,636.00 40479 09/12/2024 PARKS ADMINISTRATION AQUATICS PROGRAMS CHARLES LUECKER, AUTHORIZED SIGNER CHLORINE FOR POOLCHLORINE FOR POOL 1,602.66 40480 09/12/2024 FINANCE AIRPORT OPER FUND CITY OF MADERA HANGER REFUND - #19 HANGER REFUND - #19 146.00 40481 09/12/2024 FINANCE AIRPORT OPER FUND CITY OF MADERA HANGER REFUND - #S HANGER REFUND - #S 135.00 40482 09/12/2024 FINANCE PD OPERATIONS MADERA COUNTY TREASURER COUNTY'S PORTION OF PARKING PENALTIES PAID 07/24COUNTY'S PORTION OF PARKING P483.50 40483 09/12/2024 HR/RISK MGT HR/RISK MGT MADERA TRIBUNE JOB ADVERSTISEMENT JOB ADVERSTISEMENT 119.20 40484 09/12/2024 PARKS ADMINISTRATION AQUATICS PROGRAMS MAMMOTH OXYGEN CO2 FOR POOLCO2 FOR POOL 223.20 40485 09/12/2024 PW ADMIN STREETS MID VALLEY DISPOSAL INC. WASTE DISPOSALWASTE DISPOSAL 3,458.17 40485 09/12/2024 PW ADMIN STREET CLEANING MID VALLEY DISPOSAL INC. WASTE DISPOSALWASTE DISPOSAL 5,997.19 40485 09/12/2024 PW ADMIN WWTP MID VALLEY DISPOSAL INC. WASTE DISPOSALWASTE DISPOSAL 1,118.49 40485 09/12/2024 PW ADMIN PW SAFE & CLEAN INITIATIVE MID VALLEY DISPOSAL INC. WASTE DISPOSALWASTE DISPOSAL 1,460.60 40486 09/12/2024 ENGINEERING LTF - STREETS NATIONAL DATA & SURVEYING SERVICES TRAFFIC COUNTS - RD 28 & AVE 13 1/2TRAFFIC COUNTS - RD 28 & AVE 13 1/2 790.00 40487 09/12/2024 ENGINEERING AFFORDABLE HOUSING O'DELL ENGINEERING, INC. DESIGN SVS - SIDEWALK IMPROVEMENTSDESIGN SVS - SIDEWALK IMPROVEMENTS 11,989.25 40487 09/12/2024 PARKS ADMINISTRATION PROP 68 GRANT O'DELL ENGINEERING, INC. PROP 68 - OLIVE/TAUBERT PARKPROP 68 - OLIVE/TAUBERT PARK 3,492.59 40487 09/12/2024 PARKS ADMINISTRATION SPECIAL LEGISLATIVE GRANT O'DELL ENGINEERING, INC. DESIGN SVS - LTC TRAILS DESIGN SVS - LTC TRAILS 1,954.52 40488 09/12/2024 PD OPERATIONS PD OPERATIONS PECK'S PRINTERY PD - WINDOW CLINGSPD - WINDOW CLINGS 736.10 40489 09/12/2024 FINANCE PARKING DIST OPS PHOENIX GROUP INFO SYS CITATIONS 07/24CITATIONS 07/24 53.74 40489 09/12/2024 FINANCE PD OPERATIONS PHOENIX GROUP INFO SYS CITATIONS 07/24CITATIONS 07/24 229.96 40490 09/12/2024 PD OPERATIONS SUPP LAW ENF PROFORCE TASER CARTRIDGETASER CARTRIDGE 2,343.62 40491 09/12/2024 ENGINEERING LTF - STREETS PROVOST & PRITCHARD CONSULTING PROFESSIONAL DESIGN SVSPROFESSIONAL DESIGN SVS 138.80 40491 09/12/2024 ENGINEERING LTF - STREETS PROVOST & PRITCHARD CONSULTING ON-CALL ENGINEERING FOR PROJECT B-000004ON-CALL ENGINEERING FOR PROJECT B-0001,407.30 40491 09/12/2024 ENGINEERING WATER CAPITAL OUTLAY PROVOST & PRITCHARD CONSULTING DESIGN SERVICES FOR W-000009DESIGN SERVICES FOR W-000009 1,718.70 40491 09/12/2024 ENGINEERING SEWER CAPITAL OUTLAY PROVOST & PRITCHARD CONSULTING SS-14 ON-CALL TASK ORDER 1025-2024SS-14 ON-CALL TASK ORDER 1025-2024 1,246.00 40492 09/12/2024 PD OPERATIONS PD OPERATIONS RON'S TOWING & ROAD SERVICE TOWING SERVICESTOWING SERVICES 1,230.00 40493 09/12/2024 ENGINEERING MEAS T - ENVIRO SEAL RITE PAVING ASPHALT PAVING/PATCHINGASPHALT PAVING/PATCHING8,912.51 40494 09/12/2024 PW ADMIN SEWER CAPITAL OUTLAY STANTEC CONSULTING SERVICES INC. PROFESSIONAL ENGINEERING SVS PROFESSIONAL ENGINEERING SVS 41,797.10 40495 09/12/2024 WWTP WWTP SYNAGRO WEST, INC. SLUDGE HAULING & DISPOSAL SLUDGE HAULING & DISPOSAL 16,497.88 40496 09/12/2024 FINANCE INTERMODAL BLDG TECH. MASTER PEST MANAGEMENT SQUIRREL CONTROL - TRANSIT SQUIRREL CONTROL - TRANSIT 150.00 40497 09/12/2024 PARKS ADMINISTRATION COMM & REC CENTERS TK ELEVATOR CORPORATION YC ELEVATOR MAINTENANCEYC ELEVATOR MAINTENANCE315.17 40498 09/12/2024 PD OPERATIONS PD OPERATIONS TRANSUNION RISK & ALTERNATIVE DATA SOL. DATABASE ACCESS 07/24 DATABASE ACCESS 07/24 216.40 40499 09/12/2024 ENGINEERING SEWER CAPITAL OUTLAY VIDEO INSPECTION SPECIALISTS, INC. VAC/PUMPER TRUCKVAC/PUMPER TRUCK 2,230.00 40500 09/12/2024 ENGINEERING ENGINEERING YAMABE & HORN ENGINEERING 7-11 PLAN REVIEW7-11 PLAN REVIEW 2,227.50 40500 09/12/2024 ENGINEERING ENGINEERING YAMABE & HORN ENGINEERING KING HUSSEIN SCHOOL DEVELOPMENT PLAN CHECKKING HUSSEIN SCHOOL DEVELOPMENT 1,991.25 40501 09/12/2024 PW ADMIN WATER CONSERV OTP- REBATES TURF REPLACEMENT REBATE - 10000149 TURF REPLACEMENT REBATE - 10000149 1,710.00 40502 09/12/2024 PW ADMIN WATER CONSERV OTP- REBATES TURF REPLACEMENT REBATE - 9925168 TURF REPLACEMENT REBATE - 9925168 2,715.00 40503 09/12/2024 FINANCE WATER FUND AR REFUNDS DEPOSIT REFUND - METER #11DEPOSIT REFUND - METER #11 1,700.00 40504 09/12/2024 FINANCE AIRPORT OPER FUND AR REFUNDS DEPOSIT REFUND - UNIT KDEPOSIT REFUND - UNIT K 160.00 40505 09/12/2024 FINANCE WATER FUND AR REFUNDS DEPOSIT REFUND - METER #15DEPOSIT REFUND - METER #15 1,700.00 40506 09/12/2024 FINANCE WATER FUND AR REFUNDS DEPOSIT REFUND - METER #25DEPOSIT REFUND - METER #25 1,700.00 40507 09/12/2024 FINANCE WATER FUND AR REFUNDS DEPOSIT REFUND - METER #38DEPOSIT REFUND - METER #38 1,700.00 40508 09/12/2024 FINANCE WATER FUND AR REFUNDS DEPOSIT REFUND - METER #40DEPOSIT REFUND - METER #40 1,70.00 40509 09/12/2024 FINANCE WATER FUND AR REFUNDS DEPOSIT REFUND - METER #26DEPOSIT REFUND - METER #26 1,700.00 40510 09/12/2024 FINANCE WATER FUND AR REFUNDS DEPOSIT REFUND - METER #5DEPOSIT REFUND - METER #51,700.00 40511 09/12/2024 FINANCE WATER FUND AR REFUNDS DEPOSIT REFUND - METER #25DEPOSIT REFUND - METER #25 1,700.00 40512 09/12/2024 FINANCE WATER FUND AR REFUNDS DEPOSIT REFUND - METER #33DEPOSIT REFUND - METER #33 1,700.00 40513 09/12/2024 FINANCE WATER FUND AR REFUNDS DEPOSIT REFUND - METER #13DEPOSIT REFUND - METER #13749.44 40514 09/12/2024 FINANCE WATER FUND AR REFUNDS DEPOSIT REFUND - METER #29DEPOSIT REFUND - METER #29 1,700.00 40515 09/12/2024 FINANCE WATER FUND AR REFUNDS DEPOSIT REFUND - METER #14DEPOSIT REFUND - METER #14 1,700.00 40516 09/12/2024 PARKS ADMINISTRATION GENERAL TRUST FUND OTP- PARKS REFUNDS DEPOSIT REFUND - LTC PAVILLIONDEPOSIT REFUND - LTC PAVILLION 50.00 40517 09/12/2024 PARKS ADMINISTRATION GENERAL TRUST FUND OTP- PARKS REFUNDS DEPOSIT REFUND - LTC PAVILLIONDEPOSIT REFUND - LTC PAVILLION 50.00 40518 09/12/2024 UB - WATER WATER FUND OTP- UB REFUNDS UB TERM REFUND 6939001 20.56 40519 09/12/2024 UB - WATER WATER FUND OTP- UB REFUNDS UB TERM REFUND 9922625 168.55 40520 09/12/2024 UB - WATER WATER FUND OTP- UB REFUNDS UB TERM REFUND 9925394 118.12 40521 09/12/2024 FINANCE WATER UTILITY OTP- UB REFUNDS UB TERM REFUND 9923436-37030 UB TERM REFUND 9923436-37030 133.54 40522 09/12/2024 UB - WATER WATER FUND OTP- UB REFUNDS UB TERM REFUND 9925762 167.30 40523 09/12/2024 UB - WATER WATER FUND OTP- UB REFUNDS UB TERM REFUND 9913309 16.89 40524 09/12/2024 FINANCE WATER UTILITY OTP- UB REFUNDS UB TERM REFUND 9892847-503693 UB TERM REFUND 9892847-503693 118.61 40525 09/12/2024 UB - WATER WATER FUND OTP- UB REFUNDS UB TERM REFUND 9916540 163.21 40526 09/12/2024 FINANCE WATER FUND OTP- UB REFUNDS UB TERM REFUND 9918723-509756 UB TERM REFUND 9918723-509756 158.73 40527 09/12/2024 UB - WATER WATER FUND OTP- UB REFUNDS UB TERM REFUND 10001058 150.00 40528 09/12/2024 UB - WATER WATER FUND OTP- UB REFUNDS UB TERM REFUND 9915679 37.84 40529 09/12/2024 UB - WATER WATER FUND OTP- UB REFUNDS UB TERM REFUND 10000684 54.55 40530 09/12/2024 UB - WATER WATER FUND OTP- UB REFUNDS UB TERM REFUND 9925823 115.93 40531 09/12/2024 UB - WATER WATER FUND OTP- UB REFUNDS UB TERM REFUND 9924980 166.44 40532 09/12/2024 UB - WATER WATER FUND OTP- UB REFUNDS UB TERM REFUND 9907886 41.97 40533 09/12/2024 UB - WATER WATER FUND OTP- UB REFUNDS UB TERM REFUND 9919650 151.31 40534 09/12/2024 UB - WATER WATER FUND OTP- UB REFUNDS UB TERM REFUND 9925960 11.87 40535 09/12/2024 UB - WATER WATER FUND OTP- UB REFUNDS UB TERM REFUND 9919380 34.61 40536 09/12/2024 UB - WATER WATER FUND OTP- UB REFUNDS UB TERM REFUND 9922847 123.87 40537 09/12/2024 UB - WATER WATER FUND OTP- UB REFUNDS UB TERM REFUND 9919203 186.80 40538 09/12/2024 UB - WATER WATER FUND OTP- UB REFUNDS UB TERM REFUND 9924423 190.14 40539 09/12/2024 UB - WATER WATER FUND OTP- UB REFUNDS UB TERM REFUND 9924774 162.56

CHECK PAY DATE DEPARTMENT PAID FROM ORG ISSUED TO DESCRIPTION AMOUNT 40540 09/12/2024 FINANCE WATER UTILITY OTP- UB REFUNDS UB TERM REFUND 9924318-512878 UB TERM REFUND 9924318-512878 161.97 544 09/03/2024 FINANCE PAYROLL TRUST NPC-ORCHARD TRUST COMPANY PLAN #340227-01 FOR 08/30/2024PLAN #340227-01 FOR 08/30/2024 13,865.88 545 09/03/2024 FINANCE PAYROLL TRUST NPC-ORCHARD TRUST COMPANY PLAN #340227-02 FOR 08/30/2024PLAN #340227-02 FOR 08/30/2024 2,028.98 546 09/13/2024 FINANCE PAYROLL TRUST MISSION SQUARE - 302351 PLAN #302351 CONTRIBS FOR 08/30/24 PAYROLLPLAN #302351 CONTRIBS FOR 08/30/24 P30,511.16 547 09/13/2024 FINANCE PAYROLL TRUST MISSION SQUARE - 302351 PLAN #302351 CONTRIBS FOR 09/13/24 PAYROLLPLAN #302351 CONTRIBS FOR 09/13/24 P 30,149.36
548 09/16/2024 FINANCE PAYROLL TRUST NPC-ORCHARD TRUST COMPANY PLAN #340227-01 FOR 09/13/2024PLAN #340227-01 FOR 09/13/2024 12,602.16 549 09/16/2024 FINANCE PAYROLL TRUST NPC-ORCHARD TRUST COMPANY PLAN #340227-02 FOR 09/13/2024PLAN #340227-02 FOR 09/13/2024 1,744.66 550 09/04/2024 FINANCE PAYROLL TRUST NAVIA BENEFIT SOLUTIONS INC FSA SECTION 125 DISBURSEMENT 09/04/2024FSA SECTION 125 DISBURSEMENT 09/04/202364.42 551 09/05/2024 FINANCE PAYROLL TRUST NAVIA BENEFIT SOLUTIONS INC FSA SECTION 125 DISBURSEMENT 09/05/2024FSA SECTION 125 DISBURSEMENT 09/05/202

84.08 552 09/10/2024 FINANCE PAYROLL TRUST NAVIA BENEFIT SOLUTIONS INC FSA SECTION 125 DISBURSEMENT 09/10/2024FSA SECTION 125 DISBURSEMENT 09/10/20260.00 552 09/10/2024 FINANCE PAYROLL TRUST NAVIA BENEFIT SOLUTIONS INC SECTION 125 PLAN YEAR FEE & PARTICIPANT FEESECTION 125 PLAN YEAR FEE & PARTICIPA 124.00
553 09/17/2024 FINANCE PAYROLL TRUST NAVIA BENEFIT SOLUTIONS INC FSA SECTION 125 DISBURSEMENT 09/17/2024FSA SECTION 125 DISBURSEMENT 09/17/2021,130.26 BANK #1 - UNION BANK GENERAL ACCOUNT TOTAL $ 497,031.94

REPORT TO CITY COUNCIL
Approved by: Council Meeting of: October 2, 2024
_________________________________ Agenda Number: ___________ Wendy Silva, Director of Human Resources
_________________________________
Arnoldo Rodriguez, City Manager
SUBJECT:

Receipt of $352,938.44 to reimburse the City for January 2023 winter storm damage for emergency bypass pumping (61 days +)
RECOMMENDATION:

Adopt a minute order accepting $352,938.44 in Federal and State funds as reimbursement under the Robert T. Stafford Disaster Relief and Emergency Assistance Act and California Disaster Assistance Act for City-incurred expenses to perform emergency bypass pumping for the period beyond 60 days from the start of the California Severe Winter Storms, Flooding, Landslides, and Mudslides Event
SUMMARY:

President Biden declared a major disaster for the State of California on January 14, 2023, as a result of severe winter storms in the State of California, pursuant to his authority under the Robert T. Stafford Disaster Relief and Emergency Assistance Act (Stafford Act). This declaration, numbered FEMA-4683-DR-CA, authorized reimbursement through the Public Assistance Program for multiple categories of emergency response and recovery for designated counties in the State of California, including Madera County. Emergency protective measures, such as emergency bypass pumping, were eligible for reimbursement under this declaration. The City sought reimbursement for expenditures related to emergency bypass pumping undertaken during the applicable disaster date range and has received reimbursement in the amount of $352,938.44 for eligible activities. The requested action is to accept the funds as detailed further in this report.

DISCUSSION:

The Stafford Act is a law that outlines how the federal government provides assistance to people, organizations, and governments affected by disasters or emergencies. The Stafford Act allows the President of the United States to declare a disaster or emergency, to prepare and execute the response to that emergency, and to determine the amount of federal assistance needed to B-3
address the emergency. The Stafford Act also establishes how costs are shared between the federal, state, local, and tribal governments. The California Disaster Assistance Act (CDAA) authorizes the Director of the California Office of Emergency Services (CalOES) to administer financial assistance for disasters declared at either the federal or state level. CDAA funds may be stand-alone or may supplement federal funds.

Pursuant to the Stafford Act, a State of Emergency was declared in January 2023 for over 75% of the counties in the state due to the California Severe Winter Storms, Flooding, Landslides, and Mudslides Event. President Biden declared a major disaster for all but 11 counties in the state, identified as FEMA-4683-DR-CA. Under the Stafford Act, certain expenses are eligible for reimbursement depending on the nature of the event. Specific to the California Severe Winter Storms, Flooding, Landslides, and Mudslides Event, the City undertook various emergency response activities. The Federal Emergency Management Agency (FEMA) has various funding categories designated for disasters with different reimbursement amounts and requirements.

Specific to emergency protective measures, FEMA has designated such activities as “Category B.” The City originally submitted Category B expenses for consideration of reimbursement to FEMA, however, the official grant recipient is the State of California, with the City as a sub-recipient of the State. Category B has two timelines: those activities and expenses incurred within the first 60 days of the declared disaster and those that were incurred beyond the first 60 days of the disaster. The Category B project which is the subject of this report is specific to expenses incurred beyond 60 days from the declared emergency. For this project, the federal government cost share of the project is 75% and the state cost share is 18.75%. Therefore, the total amount of reimbursement is 93.75% for this project, meaning the City’s share of the total cost for these activities after reimbursement is 6.25%.

As stated, the reimbursement funds at the focus of this report are related to emergency bypass pumping for project FEMA-4683-DR-CA, California Severe Winter Storms, Flooding, Landslides, and Mudslides Event. The City reviewed expenditures during the applicable dates eligible for reimbursement and identified qualifying expenditures to submit for reimbursement. The expendituresreimbursed in this project included bypass pumping performed by contractors from February-March 2023 and a soil/concrete sampling contractor. No supplies were purchased and no City equipment or personnel were included in this specific Category B project.

Table 1. Summary of FEMA-4683-DR-CA Reimbursements
Incident Period Total Eligible
Expenditures
Reimbursement
Rate
Total
Reimbursement
Received
Cost to City After
Reimbursement
02/26/2023 to
completion $376,467.67 93.75% $352,938.44 $23,529.23
Table 1 above represents all known eligible expenses incurred for emergency bypass pumping starting on 2/26/2023 to the completion of the disaster. After reimbursement, the cost borne by the City’s Sewer Fund for this project was $23,529.23. This Category B project is the second FEMA project that has been reimbursed to the City in regards to FEMA-4683-DR-CA. Several additional projects are in various stages of review at either the state or federal level. Upon receipt of future payments, staff will bring additional reports to Council for consideration of acceptance.

FINANCIAL IMPACT:

Two reimbursement checks have been received for this project, one for the federal share and one for the state share. The funds have been credited to the original expensing org from which the invoices were paid. Table 2 provides a summary by expensing org of the reimbursement credits.

Table 2. Summary of Reimbursement Credits by Expensing Org Expensing
Org Number Expensing Org Description Amount
20403420 Sewer Capital Outlay 352,938.44
Total $352,938.44
ALTERNATIVES:

At this time, reimbursement has been sought for all known eligible expenses and monies have been credited to the original source of payment. To comply with federal auditing standards regarding these funds, staff does not propose an alternative credit methodology.

ATTACHMENTS:

1. Table of submitted projects and funds received
Attachment 1
Federal Emergency Management Agency Event 4683DR-CA: California Severe Winter Storms, Flooding, Landslides, and Mudslides City of Madera Submitted Projects and Funds Received
Category Project Status Submitted Cost to FEMA
Federal Cost
Share
Federal Funds
Received
State Cost
Share
State Funds
Received
City Cost
Share
Balance
Borne by City
A - Debris Removal Various Debris Cleanup - Citywide Obligated/Paid 31,639.79 100% 31,639.79 N/A N/A N/A N/A B - Emergency Protective Measures
Avenue 13 Sewer Trunk Line - Emergency
Bypass Pumping (days 1-60)
Submitted; pending
FEMA Review 1,034,043.00
B - Emergency Protective Measures
Avenue 13 Sewer Trunk Line - Emergency
Bypass Pumping (61 days plus) Obligated/Paid 376,467.67 75% 282,350.75 18.75% 70,587.69 6.25% 23,529.23 C - Roads and Bridges
Lewis St / Monterey St - Storm Drain and
Sidewalk & T&C Park - Asphalt, Curb and
Gutter
Submitted; pending
FEMA Review 51,172.27
C - Roads and Bridges
NW Corner D St / Green Way (Sherwood
Pond) - Asphalt and Storm Drain
Submitted; pending
FEMA Review 17,742.58
C - Roads and Bridges Knox St / Neplus Way - Asphalt
Submitted; pending
FEMA Review 20,481.61
F - Utilities
WWTP - Repair/Replace Influent Pumps 1, 2,
& 3 and Grit Pump 1
Submitted; pending
FEMA Review 192,845.01
F - Utilities
Avenue 13 Sewer Trunk Line - Permanent
Work
Submitted; pending
FEMA Review 1,335,862.79
Totals 3,060,254.72 313,990.54 70,587.69 23,529.23

REPORT TO CITY COUNCIL
Approved by:
________________________________
Joseph Hebert, Parks & Community Services Director
_________________________________
Arnoldo Rodriguez, City Manager
SUBJECT:

Outdoor Recreation Legacy Partnership Program Grant Award for Tozer Park RECOMMENDATION:

Adopt a Resolution Amending the City’s Fiscal Year 2024/25 Budget Approving Related Revenue and Expenditure Line Items Related to the Outdoor Recreation Legacy Partnership Program Grant Award for Tozer Park at $1,319,280
SUMMARY:

The State of California Department of Parks & Recreation, Office of Grants and Local Services (OGALS) has confirmed that the City has been selected for an award under Round 6 of the Outdoor Recreation Legacy Partnership (ORLP) program. This grant is offered through a 50 percent match program, providing the City with $659,640 toward the total project cost of $1,319,280. The City will be responsible for contributing the remaining 50 percent.

To ensure that staff can proceed promptly with the project, a budget amendment for the total project cost is recommended, as this amount was not included in the City’s Fiscal Year 2024/25 Adopted Budget.

DISCUSSION:

The ORLP program was established in 2014 and is funded through the Land and Water Conservation Fund. ORLP is a nationally competitive program targeting grant assistance to help economically disadvantaged urban communities with no, or almost no, access to publicly available, close-by, outdoor recreation. Funds can be used for the acquisition and/or development of, or to substantially renovate obsolete, public parks and other outdoor recreation spaces. The ORLP program does a 50 percent match requirement. for
Council Meeting of: October 2, 2024
Agenda Number: ___B-4 ______ _
The City successfully submitted an application under Round 6B of the ORLP program on December 15, 2022. The Council was presented with an informational report on October 19, 2022, regarding the funding opportunity and staff’s intention to apply.

The application was for the new park to be located in the new Iveywood I Subdivision off Tozer/Road 28 and Sunrise Avenue. The park was set to be exclusively paid for by Development Impact Fees (DIF) funds, with an estimated cost of $790,352.64, with basic park amenities and limited features. If awarded, the funding would alleviate the DIF funds the City would be committed to pay, as OLRP funding could help pay for 50 percent of the total project cost, as well as allow for additional amenities and features to be included in the park design being that the cost of the park would be offset by grant funding. After preliminary design concepts with the desired amenities and features and probable construction costs were accounted for, the new park development was estimated at $1,319,280.

In the end, the grant application detailed the City would be responsible for the 50 percent match requirement of $659,640 and the requested grant funding was $659,640 for the total project cost of $1,319,280.

It is worthwhile to note that the grant application included two very competitive layers. First, OGALS competitively reviewed applications submitted statewide. Second, OGALS forwarded selected applications to the National Park Service (NPS) to compete in the nationwide competition. Ultimately, the Tozer Park project application was 1 of 14 projects across 11 states selected for funding. The application was 1 out of 3 in California to be selected.

Key features of Tozer Park will include:
 Basketball half-court
 Youth soccer field
 Pickleball courts (a distinctive feature, as there are currently no other pickleball courts in City parks)
 Parcourse exercise equipment and trail
 Tot lot
 Designated picnic area
The park’s diverse features will cater to a wide range of recreational needs and significantly benefit the community by providing much-needed outdoor opportunities.

The Tozer Park project will adhere to the Land and Water Conservation Fund (LWCF) program standards, as well as the requirements outlined in 2 CFR 200 – Uniform Administrative Requirements, Cost Principles, and Audit Requirements for Federal Awards. Compliance with these standards is required to ensure that project expenses are eligible for reimbursement.

FINANCIAL IMPACT:

The OLRP program is a reimbursement-based grant. This means the City will be responsible upfront for all expenses dealing with the development of the park and be eligible for reimbursement up to 50 percent of the total project cost. As previously mentioned, the park is estimated to cost $1,319,280, with the ORLP grant award set at $659,640 towards the project.

Staff is requesting a budget adjustment to account for the project cost, as at the time of the budget development and approval of the budget, the City had not received confirmation of the award.

The requested budget amendment would be reflected in a new Org Unit within the Parks Grants Fund (41096132), which will be used to account for the revenue and expenses associated with the ORLP grant award. The budget amendment will be funded with $659,640 of grant proceeds and $659,640 of Development Impact Fee funds, which will be transferred into the Parks Grants Fund.

ALTERNATIVES:

In considering the Council’s options, these alternatives are identified for consideration:

1. The Council may request that staff bring additional information to a subsequent meeting.

This option allows the Council to seek further clarification on the matter, should clarification be requested on a particular part of the request or in general.

2. The Council may reject the approval of the budget amendment, resulting in the City’s inability to properly budget for the anticipated expenses for Tozer Park. This may result in staff’s inability to comply with grant requirements and administration of the grant.

ATTACHMENTS:

1. Resolution Amending the City’s Fiscal Year 2024/25 Budget Approving Related Revenue and Expenditure Line Items Related to the Outdoor Recreation Legacy Partnership Program Grant Award for Tozer Park at $1,319,280
a. Exhibit A – Budget Amendment
ATTACHMENT 1
Resolution Amending the City’s Fiscal Year 2024/25 Budget Approving Related Revenue and Expenditure Line Items Related to the Outdoor Recreation Legacy Partnership Program Grant Award for Tozer Park at $1,319,280
Exhibit A – Budget Amendment
RESOLUTION NO. 24-______

A RESOLUTION OF THE CITY COUNCIL OF THE CITY OF MADERA, CALIFORNIA AMENDING THE CITY’S FISCAL YEAR 2024/25 BUDGET

APPROVING RELATED REVENUE AND EXPENDITURE LINE ITEMS RELATED

TO THE OUTDOOR RECREATION LEGACY PARTNERSHIP PROGRAM GRANT AWARD FOR TOZER PARK AT $1,319,280
WHEREAS, the City Council previously adopted a City-wide Budget for the 2024/25 Fiscal Year; and
WHEREAS, the Parks & Community Services Department is requesting to amend the Fiscal Year 2024/25 Budget to approve an expenditure of $1,319,280 towards Tozer Park; and
WHEREAS, the request comes after the City was notified it would be awarded the Outdoor Recreation Legacy Partnership (ORLP) funding for $659,640; and WHEREAS, since the ORLP grant requires a 50% match, the City has committed the remaining balance of $659,640 towards the project development; and WHEREAS, the project cost of Tozer Park was not accounted for in the 2024/25 Adopted Fiscal Year budget as the City had not been notified of the award until after adoption; and WHEREAS, the budget amendment would be funded by Parks Development Impact Fund fees; and
WHEREAS, staff finds the budget amendment is in the best interest of the City and the residents of Madera, as it allows compliance with ORLP grant requirements.

NOW, THEREFORE, THE COUNCIL OF THE CITY OF MADERA hereby resolves, finds, determines and orders as follows:

1. The above recitals are true and correct and are incorporated herein.

2. The appropriations for the items listed in Exhibit A, attached hereto, are approved.

3. The signed copy of this Resolution shall be placed on file in the office of the Director of Financial Services, who shall prepare the entries necessary to reflect the budget changes identified in the City’s accounting system.

4. This Resolution is effective immediately upon adoption. * * * * * * * *
Exhibit A – Budget Amendment

ORG OBJECT
FUND CODE CODE DESCRIPTION (+) (-)
Parks Grants Fund - ORLP Grant 41096132 7030 Facilities and Improvements 1,319,280 $ - Parks Grants Fund - ORLP Grant 41096132 4434 Grants 659,640 Parks Grants Fund - ORLP Grant 41096132 4355 Transfer-In 659,640 Parks DIF Fund 40880000 8200 Transfer-Out 659,640
Parks DIF Fund 40880000 4900 Budgetary Carryover 659,640 $ 1,978,920 $ 1,978,920

EXHIBIT A

CITY OF MADERA
Budget Appropriations: Res. 24-______
Budget Adjustments for Fiscal Year 2024/25
1 REPORT TO CITY COUNCIL
Approved by:
________________________________
Joseph Hebert, Parks & Community Services Director
_________________________________
Arnoldo Rodriguez, City Manager
SUBJECT:

Matilda Torres High School Fee Waiver Request
RECOMMENDATION:

Adopt a Resolution waiving the rental fees of the John Wells Youth Center dance studio on 15 dates in October 2024 through January 2025, related to the Matilda Torres High School Competition Dance/Pom Team in preparation for regional and national competitions, at an anticipated fee rental of $1,025
SUMMARY:

The City received an inquiry from the Matilda Torres High School (MTHS) Competition Dance/Pom Team requesting waiving rental fees for using the John Wells Youth Center dance studio during set dates from October 2024 through January 2025, as they prepare for upcoming regional and national competitions.

DISCUSSION:

For context, the request comes specifically from the MTHS Competition Dance/Pom Team Program Director & Head Coach, Charena Mass.

The request is for the utilization of the dance room located within the John Wells Youth Center on 15 dates from October 2024 through January 2025. The MTHS Dance/Pom Team is looking for an appropriate space for them to rehearse their routines and refine their skills.

Specifically, the request is for the utilization of the dance room in the evening from 5:00 pm – 7:00 pm. Since there is ongoing programming that occurs at the John Wells Youth Center during the specific time requested, staff has coordinated the dates to cause the least impact to already Council Meeting of: October 2, 2024
Agenda Number: B-5
scheduled programming. Moreover, given that there will be staff present at the facility, the City will not incur any costs for items such as opening or closing the facility. Moreover, the MTHS Team has noted that they will clean after each use.

All in all, the request includes a total of 15 dates, at 2 hours for each rental. A total of 30 hours, on the date listed below.

November 18, 2024 December 23, 2024
November 25, 2024 December 30, 2024
December 2, 2024 January 6, 2025
December 9, 2024 January 13, 2025
October 7, 2024
October 14, 2024
October 21, 2024
October 28, 2024
November 4, 2024 December 16, 2024 January 28, 2025
FINANCIAL IMPACT:

The applicable costs associated with the rental of the dance studio located at the John Wells Youth Center as requested are summarized in Table 1 that would be applicable for this rental.

Costs are derived from the City of Madera Master Fee Schedule.

Table 1: Estimated Financial Impact
Administrative Fee $25
Deposit $100
Rental at 15 days ($30/day) x 30 hours $900
Total $1,025
The total applicable cost for the rental of the dance studio, for 15 days, at 2 hours each day, for a total of 30 hours would be $1,025.

ALTERNATIVES:

The Council may elect to reject the fee waiver and require MTHS Competition Dance/Pom Team to remit any associated fees if they wish to rent the John Wells Youth Center dance studio for 15 dates from October 2024 through January 2025.

ATTACHMENTS:

1. Resolution – Waiving the rental fees of the John Wells Youth Center dance studio on 15 dates in October 2024 through January 2025, related to the Matilda Torres High School Competition Dance/Pom Team in preparation for regional and national competitions, at an anticipated fee rental of $1,025
a. Exhibit A – Dates & Times of Rentals

2. Request Letter Authored by Charena Mass, Program Director/Head Coach ATTACHMENT 1
Resolution – Waiving the rental fees of the John Wells Youth Center dance studio on 15 dates in October 2024 through January 2025, related to the Matilda Torres High School Competition Dance/Pom Team in preparation for regional and national competitions, at an anticipated fee rental of $1,025
Exhibit A: Dates & Times of Rentals
RESOLUTION NO. 24-______

A RESOLUTION OF THE CITY COUNCIL OF THE CITY OF MADERA,

CALIFORNIA WAIVING THE RENTAL FEES OF THE JOHN WELLS YOUTH CENTER DANCE STUDIO ON 15 DATES IN OCTOBER 2024 THROUGH JANUARY 2025, RELATED TO THE MATILDA TORRES HIGH SCHOOL

COMPETITION DANCE/POM TEAM, AT AN ANTICIPATED FEE RENTAL OF $1,025
WHEREAS, the City has received a request for waiving of fees for the rental of the John Wells Youth Center dance studio; and
WHEREAS, there are 15 dates being requested from October 2024 through January 2025; and
WHEREAS, the request comes from Matilda Torres High School Competition Dance/Pom Team (Team); and
WHEREAS, the Team is looking for adequate space to prepare for upcoming regional and national competitions; and
WHEREAS, the estimated fees for the request are calculated based on the City of Madera Master Fee Schedule; and
WHEREAS, the fees for the event are calculated at $1,025; and WHEREAS, the Team is still subject to providing insurance documentation for City facility rentals that meet City requirements.

NOW, THEREFORE, THE COUNCIL OF THE CITY OF MADERA hereby resolves, finds, determines and orders as follows:

1. The foregoing recitals are true and correct and incorporated herein by reference.

2. The Council finds that the waiver of fees as set forth in this resolution serves a valid public purpose in that the Matilda Torres High School Competition Dance/Pom Team promotes student-athletes and community pride by preparing students for regional and national competitions.

3. The City Council does hereby waive the City fees for Rental Fees of the John Wells Youth Center dance studio on the dates and times identified in Exhibit A, subject to confirmation of insurance.

4. This resolution is effective immediately upon adoption. * * * * * * * *
Exhibit A – Dates & Times of Rentals
The request to rent the John Wells Youth Center dance studio by the Matilda Torres High School Competition Dance/Pom Team includes 15 dates from October 2024 to January 2025. Each date would be a rental of 2 hours from 5:00 pm to 7:00 pm.

1. October 7, 2024

2. October 14, 2024

3. October 21, 2024

4. October 28, 2024

5. November 4, 2024

6. November 18, 2024

7. November 25, 2024

8. December 2, 2024

9. December 9, 2024

10. December 16, 2024

11. December 23, 2024

12. December 30, 2024

13. January 6, 2025

14. January 13, 2025

15. January 28, 2025
ATTACHMENT 2
Request Letter Authored by Charena Mass, Program Director/Head Coach :

Charena Mass
Director Head Coach,
Torres High School Competition Dance/Pom Team
9/22/2024
City of Madera Parks and Recreation
Madera, CA 93638
To whom it may concern],
I am writing on behalf of the Torres High School Competition Dance/Pom Team to request the use of the dance room at the City of Madera facilities from October through January. Our team is actively preparing for upcoming regional and national competitions, and access to a well-equipped space is essential for our athletes to train effectively.

The Torres High School Competition Dance/Pom Team has a proven track record of success, consistently representing our community with pride and excellence. To maintain our competitive edge, we are seeking a space that provides the appropriate environment for rehearsing our routines and refining our skills.

We would greatly appreciate the opportunity to use the dance room during these months to ensure that our athletes are fully prepared for the challenges ahead. Our proposed schedule can be flexible to accommodate the availability of the facility, and we are committed to following all rules and guidelines set by the City of Madera.

Thank you for considering our request. We look forward to working together to support our local athletes.

Sincerely,
Charena Mass
Program Director/Head Coach,
Torres High School Competition Dance/Pom Team
[email protected]
-

REPORT TO CITY COUNCIL
Approved by:
_________________________________
Giachino Chiaramonte, Chief of Police
_________________________________
Arnoldo Rodriguez, City Manager
SUBJECT:

Motorola Solutions Support and Maintenance Service Agreements RECOMMENDATION:

Adopt Resolutions:

1. Approving Service Agreement, Cybersecurity Online Terms Acknowledgement, and Cyber Subscription Renewals and Integrations Addendum With Motorola Solutions, Inc. for support and maintenance of the Police Department’s Verint Dispatch call logging system in the amount of $9,399.78 with a 10 percent contingency for applicable taxes

2. Approving Motorola Master Customer Agreement, Cybersecurity Online Terms Acknowledgement, Cyber Subscription Renewals and Integrations Addendum, Mobile Video Addendum, and Subscription Software Addendum for the upgrade, support, and maintenance of Motorola Solutions, Inc. Redactive software in the amount of $2,700 SUMMARY:

The Police Department (MPD) utilizes Verint systems to capture and store dispatch center communications received via the 911 and non-emergency lines, and dispatch to officer radio transmissions. To continue such services, the City must enter into a service agreement in the amount of $9,399.78 with Motorola Solutions, Inc. (Motorola), the parent company of Verint.

In addition, the MPD has utilized redaction services of body-worn camera footage through Motorola’s Redactive software. The software is used to meet the requirements set forth in the California Public Records Act. The current version of the redaction software is no longer supported and was last upgraded in 2021. The Redactive Service Agreement would be valid for three years for a total cost of $2,700.

DISCUSSION:

Council Meeting of: October 2, 2024
Agenda Number: ___B-6____
Verint
On June 1, 2023, the City entered into a service agreement with Motorola for the support and maintenance of the Department’s dispatch communication call logging system. This system captures and stores all communication between dispatchers and individuals calling into the Department’s communication center. In addition, Verint captures and stores all radio transmissions between dispatchers and officers.

The service agreement is valid for one year from June 1, 2024, to May 31, 2025. It is important to note there is a lapse in time between the current agreement that sunset May 31, 2024, and the adoption of a new agreement due to administrative processes. Per the City’s purchasing policy, the City Manager is authorized to approve contracts and agreements with a dollar value less than $60k. The previous agreement was entered into by following this factor of the City’s purchasing policy. However, the City recently entered into an agreement with Motorola for the upgrade, implementation, service, and maintenance of the MPD’s communication infrastructure for approximately $100k. With an existing agreement with Motorola above the $60k threshold, Council must approve all subsequent agreements with Motorola.

Redactive Software
The MPD’s records division regularly receives records requests specific to body worn camera footage. The MPD must adhere to the standards set forth in the California Public Records Act and provide the footage within the limitations of the law. To meet these standards, MPD utilizes software provided by Motorola to redact sensitive information from body worn camera footage.

A few examples of sensitive information include addresses, date of birth, and phone numbers.

Motorola no longer services the MPD’s current version of the Redactive software. The last upgrade provided to the City was in 2021. To provide staff with the best technology and tools to adhere to California law, staff recommend entering into a service agreement for the upgrade, support, and maintenance of Motorola’s Redactive software. The service agreement would be valid for three years effective September 10, 2024, for a total cost of $2,700.

FINANCIAL IMPACT:

There are two separate service agreements with different costs associated with the specific services. Table 1 provides a breakdown of these costs.

Table 1: Breakdown of Motorola Service Agreements
Verint (subject to taxes) $9,399.78
Redactive Software $2,700.00
Total this fiscal year $12,099.78
Verint systems includes potential equipment replacements that are subject to state and local taxes. Staff recommends incorporating a 10 percent contingency to the Verint systems service agreement to cover applicable taxes. The contingency value is not reflected in the table above.

Verint systems is a recurring annual cost and was therefore contemplated in this year’s budget.

However, the cost of the service increased from prior years due to a change in contract administration. Previously, Motorola allowed third-party affiliates to provide this service at a discounted rate. Motorola is no longer allowing third-party affiliates to execute these agreements which caused the City to under budget this item by $4,508.67. The increase will be covered by the Department’s Supplemental Law Enforcement Fund.

Staff could not have anticipated the version of the MPD’s Redactive software becoming obsolete and consequently did not include it in this year’s budget. The cost of the service will be covered by the Department’s Supplemental Law Enforcement Fund. With a service agreement in place, staff will be able to properly allocate funds for the service in future budget cycles.

ALTERNATIVES:

The Council may refuse to enter into a service agreement with Motorola for Verint systems.

Unfortunately, without the service agreement, the City would be in violation of California law pertaining to retention requirements of communication center data.

In addition, the Council may refuse to enter into a service agreement with Motorola for Redactive software. Similarly, the City would be in violation of California law without the ability to provide body worn camera footage under the California Public Records Act.

Alternatively, the Council can direct staff to seek alternative means of data storage and redaction.

Furthermore, Council may request staff return with additional information regarding service coverage or any other components of the agreements.

ATTACHMENTS:

1. Resolution – Approving Verint Support and Maintenance Service Agreement a. Exhibit A: Service Agreement
i. Cybersecurity Online Terms Acknowledgement
b. Exhibit B: Cybersecurity Subscription Renewals and Integrations Addendum

2. Resolution – Approving Redactive Software Upgrade, Support, and Maintenance Service Agreement
a. Exhibit C: Master Customer Agreement
b. Exhibit D: Service Agreement
i. Cybersecurity Online Terms Acknowledgement
c. Exhibit E: Cyber Subscription Renewals and Integrations Addendum d. Exhibit F: Mobile Video Addendum
e. Exhibit G: Subscription Software Addendum
RESOLUTION NO. 24-______

RESOLUTION OF THE CITY COUNCIL OF THE CITY OF MADERA

APPROVING SERVICE AGREEMENT, CYBERSECURITY ONLINE TERMS

ACKOWLEDGEMENT, AND CYBER SUBSCRIPTION RENEWALS AND
INTEGRATIONS ADDENDUM WITH MOTOROLA SOLUTIONS, INC. FOR SUPPORT AND MAINTENANCE OF THE POLICE DEPARTMENT’S VERINT DISPATCH CALL LOGGING SYSTEM IN THE AMOUNT OF $9,399.78 WITH A 10 PERCENT CONTINGENCY FOR APPLICABLE TAXES
WHEREAS, the Police Department operates critical emergency communication equipment for the health and safety of the community; and WHEREAS, California law requires communication center data to be captured and stored in a secure environment; and
WHEREAS, the City must enter an agreement with Motorola for maintenance and service of Verint call logging system in the amount of $9,399.78 with a 10 percent contingency for applicable taxes; and
WHEREAS, the City Manager is authorized to sign the agreement this year and for three additional years, not to exceed a $25,000 increase over the three years.

NOW, THEREFORE, THE COUNCIL OF THE CITY OF MADERA hereby resolves, finds, determines, and orders as follows:

1. The above recitals are true and correct.

2. The Motorola service provider agreement, inclusive of the Cybersecurity Online Terms Acknowledgement, in the amount of $9,399.78 with a 10 percent contingency for applicable taxes, attached as Exhibit A and incorporated herein, is approved.

3. The Motorola Cyber Subscription Renewals and Integrations Addendum, a copy of which is attached hereto as Exhibit B and incorporated herein, is approved.

4. The City Manager is authorized to execute the agreement this year and for three additional years, not to exceed a $25,000 increase over three years, and with the approval of the City Attorney.

5. This resolution is effective immediately upon adoption. * * * * * * * *

EXHIBIT A
Date:06/11/2024
Company Name: MADERA POLICE DEPT, CITY OF Required P.O. :

PO # :

Customer # :1000419847
Bill to Tag # :

Contract Start Date :01-Jun-2024
Contract End Date :31-May-2025
Payment Cycle :ANNUALLY
Attn:

Billing Address: 330 S C ST
City, State, Zip: MADERA , CA, 93638
Customer Contact: Ari Adams
Phone: 559-675-4200
Qty Service Name Service Description Extended Amt
SVC02SVC0446A VERINT SUPPORT & MAINTENANCE $9,399.78
Subtotal - Recurring Services $783.32 $9,399.78
Subtotal - One-Time Event Services $0.00 $0.00
Total $9,399.78

THIS SERVICE AMOUNT IS SUBJECT TO STATE AND LOCAL TAXING JURISDICTIONS WHERE

APPLICABLE, TO BE VERIFIED BY MOTOROLA
SPECIAL INSTRUCTIONS:

Verint Support 2024-2025
I have received Applicable Statements of Work which describe the Services and cybersecurity services provided on this Agreement. Motorola's Terms and Conditions, including the Cybersecurity Online Terms Acknowledgement, are attached hereto and incorporate the Cyber Addendum (available at https://www.motorolasolutions.com/en_us/ managed-support-services/cybersecurity.html) by reference. By signing below Customer acknowledges these terms and conditions govern all Services under this Service Agreement.

AUTHORIZED CUSTOMER SIGNATURE TITLE DATE

CUSTOMER (PRINT NAME)

MOTOROLA REPRESENTATIVE(SIGNATURE) TITLE DATE

SERVICE AGREEMENT
500 W Monroe Street
Chicago, IL. 60661
(888) 325-9336
Quote Number : QUOTE-2676166
Contract Number: USC000799655
Contract Modifier: R01-JUN-24
CSM 8/6/24
Laura O'Brien 224-775-8254

MOTOROLA REPRESENTATIVE(PRINT NAME) PHONE
Company Name : MADERA POLICE DEPT, CITY OF
Contract Number : USC000799655
Contract Modifier : R01-JUN-24
Contract Start Date : 01-Jun-2024
Contract End Date : 31-May-2025

SERVICE AGREEMENT
500 W Monroe Street
Chicago, IL. 60661
(888) 325-9336
Quote Number : QUOTE-2676166
Contract Number: USC000799655
Contract Modifier: R01-JUN-24

SERVICE AGREEMENT
Quote Number : QUOTE-2676166
Contract Number: USC000799655
Contract Modifier:
500 W Monroe Street
Chicago, IL. 60661
(888) 325-9336
Service Terms and Conditions
Motorola Solutions Inc. ("Motorola") and the customer named in this Agreement ("Customer") hereby agree as follows:

Section 1. APPLICABILITY
These Maintenance Service Terms and Conditions apply to service contracts whereby Motorola will provide to Customer either (1) maintenance, support, or other services under a Motorola Service Agreement, or (2) installation services under a Motorola Installation Agreement.

Section 2. DEFINITIONS AND INTERPRETATION

2.1 “Agreement” means these Maintenance Service Terms and Conditions; the cover page for the Service Agreement or the Installation Agreement, as applicable; and any other attachments, all of which are incorporated herein by this reference. In interpreting this Agreement and resolving any ambiguities, these Maintenance Service Terms and Conditions take precedence over any cover page, and the cover page takes precedence over any attachments, unless the cover page or attachment states otherwise.

2.2 “Equipment” means the equipment that is specified in the attachments or is subsequently added to this Agreement.

2.3 “Services” means those installation, maintenance, support, training, and other services described in this Agreement.

Section 3. ACCEPTANCE
Customer accepts these Maintenance Service Terms and Conditions and agrees to pay the prices set forth in the Agreement. This Agreement becomes binding only when accepted in writing by Motorola. The term of this Agreement begins on the “Start Date” indicated in this Agreement.

Section 4. SCOPE OF SERVICES

4.1 Motorola will provide the Services described in this Agreement or in a more detailed statement of work or other document attached to this Agreement.

At Customer’s request, Motorola may also provide additional services at Motorola’s then-applicable rates for the services.

4.2 If Motorola is providing Services for Equipment, Motorola parts or parts of equal quality will be used; the Equipment will be serviced at levels set forth in the manufacturer’s product manuals; and routine service procedures that are prescribed by Motorola will be followed

4.3 If Customer purchases from Motorola additional equipment that becomes part of the same system as the initial Equipment, the additional equipment may be added to this Agreement and will be billed at the applicable rates after the warranty for that additional equipment expires.

4.4 All Equipment must be in good working order on the Start Date or when additional equipment is added to the Agreement. Upon reasonable request by Motorola, Customer will provide a complete serial and model number list of the Equipment. Customer must promptly notify Motorola in writing when any Equipment is lost, damaged, stolen or taken out of service. Customer’s obligation to pay Service fees for this Equipment will terminate at the end of the month in which Motorola receives the written notice.

4.5 Customer must specifically identify any Equipment that is labeled intrinsically safe for use in hazardous environments.

4.6 If Equipment cannot, in Motorola’s reasonable opinion, be properly or economically serviced for any reason, Motorola may modify the scope of Services related to that Equipment; remove that Equipment from the Agreement; or increase the price to Service that Equipment.

4.7 Customer must promptly notify Motorola of any Equipment failure. Motorola will respond to Customer's notification in a manner consistent with the level of Service purchased as indicated in this.

Section 5. EXCLUDED SERVICES

5.1 Service excludes the repair or replacement of Equipment that has become defective or damaged from use in other than the normal, customary, intended, and authorized manner; use not in compliance with applicable industry standards; excessive wear and tear; or accident, liquids, power surges, neglect, acts of God or other force majeure events.

5.2 Unless specifically included in this Agreement, Service excludes items that are consumed in the normal operation of the Equipment, such as batteries or magnetic tapes.; upgrading or reprogramming Equipment; accessories, belt clips, battery chargers, custom or special products, modified units, or software; and repair or maintenance of any transmission line, antenna, microwave equipment, tower or tower lighting, duplexer, combiner, or multicoupler.

Motorola has no obligations for any transmission medium, such as telephone lines, computer networks, the internet or the worldwide web, or for Equipment malfunction caused by the transmission medium.

SERVICE AGREEMENT
Quote Number : QUOTE-2676166
Contract Number: USC000799655
Contract Modifier:
500 W Monroe Street
Chicago, IL. 60661
(888) 325-9336
Section 6. TIME AND PLACE OF SERVICE
Service will be provided at the location specified in this Agreement. When Motorola performs service at Customer’s location, Customer will provide Motorola, at no charge, a non-hazardous work environment with adequate shelter, heat, light, and power and with full and free access to the Equipment.

Waivers of liability from Motorola or its subcontractors will not be imposed as a site access requirement. Customer will provide all information pertaining to the hardware and software elements of any system with which the Equipment is interfacing so that Motorola may perform its Services. Unless otherwise stated in this Agreement, the hours of Service will be 8:30 a.m. to 4:30 p.m., local time, excluding weekends and holidays. Unless otherwise stated in this Agreement, the price for the Services exclude any charges or expenses associated with helicopter or other unusual access requirements; if these charges or expenses are reasonably incurred by Motorola in rendering the Services, Customer agrees to reimburse Motorola for those charges and expenses.

Section 7. CUSTOMER CONTACT
Customer will provide Motorola with designated points of contact (list of names and phone numbers) that will be available twenty-four (24) hours per day, seven (7) days per week, and an escalation procedure to enable Customer’s personnel to maintain contact, as needed, with Motorola.

Section 8. INVOICING AND PAYMENT

8.1 Customer affirms that a purchase order or notice to proceed is not required for the duration of this service contract and will appropriate funds each year through the contract end date. Unless alternative payment terms are stated in this Agreement, Motorola will invoice Customer in advance for each payment period. All other charges will be billed monthly, and Customer must pay each invoice in U.S. dollars within twenty (20) days of the invoice date.

8.2 Customer will reimburse Motorola for all property taxes, sales and use taxes, excise taxes, and other taxes or assessments that are levied as a result of Services rendered under this Agreement (except income, profit, and franchise taxes of Motorola) by any governmental entity. The Customer will pay all invoices for valid charges as defined in this service agreement or ordering document as received from Motorola. At the time of execution of this Agreement, the Customer will provide all necessary reference information to include on invoices for payment in accordance with this Agreement.

8.3 For multi-year service agreements, at the end of the first year of the Agreement and each year thereafter, a CPI percentage change calculation shall be performed using the U.S.Department of Labor, Consumer Price Index, all Items, Unadjusted Urban Areas (CPI-U). Should the annual inflation rate increase greater than 3% during the previous year, Motorola shall have the right to increase all future maintenance prices by the CPI increase amount exceeding 3%. All items, not seasonally adjusted shall be used as the measure of CPI for this price adjustment. Measurement will take place once the annual average for the new year has been posted by the Bureau of Labor Statistics. For purposes of illustration, if in year 5 the CPI reported an increase of 8%, Motorola may increase the Year 6 price by 5% (8%-3% base).

Section 9. WARRANTY
Motorola warrants that its Services under this Agreement will be free of defects in materials and workmanship for a period of ninety (90) days from the date the performance of the Services are completed. In the event of a breach of this warranty, Customer’s sole remedy is to require Motorola to re-perform the non-conforming Service or to refund, on a pro-rata basis, the fees paid for the non-conforming Service. MOTOROLA DISCLAIMS ALL OTHER

WARRANTIES, EXPRESS OR IMPLIED, INCLUDING THE IMPLIED WARRANTIES OF MERCHANTABILITY AND FITNESS FOR A PARTICULAR PURPOSE.

Section 10. DEFAULT/TERMINATION

10.1 If either party defaults in the performance of this Agreement, the other party will give to the non-performing party a written and detailed notice of the default. The non-performing party will have thirty (30) days thereafter to provide a written plan to cure the default that is acceptable to the other party and begin implementing the cure plan immediately after plan approval. If the non-performing party fails to provide or implement the cure plan, then the injured party, in addition to any other rights available to it under law, may immediately terminate this Agreement effective upon giving a written notice of termination to the defaulting party.

10.2 Any termination of this Agreement will not relieve either party of obligations previously incurred pursuant to this Agreement, including payments which may be due and owing at the time of termination. All sums owed by Customer to Motorola will become due and payable immediately upon termination of this Agreement. Upon the effective date of termination, Motorola will have no further obligation to provide Services.

10.3 If the Customer terminates this Agreement before the end of the Term, for any reason other than Motorola default, then the Customer will pay to Motorola an early termination fee equal to the discount applied to the last three (3) years of Service payments for the original Term.

Section 11. LIMITATION OF LIABILITY
Except for personal injury or death, Motorola's total liability, whether for breach of contract, warranty, negligence, strict liability in tort, or otherwise, will be limited to the direct damages recoverable under law, but not to exceed the price of twelve (12) months of Service provided under this Agreement.

SERVICE AGREEMENT
Quote Number : QUOTE-2676166
Contract Number: USC000799655
Contract Modifier:
500 W Monroe Street
Chicago, IL. 60661
(888) 325-9336

ALTHOUGH THE PARTIES ACKNOWLEDGE THE POSSIBILITY OF SUCH LOSSES OR DAMAGES, THEY AGREE THAT MOTOROLA WILL NOT BE LIABLE FOR ANY COMMERCIAL LOSS; INCONVENIENCE; LOSS OF USE, TIME, DATA, GOOD WILL, REVENUES, PROFITS OR SAVINGS; OR

OTHER SPECIAL, INCIDENTAL, INDIRECT, OR CONSEQUENTIAL DAMAGES IN ANY WAY RELATED TO OR ARISING FROM THIS AGREEMENT OR THE PERFORMANCE OF SERVICES BY MOTOROLA PURSUANT TO THIS AGREEMENT. No action for contract breach or otherwise relating to the transactions contemplated by this Agreement may be brought more than one (1) year after the accrual of the cause of action, except for money due upon an open account. This limitation of liability will survive the expiration or termination of this Agreement and applies notwithstanding any contrary provision.

Section 12. EXCLUSIVE TERMS AND CONDITIONS

12.1 This Agreement supersedes all prior and concurrent agreements and understandings between the parties, whether written or oral, related to the Services, and there are no agreements or representations concerning the subject matter of this Agreement except for those expressed herein. The Agreement may not be amended or modified except by a written agreement signed by authorized representatives of both parties.

12.2 Customer agrees to reference this Agreement on any purchase order issued in furtherance of this Agreement, however, an omission of the reference to this Agreement will not affect its applicability. In no event will either party be bound by any terms contained in a Customer purchase order, acknowledgement, or other writings unless: the purchase order, acknowledgement, or other writing specifically refers to this Agreement; clearly indicate the intention of both parties to override and modify this Agreement; and the purchase order, acknowledgement, or other writing is signed by authorized representatives of both parties.

Section 13. PROPRIETARY INFORMATION; CONFIDENTIALITY; INTELLECTUAL PROPERTY RIGHTS

13.1 Any information or data in the form of specifications, drawings, reprints, technical information or otherwise furnished to Customer under this Agreement will remain Motorola’s property, will be deemed proprietary, will be kept confidential, and will be promptly returned at Motorola's request.

Customer may not disclose, without Motorola's written permission or as required by law, any confidential information or data to any person, or use confidential information or data for any purpose other than performing its obligations under this Agreement. The obligations set forth in this Section survive the expiration or termination of this Agreement.

13.2 Unless otherwise agreed in writing, no commercial or technical information disclosed in any manner or at any time by Customer to Motorola will be deemed secret or confidential. Motorola will have no obligation to provide Customer with access to its confidential and proprietary information, including cost and pricing data.

13.3 This Agreement does not grant directly or by implication, estoppel, or otherwise, any ownership right or license under any Motorola patent, copyright, trade secret, or other intellectual property, including any intellectual property created as a result of or related to the Equipment sold or Services performed under this Agreement.

Section 14. FCC LICENSES AND OTHER AUTHORIZATIONS
Customer is solely responsible for obtaining licenses or other authorizations required by the Federal Communications Commission or any other federal, state, or local government agency and for complying with all rules and regulations required by governmental agencies. Neither Motorola nor any of its employees is an agent or representative of Customer in any governmental matters.

Section 15. COVENANT NOT TO EMPLOY
During the term of this Agreement and continuing for a period of two (2) years thereafter, Customer will not hire, engage on contract, solicit the employment of, or recommend employment to any third party of any employee of Motorola or its subcontractors without the prior written authorization of Motorola. This provision applies only to those employees of Motorola or its subcontractors who are responsible for rendering services under this Agreement. If this provision is found to be overly broad under applicable law, it will be modified as necessary to conform to applicable law.

Section 16. MATERIALS, TOOLS AND EQUIPMENT
All tools, equipment, dies, gauges, models, drawings or other materials paid for or furnished by Motorola for the purpose of this Agreement will be and remain the sole property of Motorola. Customer will safeguard all such property while it is in Customer’s custody or control, be liable for any loss or damage to this property, and return it to Motorola upon request. This property will be held by Customer for Motorola’s use without charge and may be removed from Customer’s premises by Motorola at any time without restriction.

Section 17. GENERAL TERMS

17.1 If any court renders any portion of this Agreement unenforceable, the remaining terms will continue in full force and effect.

17.2 This Agreement and the rights and duties of the parties will be interpreted in accordance with the laws of the State in which the Services are performed.

17.3 Legal actions concerning any dispute, claim or matter arising out of or in relation to this Agreement shall be instituted in the Superior Court of the County of Madera, State of California, or any other appropriate court in such county, and Motorola covenants and agrees to submit to the personal jurisdiction of such court in the event of such action. In the event of litigation in a U.S. District Court, venue shall lie exclusively in the Eastern District of California, in the County of Fresno, State of California.

SERVICE AGREEMENT
Quote Number : QUOTE-2676166
Contract Number: USC000799655
Contract Modifier:
500 W Monroe Street
Chicago, IL. 60661
(888) 325-9336

17.4 Failure to exercise any right will not operate as a waiver of that right, power, or privilege.

17.5 Neither party is liable for delays or lack of performance resulting from any causes that are beyond that party’s reasonable control, such as strikes, material shortages, or acts of God.

17.6 Motorola may subcontract any of the work, but subcontracting will not relieve Motorola of its duties under this Agreement.

17.7 Except as provided herein, neither Party may assign this Agreement or any of its rights or obligations hereunder without the prior written consent of the other Party, which consent will not be unreasonably withheld. Any attempted assignment, delegation, or transfer without the necessary consent will be void. Notwithstanding the foregoing, Motorola may assign this Agreement to any of its affiliates or its right to receive payment without the prior consent of Customer. In addition, in the event Motorola separates one or more of its businesses (each a “Separated Business”), whether by way of a sale, establishment of a joint venture, spin-off or otherwise (each a “Separation Event”), Motorola may, without the prior written consent of the other Party and at no additional cost to Motorola, assign this Agreement such that it will continue to benefit the Separated Business and its affiliates (and Motorola and its affiliates, to the extent applicable) following the Separation Event.

17.8 THIS AGREEMENT MAY BE RENEWED ON ITS ANNIVERSARY DATE UPON APPROVAL BY THE CITY COUNCIL. RENEWAL WILL BE REVIEWED AND APPROVED ON A YEAR-TO-YEAR BASIS. At the anniversary date, Motorola may adjust the price of the Services and provide written notice no less sixty (60) days prior to said price increase.

17.9 If Motorola provides Services after the termination or expiration of this Agreement, the terms and conditions in effect at the time of the termination or expiration will apply to those Services and Customer agrees to pay for those services on a time and materials basis at Motorola’s then effective hourly rates.

17.10 This Agreement may be executed in one or more counterparts, all of which shall be considered part of the Agreement. The parties may execute this Agreement in writing, or by electronic signature, and any such electronic signature shall have the same legal effect as a handwritten signature for the purposes of validity, enforceability and admissibility. In addition, an electronic signature, a true and correct facsimile copy or computer image of this Agreement shall be treated as and shall have the same effect as an original signed copy of this document.

Revised Sept 03, 2022

SERVICE AGREEMENT
Quote Number : QUOTE-2676166
Contract Number: USC000799655
Contract Modifier:
500 W Monroe Street
Chicago, IL. 60661
(888) 325-9336
Cybersecurity Online Terms Acknowledgement
This Cybersecurity Online Terms Acknowledgement (this “Acknowledgement”) is entered into between Motorola Solutions, Inc. (“Motorola”) and the entity set forth in the signature block below (“Customer”).

1. Applicability and Self Deletion. This Cybersecurity Online Terms Acknowledgement applies to the extent cybersecurity products and services, including Remote Security Update Service, Security Update Service, and Managed Detection & Response subscription services, are purchased by or otherwise provided to Customer, including through bundled or integrated offerings or otherwise.

NOTE: This Acknowledgement is self deleting if not applicable under this Section 1.

2. Online Terms Acknowledgement. The Parties acknowledge and agree that the terms of the Cyber Subscription Renewals and Integrations Addendum available at http://www.motorolasolutions.com/cyber-renewals-integrations are incorporated in and form part of the Parties’ agreement as it relates to any cybersecurity products or services sold or provided to Customer. By signing the signature block below, Customer certifies that it has read and agrees to the provisions set forth and linked on-line in this Acknowledgement. To the extent Customer is unable to access the above referenced online terms for any reason, Customer may request a paper copy from Motorola. The signatory to this Acknowledgement represents and warrants that he or she has the requisite authority to bind Customer to this Acknowledgement and referenced online terms.

3. Entire Agreement. This Acknowledgement supplements any and all applicable and existing agreements and supersedes any contrary terms as it relates to Customer's purchase of cybersecurity products and services. This Acknowledgement and referenced terms constitute the entire agreement of the parties regarding the subject matter hereof and as set out in the referenced terms, and supersedes all previous agreements, proposals, and understandings, whether written or oral, relating to this subject matter.

4. Execution and Amendments. This Acknowledgement may be executed in multiple counterparts, and will have the same legal force and effect as if the Parties had executed it as a single document. The Parties may sign in writing or by electronic signature. An electronic signature, facsimile copy, or computer image of a signature, will be treated, and will have the same effect as an original signature, and will have the same effect, as an original signed copy of this document. This Acknowledgement may be amended or modified only by a written instrument signed by authorized representatives of both Parties.

The Parties hereby enter into this Acknowledgement as of the last signature date below.

Revised Sept 03, 2022

EXHIBIT B
Cyber Subscription Renewals and
Integrations Addendum
Motorola Solutions Inc. ("Motorola") and the customer named in this Agreement ("Customer") hereby agree as follows:

Section 1. APPLICABILITY

1.1 This Addendum sets out additional and superseding terms applicable to Customer’s purchase of cyber security services, including Remote Security Update Service, Security Update Service, and Managed Detection & Response subscription services, among other subscription services, (ii) professional services, and/or (iii) retainer services (i.e., professional services when expressly purchased as a block of pre-paid hours for use, subject to expiration, within a specified period across certain offered service categories (“Retainer Services”) (all collectively herein, “Services”).

Section 2. ADDITIONAL DEFINITIONS AND INTERPRETATION

2.1. “Customer Contact Data” means data Motorola collects from Customer, its Authorized Users, and their end users for business contact purposes, including marketing, advertising, licensing and sales purposes.

2.2 “Customer Data” means Customer data, information, and content, provided by, through, or on behalf of Customer, its Authorized Users, and their end users through the use of the Services. Customer Data does not include Customer Contact Data, Service Use Data, or information from publicly available sources or other Third-Party Data or Motorola Data or anonymized or generalized data. For avoidance of doubt, so long as not specifically identifying the Customer, Customer Data shall not include, and Motorola shall be free to use, share and leverage security threat intelligence and mitigation data generally, including without limitation, third-party threat vectors and IP addresses, file hash information, domain names, malware signatures and information, information obtained from third-party sources, indicators of compromise, and tactics, techniques, and procedures used, learned or developed in the course of providing Services.

2.3 “Feedback” means comments or information, in oral or written form, given to Motorola by Customer or Authorized Users, including their end users, in connection with or relating to the Services. Any Feedback provided by Customer is entirely voluntary.

Motorola may use, reproduce, license, and otherwise distribute and exploit the Feedback without any obligation or payment to Customer or Authorized Users.

Customer represents and warrants that it has obtained all necessary rights and consents to grant Motorola the foregoing rights.

2.4 “Motorola Data” means data owned or licensed by Motorola.

2.5 “Process” or “Processing” means any operation or set of operations which is performed on personal information or on sets of personal information, whether or not by automated means, such as collection, recording, copying, analyzing, caching, organization, structuring, storage, adaptation, or alteration, retrieval, consultation, use, disclosure by transmission, dissemination or otherwise making available, alignment or combination, restriction, erasure or destruction.

2.6 “Service Use Data” means data generated by Customer’s use of the Services or by Motorola’s support of the Services, including personal information, threat data, security threat intelligence and mitigation data, vulnerability data, threat scenarios, malicious and third-party IP information, malware, location, monitoring and recording activity, product performance and error information, threat signatures, activity logs and date and time of use.

2.7 “Third-Party Data” means information obtained by Motorola from publicly available sources or its third-party content providers and made available to Customer through the products or Services.

Section 3. LICENSE, DATA AND SERVICE CONDITIONS

3.1 Delivery of Cyber Services

3.1.1 All Professional Services will be performed in accordance with the performance schedule included in a Statement of Work (“SOW”) or ordering document.

Delivery of hours purchased as Retainer Services is at the onset of the applicable retainer period. Hours purchased as Retainer Services expire and are forfeited if not used within the Retainer period, subject to terms of use, expiration and extension, if any, as set out in the applicable SOW or ordering document. Professional Services described in a SOW will be deemed complete upon Motorola’s performance of such Services or, if applicable, upon exhaustion or expiration of the Retainer Services hours, whichever occurs first.

3.1.2 Subscription Services. Delivery of subscription services will occur upon Customer’s receipt of credentials required for access to the Services or upon Motorola otherwise providing access to the Services platform.

3.1.3 To the extent Customer purchases equipment from Motorola (“Supplied Equipment''), title and risk of loss to the Supplied Equipment will pass to Customer upon installation (if applicable) or shipment by Motorola. Customer will take all necessary actions, reimburse freight or delivery charges, provide or obtain access and other rights needed and take other requested actions necessary for Motorola to efficiently perform its contractual duties. To the extent Supplied Equipment is purchased on an installment basis, any early termination of the installment period will cause the outstanding balance to become immediately due.

3.2 Motorola may use or provide Customer with access to software, tools, enhancements, updates, data, derivative works, and other materials which Motorola has developed or licensed from third parties (collectively, “Motorola Materials”). The Services, Motorola Data, Third-Party Data, and related documentation, are considered Motorola Materials. Notwithstanding the use of such materials in Services or deliverables, the Motorola Materials are the property of Motorola or its licensors, and Motorola or its licensors retain all right, title and interest in and to the Motorola Materials. Motorola grants Customer and Authorized Users a limited, non-transferable, non-sublicenseable, and non-exclusive license to use the Services and associated deliverables solely for Customer’s internal business purposes.

3.3 To the extent Customer is permitted to access, use, or integrate Customer or third-party software, services, content, or data that is not provided by Motorola (collectively, “Non-Motorola Content”) with or through the Services, or will use equipment or software not provided by Motorola, which may be required for use of the Services (“Customer-Provided Equipment”), Customer will obtain and continuously maintain all rights and licenses necessary for Motorola to efficiently perform all contemplated Services under this Addendum and will assume responsibility for operation and integration of such content and equipment.

3.4 Ownership of Customer Data. Customer retains all right, title and interest, including intellectual property rights, if any, in and to Customer Data. Motorola acquires no rights to Customer Data except those rights granted under this Addendum including the right to Process and use the Customer Data as set forth in Section 3.5 – Processing Customer Data, below. The Parties agree that with regard to the Processing of personal information which may be part of Customer Data, Customer is the controller and Motorola is the processor, and Motorola may engage sub-processors pursuant to Section 3.5.3 – Sub-processors and Third-Party Providers.

3.5 Processing Customer Data.

3.5.1. Motorola Use of Customer Data. To the extent permitted by law, Customer grants Motorola and its subcontractors a right to use Customer Data and a royalty-free, worldwide, non-exclusive license to use Customer Data (including to process, host, cache, store, reproduce, copy, modify, combine, analyze, create derivative works from such Customer Data and to communicate, transmit, and distribute such Customer Data to third parties engaged by Motorola) to (a) perform Services and provide products under the Addendum, (b) analyze the Customer Data to operate, maintain, manage, and improve Motorola products and services, and (c) create new products and services.

Customer agrees that this Addendum, along with any related documentation, are Customer’s complete and final documented instructions to Motorola for the processing of Customer Data. Any additional or alternate instructions must be agreed to according to the change order process. Customer represents and warrants to Motorola that Customer’s instructions, including appointment of Motorola as a processor or sub-processor, have been authorized by the relevant controller.

3.5.2 Collection, Creation, Use of Customer Data. Customer further represents and warrants that the Customer Data, Customer’s collection, creation, and use of the Customer Data (including in connection with Motorola’s Services), and Motorola’s use of such Customer Data in accordance with the Addendum, will comply with all laws and will not violate any applicable privacy notices or infringe any third-party rights (including intellectual property and privacy rights). It is Customer’s responsibility to obtain all required consents, provide all necessary notices, and meet any other applicable legal requirements with respect to collection and use (including Motorola’s and third-party provider use) of the Customer Data as described in the Addendum or any applicable third-party agreements or EULAs.

3.5.3 Sub-processors and Third-Party Providers. Motorola may use, engage, resell, or otherwise interface with third-party software, hardware or services providers (such as, for example, third-party end point detection and response providers) and other sub-processors, who in turn may engage additional sub-processors to process personal data and other Customer Data. Customer agrees that such third-party software or services providers, sub-processors or their respective sub-processors may process and use personal and other Customer Data in accordance with and subject to their own respective licenses or terms and in accordance with applicable law. Customer authorizes and will provide and obtain all required notices and consents, if any, and comply with other applicable legal requirements, if any, with respect to such collection and use of personal data and other Customer Data by Motorola, and its subcontractors, sub-processors and/or third-party software, hardware or services providers.

Notwithstanding any provision to the contrary, to the extent the use or performance of certain Services is governed by any separate license, data requirement, EULA, privacy statement, or other applicable agreement, including terms governing third-party software, hardware or services, including open source software, Customer will comply, and ensure its Authorized Users comply, with any such agreements or terms, which shall govern any such Services.

3.5.4 Notwithstanding any provision to the contrary in this Addendum or any related agreement, and in addition to other uses and rights set out herein, Customer understands and agrees that Motorola may obtain, use and/or create and use, anonymized, aggregated and/or generalized Customer Data, such as data relating to actual and potential security threats and vulnerabilities, for its lawful business purposes, including improving its services and sharing and leveraging such information for the benefit of Customer, other customers, and other interested parties.

3.6 Service Use Data. Customer understands and agrees that Motorola may collect and use Service Use Data for its own purposes, including the uses described below.

Motorola may use Service Use Data to (a) operate, maintain, manage, improve existing and create new products and services, (b) test products and services, (c) to aggregate Service Use Data and combine it with that of other users, and (d) to use anonymized or aggregated data for marketing, research or other business purposes. Service Use Data may be disclosed to third parties. It is Customer’s responsibility to notify Authorized Users of Motorola’s collection and use of Service Use Data and to obtain any required consents, provide all necessary notices, and meet any other applicable legal requirements with respect to such collection and use, and Customer represents and warrants to Motorola that it has complied and will continue to comply with this Section.

3.7. Data Retention and Deletion. Except as expressly provided otherwise, Motorola will delete all Customer Data following termination or expiration of this Addendum, with such deletion to occur no later than ninety (90) days following the applicable date of termination or expiration, unless otherwise required to comply with applicable law. Any requests for the exportation or download of Customer Data must be made by Customer to Motorola in writing before expiration or termination of this Addendum. Motorola will have no obligation to retain such Customer Data beyond expiration or termination unless the Customer has purchased extended storage from Motorola through a mutually executed agreement.

3.8. Third-Party Data and Motorola Data. Motorola Data and Third-Party Data may be available to Customer through the Services. Customer will not, and will ensure its Authorized Users will not: (a) use the Motorola Data or Third-Party Data for any purpose other than Customer’s internal business purposes; (b) disclose the data to third parties; (c) “white label” such data or otherwise misrepresent its source or ownership, or resell, distribute, sublicense, or commercially exploit the data in any manner; (d) use such data in violation of applicable laws; (e) remove, obscure, alter, or falsify any marks or proprietary rights notices indicating the source, origin, or ownership of the data; or (f) modify such data or combine it with Customer Data or other data or use the data to build databases. Any rights granted to Customer or Authorized Users with respect to Motorola Data or Third-Party Data will immediately terminate upon termination or expiration of this Addendum. Further, Motorola or the applicable Third-Party Data provider may suspend, change, or terminate Customer’s or any Authorized User’s access to Motorola Data or Third-Party Data if Motorola or such Third-Party Data provider believes Customer’s or the Authorized User’s use of the data violates the Addendum, applicable law or Motorola’s agreement with the applicable Third-Party Data provider. Upon termination of Customer’s rights to use any Motorola Data or Third-Party Data, Customer and all Authorized Users will immediately discontinue use of such data, delete all copies of such data, and certify such deletion to Motorola. Notwithstanding any provision of this Addendum and the Primary Agreement to the contrary, Motorola will have no liability for Third-Party Data or Motorola Data available through the Services. Motorola and its Third-Party Data providers reserve all rights in and to Motorola Data and Third-Party Data.

3.9 Customer will ensure its employees and Authorized Users comply with the terms of this Addendum and will be liable for all acts and omissions of its employees and Authorized Users. Customer is responsible for the secure management of Authorized Users’ names, passwords and login credentials for access to products and Services. “Authorized Users” are Customer’s employees, full-time contractors engaged for the purpose of supporting the products and Services that are not competitors of Motorola or its affiliates, and the entities (if any) specified in a SOW or otherwise approved by Motorola in writing (email from an authorized Motorola signatory accepted), which may include affiliates or other Customer agencies.

3.10 Motorola as a Controller or Joint Controller. In all instances where Motorola acts as a controller of data, it will comply with the applicable provisions of the Motorola Privacy Statement at
https://www.motorolasolutions.com/en_us/about/privacy-policy.html#privacystatement, as may be updated from time to time. Motorola holds all Customer Contact Data as a controller and shall Process such Customer Contact Data in accordance with the Motorola Privacy Statement. In instances where Motorola is acting as a joint controller with Customer, the Parties will enter into a separate addendum to allocate the respective roles as joint controllers.

Section 4. WARRANTY

4.1 CUSTOMER ACKNOWLEDGES, UNDERSTANDS AND AGREES THAT

MOTOROLA DOES NOT GUARANTEE OR WARRANT THAT IT WILL DISCOVER ALL OF CUSTOMER’S SECURITY EVENTS (SUCH EVENTS INCLUDING THE

UNAUTHORIZED ACCESS, ACQUISITION, USE, DISCLOSURE, MODIFICATION OR DESTRUCTION OF CUSTOMER DATA), THREATS, OR SYSTEM VULNERABILITIES.

MOTOROLA DISCLAIMS ANY AND ALL RESPONSIBILITY FOR ANY AND ALL LOSS

OR COSTS OF ANY KIND ASSOCIATED WITH SECURITY EVENTS, THREATS OR VULNERABILITIES WHETHER OR NOT DISCOVERED BY MOTOROLA. MOTOROLA DISCLAIMS ANY RESPONSIBILITY FOR CUSTOMER’S USE OR IMPLEMENTATION OF ANY RECOMMENDATIONS PROVIDED IN CONNECTION WITH THE SERVICES.

IMPLEMENTATION OF RECOMMENDATIONS DOES NOT ENSURE OR
GUARANTEE THE SECURITY OF THE SYSTEMS AND OPERATIONS EVALUATED.

CUSTOMER SHALL BE RESPONSIBLE TO TAKE SUCH ACTIONS NECESSARY TO

MITIGATE RISKS TO ITS OPERATIONS AND PROTECT AND PRESERVE ITS

COMPUTER SYSTEMS AND DATA, INCLUDING CREATION OF OPERATIONAL WORKAROUNDS, BACKUPS AND REDUNDANCIES.

4.2 Customer acknowledges, understands and agrees that the Services and products or equipment provided by or used by Motorola to facilitate performance of the Services may impact or disrupt information systems. Motorola disclaims responsibility for costs in connection with any such disruptions of and/or damage to Customer’s or a third party’s information systems, equipment, voice transmissions, data and Customer Data, including, but not limited to, denial of access to a legitimate system user, automatic shut-down of information systems caused by intrusion detection software or hardware, or failure of the information system resulting from the provision or delivery of the Service.

4.3. Motorola warrants that Supplied Equipment, under normal use and service, will be free from material defects in materials and workmanship for one (1) year from the date of shipment, subject to Customer providing written notice to Motorola within that period.

AS IT RELATES TO THE SUPPLIED EQUIPMENT, MOTOROLA DISCLAIMS ALL

OTHER WARRANTIES OR CONDITIONS, EXPRESS OR IMPLIED, INCLUDING THE

IMPLIED WARRANTIES OF MERCHANTABILITY, NON-INFRINGEMENT, AND FITNESS FOR A PARTICULAR PURPOSE.

4.4 Pass-Through Warranties. Notwithstanding any provision of this Addendum or any related agreement to the contrary, Motorola will have no liability for third-party software, hardware or services resold or otherwise provided by Motorola; provided, however, that to the extent offered by third-party software, hardware or services providers and to the extent permitted by law, Motorola will pass through express warranties provided by such third parties.

Section 5. LIMITATION OF LIABILITY

5.1. DISCLAIMER OF CONSEQUENTIAL DAMAGES. EXCEPT FOR PERSONAL

INJURY OR DEATH, MOTOROLA, ITS AFFILIATES, AND ITS AND THEIR

RESPECTIVE OFFICERS, DIRECTORS, EMPLOYEES, SUBCONTRACTORS, AGENTS, SUCCESSORS, AND ASSIGNS (COLLECTIVELY, THE “MOTOROLA PARTIES”) WILL NOT BE LIABLE IN CONNECTION WITH THIS ADDENDUM (WHETHER UNDER MOTOROLA’S INDEMNITY OBLIGATIONS, A CAUSE OF

ACTION FOR BREACH OF CONTRACT, UNDER TORT THEORY, OR OTHERWISE)

FOR ANY INDIRECT, INCIDENTAL, SPECIAL, EXEMPLARY, PUNITIVE, OR

CONSEQUENTIAL DAMAGES OR DAMAGES FOR LOST PROFITS OR REVENUES,

EVEN IF MOTOROLA HAS BEEN ADVISED BY CUSTOMER OR ANY THIRD PARTY

OF THE POSSIBILITY OF SUCH DAMAGES OR LOSSES AND WHETHER OR NOT SUCH DAMAGES OR LOSSES ARE FORESEEABLE.

5.2. DIRECT DAMAGES. EXCEPT FOR PERSONAL INJURY OR DEATH, THE

TOTAL AGGREGATE LIABILITY OF THE MOTOROLA PARTIES, WHETHER BASED

ON A CLAIM IN CONTRACT OR IN TORT, LAW OR EQUITY, RELATING TO OR

ARISING OUT OF THIS ADDENDUM OR ANY RELATED OR UNDERLYING

AGREEMENT, WILL NOT EXCEED THE FEES SET FORTH IN THE APPLICABLE

SOW OR PRICING FOR THE CYBER SERVICES UNDER WHICH THE CLAIM AROSE. NOTWITHSTANDING THE FOREGOING, FOR ANY SUBSCRIPTION SERVICES OR FOR ANY RECURRING SERVICES, THE MOTOROLA PARTIES’

TOTAL LIABILITY FOR ALL CLAIMS RELATED TO SUCH PRODUCT OR SERVICES

IN THE AGGREGATE WILL NOT EXCEED THE TOTAL FEES PAID FOR THE CYBER

SERVICES TO WHICH THE CLAIM IS RELATED DURING THE CONSECUTIVE TWELVE (12) MONTH PERIOD IMMEDIATELY PRECEDING THE EVENT FROM WHICH THE FIRST CLAIM AROSE. FOR AVOIDANCE OF DOUBT, THE LIMITATIONS IN THIS SECTION 5.2 APPLY IN THE AGGREGATE TO

INDEMNIFICATION OBLIGATIONS ARISING OUT OF THIS ADDENDUM OR ANY RELATED AGREEMENTS.

5.3. ADDITIONAL EXCLUSIONS. NOTWITHSTANDING ANY OTHER PROVISION

OF THIS ADDENDUM, THE PRIMARY AGREEMENT OR ANY RELATED

AGREEMENT, MOTOROLA WILL HAVE NO LIABILITY FOR DAMAGES ARISING

OUT OF (A) CUSTOMER DATA, INCLUDING ITS TRANSMISSION TO MOTOROLA, OR ANY OTHER DATA AVAILABLE THROUGH THE PRODUCTS OR SERVICES; (B)

CUSTOMER-PROVIDED EQUIPMENT, NON-MOTOROLA CONTENT, THE SITES, OR

THIRD-PARTY EQUIPMENT, HARDWARE, SOFTWARE, SERVICES, DATA, OR

OTHER THIRD-PARTY MATERIALS, OR THE COMBINATION OF PRODUCTS AND SERVICES WITH ANY OF THE FOREGOING; (C) LOSS OF DATA OR HACKING, RANSOMWARE, OR OTHER THIRD-PARTY ATTACKS OR DEMANDS; (D)

MODIFICATION OF PRODUCTS OR SERVICES BY ANY PERSON OTHER THAN MOTOROLA; (E) RECOMMENDATIONS PROVIDED IN CONNECTION WITH OR BY THE PRODUCTS AND SERVICES; (F) DATA RECOVERY SERVICES OR DATABASE MODIFICATIONS; OR (G) CUSTOMER’S OR ANY AUTHORIZED USER’S BREACH

OF THIS ADDENDUM, THE PRIMARY AGREEMENT OR ANY RELATED
AGREEMENT OR MISUSE OF THE PRODUCTS AND SERVICES; (H)

INTERRUPTION OR FAILURE OF CONNECTIVITY, VULNERABILITIES, OR SECURITY EVENTS; (I) DISRUPTION OF OR DAMAGE TO CUSTOMER’S OR THIRD PARTIES’ SYSTEMS, EQUIPMENT, OR DATA, INCLUDING DENIAL OF ACCESS TO

USERS, OR SHUTDOWN OF SYSTEMS CAUSED BY INTRUSION DETECTION SOFTWARE OR HARDWARE; (J) AVAILABILITY OR ACCURACY OF ANY DATA

AVAILABLE THROUGH THE SERVICES, OR INTERPRETATION, USE, OR MISUSE THEREOF; (K) TRACKING AND LOCATION-BASED SERVICES; OR (L) BETA SERVICES.

5.4. Voluntary Remedies. Motorola is not obligated to remedy, repair, replace, or refund the purchase price for the disclaimed issues in Section 5.3 – Additional Exclusions above, but if Motorola agrees to provide Services to help resolve such issues, Customer will reimburse Motorola for its reasonable time and expenses, including by paying Motorola any fees set forth in this Addendum or separate order for such Services, if applicable.

5.5. Representations and Standards. Except as expressly set out in this Addendum or the applicable Motorola proposal or statement of work relating to the cyber products or services, or applicable portion thereof, Motorola makes no representations as to the compliance of Motorola cyber products and services with any specific standards, specifications or terms. For avoidance of doubt, notwithstanding any related or underlying agreement or terms, conformance with any specific standards, specifications, or requirements, if any, as it relates to cyber products and services is only as expressly set out in the applicable Motorola SOW or proposal describing such cyber products or services or the applicable (i.e., cyber) portion thereof. Customer represents that it is authorized to engage Motorola to perform Services that may involve assessment, evaluation or monitoring of Motorola’s or its affiliate’s services, systems or products.

5.6. Wind Down of Services. In addition to any other termination rights, Motorola may terminate the Services, any SOW or subscription term, in whole or in part, in the event Motorola plans to cease offering the applicable Services to customers.

5.7. Third-Party Beneficiaries. The Addendum is entered into solely between, and may be enforced only by, the Parties. Each Party intends that the Addendum will not benefit, or create any right or cause of action in or on behalf of, any entity other than the Parties.

Notwithstanding the foregoing, a licensor or supplier of third-party software, products or services included in the Services will be a direct and intended third-party beneficiary of this Addendum.

RESOLUTION NO. 24-______

A RESOLUTION OF THE CITY COUNCIL OF THE CITY OF MADERA

APPROVING MOTOROLA MASTER CUSTOMER AGREEMENT,

CYBERSECURITY ONLINE TERMS ACKOWLEDGEMENT, CYBER

SUBSCRIPTION RENEWALS AND INTEGRATIONS ADDENDUM, MOBLIE

VIDEO ADDENDUM, AND SUBSCRIPTION SOFTWARE ADDENDUM FOR

THE UPRAGDE, SUPPORT, AND MAINTENANCE OF MOTOROLA
SOLUTIONS, INC. REDACTIVE SOFTWARE IN THE AMOUNT OF $2,700 WHEREAS, Motorola Solutions, Inc. (Motorola) captures and stores the Police Department’s body-worn camera footage through a secure software; and WHEREAS, the City is required to adhere to the California Public Records Request Act; and
WHEREAS, the City utilizes Motorola Redactive Software to redact sensitive information when fulfilling public records requests; and
WHEREAS, the City must enter an agreement with Motorola for the upgrade, support, and maintenance of Motorola Redactive software in the amount of $2,700; and NOW, THEREFORE, THE COUNCIL OF THE CITY OF MADERA hereby resolves, finds, determines, and orders as follows:

1. The above recitals are true and correct.

2. The Motorola Master Customer Agreement in the amount of $2,700 for applicable taxes, attached as Exhibit C and incorporated herein, is approved.

3. The Motorola Cybersecurity Online Terms Acknowledgement, a copy of which is attached hereto as Exhibit D and incorporated herein, is approved.

4. The Motorola Cyber Subscription Renewals and Integrations Addendum, a copy of which is attached hereto as Exhibit E and incorporated herein, is approved.

5. The Motorola Mobile Video Addendum, a copy of which is attached hereto as Exhibit F and incorporated herein, is approved.

6. The Motorola Subscription Software Addendum, a copy of which is attached hereto as Exhibit G and incorporated herein, is approved.

7. The City Manager is authorized to execute the agreement.

8. This resolution is effective immediately upon adoption. * * * * * * * *

EXHIBIT C

MOTOROLA CONFIDENTIAL
Master Customer Agreement
This Master Customer Agreement (the “MCA”) is entered into between Motorola Solutions, Inc., with offices at 500 W. Monroe Street, Suite 4400, Chicago, IL 60661 (“Motorola”) and the entity purchasing Products or Services (as defined below) from Motorola (“Customer”). Motorola and Customer will each be referred to herein as a “Party” and collectively as the “Parties”. This Agreement (as defined below) is effective as of the earlier of (a) the first purchase of a Product or Service from Motorola, and (b) the date of the last signature on the first Ordering Document (as defined below) between the Parties (the “Effective Date”).

If you are purchasing Products or Services on behalf of your employer or another entity, you warrant that: (a) you have authority to bind your employer or the applicable entity, as “Customer” to this Agreement; (b) you have read and understand this Agreement; and (c) on behalf of the Customer that you represent, you agree to this Agreement. If you do not have the legal authority to bind your employer or the applicable entity as Customer to this Agreement, please do not complete the purchase of Services or Products from Motorola.

1. Agreement.

1.1. Scope; Agreement Documents. This MCA, available at www.motorolasolutions.com/product-terms, governs Customer’s purchase of Products (as defined below) and Services (as defined below) from Motorola. Additional terms and conditions applicable to specific Products and Services are set forth in one or more addenda, also available at www.motorolasolutions.com/product-terms (each an “Addendum”, and collectively the “Addenda”). In addition, the Parties may agree upon solution descriptions, equipment lists, statements of work, schedules, technical specifications, order forms, and other ordering documents setting forth the Products and Services to be purchased by Customer and provided by Motorola and additional rights and obligations of the Parties (the “Ordering Documents”). To the extent required by applicable procurement law, a proposal submitted by Motorola in response to a competitive procurement process will be included within the meaning of the term Ordering Documents. This MCA, the Addenda, and any Ordering Documents collectively form the Parties’ “Agreement”.

1.2. Modifications. Motorola may modify this Agreement (including the Addenda) at any time after providing notice thereof to Customer on www.motorolasolutions.com/product-terms.

Modifications are effective as of the date of publication, and if Customer does not agree to any such modifications, Customer must cease using the Products and Services.

1.3. Order of Precedence. Each Addendum will control with respect to conflicting terms in the MCA, but only as applicable to the Products and Services described in such Addendum. Each Ordering Document will control with respect to conflicting terms in the MCA or any Addenda, but only as applicable to the Products and Services described on such Ordering Document.

2. Products and Services.

2.1. Products. Motorola will (a) sell hardware provided by Motorola (“Equipment”), (b) license software which is either preinstalled on Equipment or installed on Customer-Provided Equipment (as defined below) and licensed to Customer by Motorola for a perpetual or other 1 MOTOROLA CONFIDENTIAL
defined license term (“Licensed Software”), and (c) license cloud-based software as a service products and other software which is either preinstalled on Equipment or installed on Customer-Provided Equipment, but licensed to Customer by Motorola on a subscription basis (“Subscription Software”) to Customer, to the extent each is set forth in an Ordering Document, for Customer’s own use in accordance with this Agreement. The Equipment, Licensed Software, and Subscription Software shall collectively be referred to herein as “Products”, or individually as a “Product”. At any time during the Term (as defined below), Motorola may substitute any Products at no cost to Customer, if the substitute is substantially similar to the Products originally purchased by Customer.

2.2. Services.

2.2.1. Motorola will provide services related to purchased Products (“Services”), to the extent set forth in an Ordering Document.

2.2.2. Integration Services; Maintenance and Support Services. If specified in an Ordering Document, Motorola will provide, for the term of such Ordering Document, (a) design, deployment, and integration Services in order to design, install, set up, configure, and/or integrate the applicable Products at the applicable locations (“Sites”), agreed upon by the Parties (“Integration Services”), or (b) break/fix maintenance, technical support, or other Services (such as software integration Services) (“Maintenance and Support Services”), each as further described in the applicable statement of work. Maintenance and Support Services and Integration Services will each be considered “Services”, as defined above.

2.2.3. Service Ordering Documents. The Fees for Services will be set forth in an Ordering Document and any applicable project schedules. A Customer point of contact will be set forth in the applicable statement of work for the Services. For purposes of clarity, each statement of work will be incorporated into, and form an integral part of, the Agreement.

2.2.4. Service Completion. Unless otherwise specified in the applicable Ordering Document, Services described in an Ordering Document will be deemed complete upon Motorola’s performance of all Services listed in such Ordering Document (“Service Completion Date”); provided, however, that Maintenance and Support Services may be offered on an ongoing basis during a given Ordering Document term, in which case such Maintenance and Support Services will conclude upon the expiration or termination of such Ordering Document.

2.3. Non-Preclusion. If, in connection with the Products and Services provided under this Agreement, Motorola makes recommendations, including a recommendation to purchase other products or services, nothing in this Agreement precludes Motorola from participating in a future competitive bidding process or otherwise offering or selling the recommended products or other services to Customer. Customer represents that this paragraph does not violate its procurement standards or other laws, regulations, or policies.

2.4. Customer Obligations. Customer will ensure that information Customer provides to Motorola in connection with receipt of Products and Services are accurate and complete in all material respects. Customer will make timely decisions and obtain any required management 2 MOTOROLA CONFIDENTIAL
approvals that are reasonably necessary for Motorola to provide the Products and Services and perform its other duties under this Agreement. Unless the applicable Ordering Document states otherwise, Motorola may rely upon and is not required to evaluate, confirm, reject, modify, or provide advice concerning any assumptions or Customer information, decisions, or approvals described in this Section. If any assumptions in the Ordering Documents or information provided by Customer prove to be incorrect, or if Customer fails to perform any of its obligations under this Agreement, Motorola’s ability to perform its obligations may be impacted and changes to the Agreement, including the scope, Fees, and performance schedule may be required.

2.5. Documentation. Products and Services may be delivered with documentation for the Equipment, software Products, or data that specifies technical and performance features, capabilities, users, or operation, including training manuals, and other deliverables, such as reports, specifications, designs, plans, drawings, analytics, or other information (collectively, “Documentation”). Documentation is and will be owned by Motorola, unless otherwise expressly agreed in an Addendum or Ordering Document that certain Documentation will be owned by Customer. Motorola hereby grants Customer a limited, royalty-free, worldwide, non-exclusive license to use the Documentation solely for its internal business purposes in connection with the Products and Services.

2.6. Motorola Tools and Equipment. As part of delivering the Products and Services, Motorola may provide certain tools, equipment, models, and other materials of its own. Such tools and equipment will remain the sole property of Motorola unless they are to be purchased by Customer as Products and are explicitly listed on an Ordering Document. The tools and equipment may be held by Customer for Motorola’s use without charge and may be removed from Customer’s premises by Motorola at any time without restriction. Customer will safeguard all tools and equipment while in Customer’s custody or control, and be liable for any loss or damage. Upon the expiration or earlier termination of this Agreement, Customer, at its expense, will return to Motorola all tools and equipment in its possession or control.

2.7. Authorized Users. Customer will ensure its employees and Authorized Users comply with the terms of this Agreement and will be liable for all acts and omissions of its employees and Authorized Users. Customer is responsible for the secure management of Authorized Users’ names, passwords and login credentials for access to Products and Services. “Authorized Users” are Customer’s employees, full-time contractors engaged for the purpose of supporting the Products and Services that are not competitors of Motorola, and the entities (if any) specified in an Ordering Document or otherwise approved by Motorola in writing (email from an authorized Motorola signatory accepted), which may include affiliates or other Customer agencies.

2.8. Export Control. Customer, its employees, and any other Authorized Users will not access or use the Products and Services in any jurisdiction in which the provision of such Products and Services is prohibited under applicable laws or regulations (a “Prohibited Jurisdiction”), and Customer will not provide access to the Products and Services to any government, entity, or individual located in a Prohibited Jurisdiction. Customer represents and warrants that (a) it and its Authorized Users are not named on any U.S. government list of persons prohibited from receiving U.S. exports, or transacting with any U.S. person; (b) it and its Authorized Users are not a national of, or a company registered in, any Prohibited Jurisdiction; (c) Customer will not permit its Authorized Users to access or use the Products or Services in violation of any U.S. or other applicable export embargoes, prohibitions or restrictions; and (d) Customer and its 3 MOTOROLA CONFIDENTIAL
Authorized Users will comply with all applicable laws regarding the transmission of technical data exported from the U.S. and the country in which Customer, its employees, and the Authorized Users are located.

2.9. Change Orders. Unless a different change control process is agreed upon in writing by the Parties, a Party may request changes to an Addendum or an Ordering Document by submitting a change order to the other Party (each, a “Change Order”). If a requested change in a Change Order causes an increase or decrease in the Products or Services, the Parties by means of the Change Order will make appropriate adjustments to the Fees, project schedule, or other matters. Change Orders are effective and binding on the Parties only upon execution of the Change Order by an authorized representative of both Parties.

3. Term and Termination.

3.1. Term. The term of this MCA (“Term”) will commence on the Effective Date and continue until six (6) months after the later of (a) the termination, expiration, or discontinuance of services under the last Ordering Document in effect, or (b) the expiration of all applicable warranty periods, unless the MCA is earlier terminated as set forth herein. The applicable Addendum or Ordering Document will set forth the term for the Products and Services governed thereby.

3.2. Termination. Either Party may terminate the Agreement or the applicable Addendum or Ordering Document if the other Party breaches a material obligation under the Agreement and does not cure such breach within thirty (30) days after receipt of notice of the breach or fails to produce a cure plan within such period of time. Each Addendum and Ordering Document may be separately terminable as set forth therein.

3.3. Suspension of Services. Motorola may terminate or suspend any Products or Services under an Ordering Document if Motorola determines: (a) the related Product license has expired or has terminated for any reason; (b) the applicable Product is being used on a hardware platform, operating system, or version not approved by Motorola; (c) Customer fails to make any payments when due; or (d) Customer fails to comply with any of its other obligations or otherwise delays Motorola’s ability to perform.

3.4. Effect of Termination or Expiration. Upon termination for any reason or expiration of this Agreement, an Addendum, or an Ordering Document, Customer and the Authorized Users will return or destroy (at Motorola’s option) all Motorola Materials and Motorola’s Confidential Information in their possession or control and, as applicable, provide proof of such destruction, except that Equipment purchased by Customer should not be returned. If Customer has any outstanding payment obligations under this Agreement, Motorola may accelerate and declare all such obligations of Customer immediately due and payable by Customer. Notwithstanding the reason for termination or expiration, Customer must pay Motorola for Products and Services already delivered. Customer has a duty to mitigate any damages under this Agreement, including in the event of default by Motorola and Customer’s termination of this Agreement.

4. Payment and Invoicing.

4.1. Fees. Fees and charges applicable to the Products and Services (the “Fees”) will be as set forth in the applicable Addendum or Ordering Document or otherwise provided by Motorola, and such Fees may be changed by Motorola at any time, except that Motorola will not change the Fees for Products and Services purchased by Customer during the term of an active 4 MOTOROLA CONFIDENTIAL
Ordering Document or during a Subscription Term (as defined and further described in the applicable Addendum). Changes in the scope of Services described in an Ordering Document may require an adjustment to the Fees due under such Ordering Document. If a specific invoicing or payment schedule is set forth in the applicable Addendum or Ordering Document, such schedule will apply solely with respect to such Addendum or Ordering Document. Unless otherwise specified in the applicable Ordering Document, the Fees for any Services exclude expenses associated with unusual and costly Site access requirements (e.g., if Site access requires a helicopter or other equipment), and Customer will reimburse Motorola for these or other expenses incurred by Motorola in connection with the Services.

4.2. Taxes. The Fees do not include any excise, sales, lease, use, property, or other taxes, assessments, duties, or regulatory charges or contribution requirements (collectively, “Taxes”), all of which will be paid by Customer, except as exempt by law, unless otherwise specified in an Ordering Document. If Motorola is required to pay any Taxes, Customer will reimburse Motorola for such Taxes (including any interest and penalties) within thirty (30) days after Customer’s receipt of an invoice therefore. Customer will be solely responsible for reporting the Products for personal property tax purposes, and Motorola will be solely responsible for reporting taxes on its income and net worth.

4.3. Invoicing. Motorola will invoice Customer at the frequency set forth in the applicable Addendum or Ordering Document, and Customer will pay all invoices within thirty (30) days of the invoice date or as otherwise specified in the applicable Addendum or Ordering Document.

Late payments will be subject to interest charges at the maximum rate permitted by law, commencing upon the due date. Motorola may invoice electronically via email, and Customer agrees to receive invoices via email at the email address set forth in an Ordering Document.

Customer acknowledges and agrees that a purchase order or other notice to proceed is not required for payment for Products or Services.

5. Sites; Customer-Provided Equipment; Non-Motorola Content.

5.1. Access to Sites. Customer will be responsible for providing all necessary permits, licenses, and other approvals necessary for the installation and use of the Products and the performance of the Services at each applicable Site, including for Motorola to perform its obligations hereunder, and for facilitating Motorola’s access to the Sites. No waivers of liability will be imposed on Motorola or its subcontractors by Customer or others at Customer facilities or other Sites, but if and to the extent any such waivers are imposed, the Parties agree such waivers are void.

5.2. Site Conditions. Customer will ensure that (a) all Sites are safe and secure, (b) Site conditions meet all applicable industry and legal standards (including standards promulgated by OSHA or other governmental or regulatory bodies), (c) to the extent applicable, Sites have adequate physical space, air conditioning, and other environmental conditions, electrical power outlets, distribution, equipment, connections, and telephone or other communication lines (including modem access and interfacing networking capabilities), and (d) Sites are suitable for the installation, use, and maintenance of the Products and Services. This Agreement is predicated upon normal soil conditions as defined by the version of E.I.A. standard RS-222 in effect on the Effective Date.

5.3. Site Issues. Motorola will have the right at any time to inspect the Sites and advise Customer of any deficiencies or non-conformities with the requirements of this Section 5 – 5 MOTOROLA CONFIDENTIAL
Sites; Customer-Provided Equipment; Non-Motorola Content. If Motorola or Customer identifies any deficiencies or non-conformities, Customer will promptly remediate such issues or the Parties will select a replacement Site. If a Party determines that a Site identified in an Ordering Document is not acceptable or desired, the Parties will cooperate to investigate the conditions and select a replacement Site or otherwise adjust the installation plans and specifications as necessary. A change in Site or adjustment to the installation plans and specifications may cause a change in the Fees or performance schedule under the applicable Ordering Document.

5.4. Customer-Provided Equipment. Certain components, including equipment and software, not provided by Motorola may be required for use of the Products and Services (“Customer-Provided Equipment”). Customer will be responsible, at its sole cost and expense, for providing and maintaining the Customer-Provided Equipment in good working order.

Customer represents and warrants that it has all rights in Customer-Provided Equipment to permit Motorola to access and use the applicable Customer-Provided Equipment to provide the Products and Services under this Agreement, and such access and use will not violate any laws or infringe any third-party rights (including intellectual property rights). Customer (and not Motorola) will be fully liable for Customer-Provided Equipment, and Customer will immediately notify Motorola of any Customer-Provided Equipment damage, loss, change, or theft that may impact Motorola’s ability to provide the Products and Services under this Agreement, and Customer acknowledges that any such events may cause a change in the Fees or performance schedule under the applicable Ordering Document.

5.5. Non-Motorola Content. In certain instances, Customer may be permitted to access, use, or integrate Customer or third-party software, services, hardware, content, and data that is not provided by Motorola (collectively, “Non-Motorola Content”) with or through the Products and Services. If Customer accesses, uses, or integrates any Non-Motorola Content with the Products or Services, Customer will first obtain all necessary rights and licenses to permit Customer’s and its Authorized Users’ use of the Non-Motorola Content in connection with the Products and Services. Customer will also obtain the necessary rights for Motorola to use such Non-Motorola Content in connection with providing the Products and Services, including the right for Motorola to access, store, and process such Non-Motorola Content (e.g., in connection with Subscription Software), and to otherwise enable interoperation with the Products and Services. Customer represents and warrants that it will obtain the foregoing rights and licenses prior to accessing, using, or integrating the applicable Non-Motorola Content with the Products and Services, and that Customer and its Authorized Users will comply with any terms and conditions applicable to such Non-Motorola Content. If any Non-Motorola Content require access to Customer Data (as defined below), Customer hereby authorizes Motorola to allow the provider of such Non-Motorola Content to access Customer Data, in connection with the interoperation of such Non-Motorola Content with the Products and Services. Customer acknowledges and agrees that Motorola is not responsible for, and makes no representations or warranties with respect to, the Non-Motorola Content (including any disclosure, modification, or deletion of Customer Data resulting from use of Non-Motorola Content or failure to properly interoperate with the Products and Services). If Customer receives notice that any Non-Motorola Content must be removed, modified, or disabled within the Products or Services, Customer will promptly do so. Motorola will have the right to disable or remove Non-Motorola Content if Motorola believes a violation of law, third-party rights, or Motorola’s policies is likely to occur, or if such Non-Motorola Content poses or may pose a security or other risk or adverse impact to the Products or Services, Motorola, Motorola’s systems, or any third party (including other 6 MOTOROLA CONFIDENTIAL
Motorola customers). Motorola may provide certain Non-Motorola Content as an authorized sales representative of a third party as set out in an Ordering Document. As an authorized sales representative, the third party’s terms and conditions, as set forth in the Ordering Document, will apply to any such sales. Any orders for such Non-Motorola Content will be filled by the third party.Nothing in this Section will limit the exclusions set forth in Section 7.2 – Intellectual Property Infringement.

5.6. End User Licenses. Notwithstanding any provision to the contrary in the Agreement, certain Non-Motorola Content software are governed by a separate license, EULA, or other agreement, including terms governing third-party equipment or software, such as open source software, included in the Products and Services. Customer will comply, and ensure its Authorized Users comply, with any such additional terms applicable to third-party equipment or software. If provided for in the separate third party license, Customer may have a right to receive source code for such software; a copy of such source code may be obtained free of charge by contacting Motorola.

6. Representations and Warranties.

6.1. Mutual Representations and Warranties. Each Party represents and warrants to the other Party that (a) it has the right to enter into the Agreement and perform its obligations hereunder, and (b) the Agreement will be binding on such Party.

6.2. Motorola Warranties. Subject to the disclaimers and exclusions below, Motorola represents and warrants that (a) Services will be provided in a good and workmanlike manner and will conform in all material respects to the descriptions in the applicable Ordering Document; and (b) for a period of ninety (90) days commencing upon the Service Completion Date for one-time Services, the Services will be free of material defects in materials and workmanship. Other than as set forth in subsection (a) above, recurring Services are not warranted but rather will be subject to the requirements of the applicable Addendum or Ordering Document. Motorola provides other express warranties for Motorola-manufactured Equipment, Motorola-owned software Products, and certain Services. Such express warranties are included in the applicable Addendum or Ordering Document. Such representations and warranties will apply only to the applicable Product or Service that is the subject of such Addendum or Ordering Document.

6.3. Warranty Claims; Remedies. To assert a warranty claim, Customer must notify Motorola in writing of the claim prior to the expiration of any warranty period set forth in this MCA or the applicable Addendum or Ordering Document. Unless a different remedy is otherwise expressly set forth for a particular warranty under an Addendum, upon receipt of such claim, Motorola will investigate the claim and use commercially reasonable efforts to repair or replace any confirmed materially non-conforming Product or re-perform any non-conforming Service, at its option. Such remedies are Customer’s sole and exclusive remedies for Motorola’s breach of a warranty.

Motorola’s warranties are extended by Motorola to Customer only, and are not assignable or transferrable.

6.4. Pass-Through Warranties. Notwithstanding any provision of this Agreement to the contrary, Motorola will have no liability for third-party software or hardware provided by Motorola; provided, however, that to the extent offered by third-party providers of software or hardware and to the extent permitted by law, Motorola will pass through express warranties provided by such third parties.
7 MOTOROLA CONFIDENTIAL

6.5. WARRANTY DISCLAIMER. EXCEPT FOR THE EXPRESS AND PASS THROUGH

WARRANTIES IN THIS AGREEMENT, PRODUCTS AND SERVICES PURCHASED HEREUNDER ARE PROVIDED “AS IS” AND WITH ALL FAULTS. WARRANTIES SET FORTH

IN THE AGREEMENT ARE THE COMPLETE WARRANTIES FOR THE PRODUCTS AND

SERVICES AND MOTOROLA DISCLAIMS ALL OTHER WARRANTIES OR CONDITIONS,

EXPRESS OR IMPLIED, INCLUDING IMPLIED WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, TITLE, AND QUALITY. MOTOROLA DOES NOT

REPRESENT OR WARRANT THAT USE OF THE PRODUCTS AND SERVICES WILL BE

UNINTERRUPTED, ERROR-FREE, OR FREE OF SECURITY VULNERABILITIES, OR THAT THEY WILL MEET CUSTOMER’S PARTICULAR REQUIREMENTS.

7. Indemnification.

7.1. General Indemnity. Motorola will defend, indemnify, and hold Customer harmless from and against any and all damages, losses, liabilities, and expenses (including reasonable fees and expenses of attorneys) arising from any actual third-party claim, demand, action, or proceeding (“Claim”) for personal injury, death, or direct damage to tangible property to the extent caused by Motorola’s negligence, gross negligence or willful misconduct while performing its duties under an Ordering Document or an Addendum, except to the extent the claim arises from Customer’s negligence or willful misconduct. Motorola’s duties under this Section 7.1 – General Indemnity are conditioned upon: (a) Customer promptly notifying Motorola in writing of the Claim; (b) Motorola having sole control of the defense of the suit and all negotiations for its settlement or compromise; and (c) Customer cooperating with Motorola and, if requested by Motorola, providing reasonable assistance in the defense of the Claim.

7.2. Intellectual Property Infringement. Motorola will defend Customer against any third-party claim alleging that a Motorola-developed or manufactured Product or Service (the “Infringing Product”) directly infringes a United States patent or copyright (“Infringement Claim”), and Motorola will pay all damages finally awarded against Customer by a court of competent jurisdiction for an Infringement Claim, or agreed to in writing by Motorola in settlement of an Infringement Claim. Motorola’s duties under this Section 7.2 – Intellectual Property Infringement are conditioned upon: (a) Customer promptly notifying Motorola in writing of the Infringement Claim; (b) Motorola having sole control of the defense of the suit and all negotiations for its settlement or compromise; and (c) Customer cooperating with Motorola and, if requested by Motorola, providing reasonable assistance in the defense of the Infringement Claim.

7.2.1. If an Infringement Claim occurs, or in Motorola’s opinion is likely to occur, Motorola may at its option and expense: (a) procure for Customer the right to continue using the Infringing Product; (b) replace or modify the Infringing Product so that it becomes non-infringing; or (c) grant Customer (i) a pro-rated refund of any amounts pre-paid for the Infringing Product (if the Infringing Product is a software Product, i.e., Licensed Software or Subscription Software) or (ii) a credit for the Infringing Product, less a reasonable charge for depreciation (if the Infringing Product is Equipment, including Equipment with embedded software).

7.2.2. In addition to the other damages disclaimed under this Agreement, Motorola will have no duty to defend or indemnify Customer for any Infringement Claim that arises from or is based upon: (a) Customer Data, Customer-Provided Equipment, 8 MOTOROLA CONFIDENTIAL
Non-Motorola Content, or third-party equipment, hardware, software, data, or other third-party materials; (b) the combination of the Product or Service with any products or materials not provided by Motorola; (c) a Product or Service designed, modified, or manufactured in accordance with Customer’s designs, specifications, guidelines or instructions; (d) a modification of the Product or Service by a party other than Motorola; (e) use of the Product or Service in a manner for which the Product or Service was not designed or that is inconsistent with the terms of this Agreement; or (f) the failure by Customer to use or install an update to the Product or Service that is intended to correct the claimed infringement. In no event will Motorola’s liability resulting from an Infringement Claim extend in any way to any payments due on a royalty basis, other than a reasonable royalty based upon revenue derived by Motorola from Customer from sales or license of the Infringing Product.

7.2.3. This Section 7.2 – Intellectual Property Infringement provides Customer’s sole and exclusive remedies and Motorola’s entire liability in the event of an Infringement Claim. For clarity, the rights and remedies provided in this Section are subject to, and limited by, the restrictions set forth in Section 8 – Limitation of Liability below.

7.3. Customer Indemnity. Customer will defend, indemnify, and hold Motorola and its subcontractors, subsidiaries and other affiliates harmless from and against any and all damages, losses, liabilities, and expenses (including reasonable fees and expenses of attorneys) arising from any actual or threatened third-party claim, demand, action, or proceeding arising from or related to (a) Customer-Provided Equipment, Customer Data, or Non-Motorola Content, including any claim, demand, action, or proceeding alleging that any such equipment, data, or materials (or the integration or use thereof with the Products and Services) infringes or misappropriates a third-party intellectual property or other right, violates applicable law, or breaches the Agreement; (b) Customer-Provided Equipment’s failure to meet the minimum requirements set forth in the applicable Documentation or match the applicable specifications provided to Motorola by Customer in connection with the Products or Services; (c) Customer’s (or its service providers, agents, employees, or Authorized User’s) negligence or willful misconduct; and (d) Customer’s or its Authorized User’s breach of this Agreement. This indemnity will not apply to the extent any such claim is caused by Motorola’s use of Customer-Provided Equipment, Customer Data, or Non-Motorola Content in violation of the Agreement. Motorola will give Customer prompt, written notice of any claim subject to the foregoing indemnity. Motorola will, at its own expense, cooperate with Customer in its defense or settlement of the claim.

8. Limitation of Liability.

8.1. DISCLAIMER OF CONSEQUENTIAL DAMAGES. EXCEPT FOR PERSONAL INJURY

OR DEATH, MOTOROLA, ITS AFFILIATES, AND ITS AND THEIR RESPECTIVE OFFICERS,

DIRECTORS, EMPLOYEES, SUBCONTRACTORS, AGENTS, SUCCESSORS, AND ASSIGNS (COLLECTIVELY, THE “MOTOROLA PARTIES”) WILL NOT BE LIABLE IN CONNECTION WITH THIS AGREEMENT (WHETHER UNDER MOTOROLA’S INDEMNITY OBLIGATIONS, A

CAUSE OF ACTION FOR BREACH OF CONTRACT, UNDER TORT THEORY, OR

OTHERWISE) FOR ANY INDIRECT, INCIDENTAL, SPECIAL, EXEMPLARY, PUNITIVE, OR

CONSEQUENTIAL DAMAGES OR DAMAGES FOR LOST PROFITS OR REVENUES, EVEN 9 MOTOROLA CONFIDENTIAL

IF MOTOROLA HAS BEEN ADVISED BY CUSTOMER OR ANY THIRD PARTY OF THE

POSSIBILITY OF SUCH DAMAGES OR LOSSES AND WHETHER OR NOT SUCH DAMAGES OR LOSSES ARE FORESEEABLE.

8.2. DIRECT DAMAGES. EXCEPT FOR PERSONAL INJURY OR DEATH, THE TOTAL

AGGREGATE LIABILITY OF THE MOTOROLA PARTIES, WHETHER BASED ON A CLAIM IN

CONTRACT OR IN TORT, LAW OR EQUITY, RELATING TO OR ARISING OUT OF THE

AGREEMENT WILL NOT EXCEED THE FEES SET FORTH IN THE ORDERING DOCUMENT UNDER WHICH THE CLAIM AROSE. NOTWITHSTANDING THE FOREGOING, FOR ANY

SUBSCRIPTION SOFTWARE OR FOR ANY RECURRING SERVICES, THE MOTOROLA PARTIES’ TOTAL LIABILITY FOR ALL CLAIMS RELATED TO SUCH PRODUCT OR

RECURRING SERVICES IN THE AGGREGATE WILL NOT EXCEED THE TOTAL FEES PAID

FOR SUCH SUBSCRIPTION SOFTWARE OR RECURRING SERVICE, AS APPLICABLE, DURING THE CONSECUTIVE TWELVE (12) MONTH PERIOD IMMEDIATELY PRECEDING THE EVENT FROM WHICH THE FIRST CLAIM AROSE.

8.3. ADDITIONAL EXCLUSIONS. NOTWITHSTANDING ANY OTHER PROVISION OF

THIS AGREEMENT, MOTOROLA WILL HAVE NO LIABILITY FOR DAMAGES ARISING OUT

OF (A) CUSTOMER DATA, INCLUDING ITS TRANSMISSION TO MOTOROLA, OR ANY OTHER DATA AVAILABLE THROUGH THE PRODUCTS OR SERVICES; (B)

CUSTOMER-PROVIDED EQUIPMENT, NON-MOTOROLA CONTENT, THE SITES, OR

THIRD-PARTY EQUIPMENT, HARDWARE, SOFTWARE, DATA, OR OTHER THIRD-PARTY

MATERIALS, OR THE COMBINATION OF PRODUCTS AND SERVICES WITH ANY OF THE FOREGOING; (C) LOSS OF DATA OR HACKING, RANSOMWARE, OR OTHER THIRD-PARTY ATTACKS OR DEMANDS; (D) MODIFICATION OF PRODUCTS OR SERVICES BY ANY PERSON OTHER THAN MOTOROLA; (E) RECOMMENDATIONS PROVIDED IN CONNECTION WITH OR BY THE PRODUCTS AND SERVICES; (F) DATA RECOVERY SERVICES OR DATABASE MODIFICATIONS; OR (G) CUSTOMER’S OR ANY AUTHORIZED USER’S BREACH OF THIS AGREEMENT OR MISUSE OF THE PRODUCTS AND SERVICES.

8.4. Voluntary Remedies. Motorola is not obligated to remedy, repair, replace, or refund the purchase price for the disclaimed issues in Section 8.3 – Additional Exclusions above, but if Motorola agrees to provide Services to help resolve such issues, Customer will reimburse Motorola for its reasonable time and expenses, including by paying Motorola any Fees set forth in an Ordering Document for such Services, if applicable.

8.5. Statute of Limitations. Customer may not bring any claims against a Motorola Party in connection with this Agreement or the Products and Services more than one (1) year after the date of accrual of the cause of action.

9. Confidentiality.

9.1. Confidential Information. “Confidential Information” means any and all non-public information provided by one Party (“Discloser”) to the other (“Recipient”) that is disclosed under this Agreement in oral, written, graphic, machine recognizable, or sample form, being clearly designated, labeled or marked as confidential or its equivalent or that a reasonable businessperson would consider non-public and confidential by its nature. With respect to Motorola, Confidential Information will also include Products and Services, and Documentation, as well as any other information relating to the Products and Services. The nature and existence 10 MOTOROLA CONFIDENTIAL
of this Agreement are considered Confidential Information of the Parties. In order to be considered Confidential Information, information that is disclosed orally must be identified as confidential at the time of disclosure and confirmed by Discloser by submitting a written document to Recipient within thirty (30) days after such disclosure. The written document must contain a summary of the Confidential Information disclosed with enough specificity for identification purpose and must be labeled or marked as confidential or its equivalent.

9.2. Obligations of Confidentiality. During the Term and for a period of three (3) years from the expiration or termination of this Agreement, Recipient will (a) not disclose Confidential Information to any third party, except as expressly permitted in this Section 9 - Confidentiality; (b) restrict disclosure of Confidential Information to only those employees (including, employees of any wholly owned subsidiary, a parent company, any other wholly owned subsidiaries of the same parent company), agents or consultants who must access the Confidential Information for the purpose of, and who are bound by confidentiality terms substantially similar to those in, this Agreement; (c) not copy, reproduce, reverse engineer, de-compile or disassemble any Confidential Information; (d) use the same degree of care as for its own information of like importance, but at least use reasonable care, in safeguarding against disclosure of Confidential Information; (e) promptly notify Discloser upon discovery of any unauthorized use or disclosure of the Confidential Information and take reasonable steps to regain possession of the Confidential Information and prevent further unauthorized actions or other breach of this Agreement; and (f) only use the Confidential Information as needed to fulfill its obligations and secure its rights under this Agreement.

9.3. Exceptions. Recipient is not obligated to maintain as confidential any information that Recipient can demonstrate by documentation (a) is publicly available at the time of disclosure or becomes available to the public without breach of this Agreement; (b) is lawfully obtained from a third party without a duty of confidentiality to Discloser; (c) is otherwise lawfully known to Recipient prior to such disclosure without a duty of confidentiality to Discloser; or (d) is independently developed by Recipient without the use of, or reference to, any of Discloser’s Confidential Information or any breach of this Agreement. Additionally, Recipient may disclose Confidential Information to the extent required by law, including a judicial or legislative order or proceeding.

9.4. Ownership of Confidential Information. All Confidential Information is and will remain the property of Discloser and will not be copied or reproduced without the express written permission of Discloser (including as permitted herein). Within ten (10) days of receipt of Discloser’s written request, Recipient will return or destroy all Confidential Information to Discloser along with all copies and portions thereof, or certify in writing that all such Confidential Information has been destroyed. However, Recipient may retain (a) one (1) archival copy of the Confidential Information for use only in case of a dispute concerning this Agreement and (b) Confidential Information that has been automatically stored in accordance with Recipient’s standard backup or recordkeeping procedures, provided, however that Recipient will remain subject to the obligations of this Agreement with respect to any Confidential Information retained subject to clauses (a) or (b). No license, express or implied, in the Confidential Information is granted to the Recipient other than to use the Confidential Information in the manner and to the extent authorized by this Agreement. Discloser represents and warrants that it is authorized to disclose any Confidential Information it discloses pursuant to this Agreement.

10. Proprietary Rights; Data; Feedback.
11 MOTOROLA CONFIDENTIAL

10.1. Data Definitions. The following terms will have the stated meanings: “Customer Contact Data” means data Motorola collects from Customer, its Authorized Users, and their end users for business contact purposes, including marketing, advertising, licensing and sales purposes; “Service Use Data” means data generated by Customer’s use of the Products and Services or by Motorola’s support of the Products and Services, including personal information, product performance and error information, activity logs and date and time of use; “Customer Data” means data, information, and content, including images, text, videos, documents, audio, telemetry, location and structured data base records, provided by, through, or on behalf of Customer, its Authorized Users, and their end users through the use of the Products and Services. Customer Data does not include Customer Contact Data, Service Use Data, or information from publicly available sources or other Third-Party Data or Motorola Data; “Third-Party Data” means information obtained by Motorola from publicly available sources or its third party content providers and made available to Customer through the Products or Services; “Motorola Data” means data owned or licensed by Motorola; “Feedback” means comments or information, in oral or written form, given to Motorola by Customer or Authorized Users, including their end users, in connection with or relating to the Products or Services; and “Process” or “Processing” means any operation or set of operations which is performed on personal information or on sets of personal information, whether or not by automated means, such as collection, recording, copying, analyzing, caching, organization, structuring, storage, adaptation, or alteration, retrieval, consultation, use, disclosure by transmission, dissemination or otherwise making available, alignment or combination, restriction, erasure or destruction.

10.2. Motorola Materials. Customer acknowledges that Motorola may use or provide Customer with access to software, tools, data, and other materials, including designs, utilities, models, methodologies, systems, and specifications, which Motorola has developed or licensed from third parties (including any corrections, bug fixes, enhancements, updates, modifications, adaptations, translations, de-compilations, disassemblies, or derivative works of the foregoing, whether made by Motorola or another party) (collectively, “Motorola Materials”). The Products and Services, Motorola Data, Third-Party Data, and Documentation, are considered Motorola Materials. Except when Motorola has expressly transferred title or other interest to Customer by way of an Addendum or Ordering Document, the Motorola Materials are the property of Motorola or its licensors, and Motorola or its licensors retain all right, title and interest in and to the Motorola Materials (including, all rights in patents, copyrights, trademarks, trade names, trade secrets, know-how, other intellectual property and proprietary rights, and all associated goodwill and moral rights). For clarity, this Agreement does not grant to Customer any shared development rights in or to any Motorola Materials or other intellectual property, and Customer agrees to execute any documents and take any other actions reasonably requested by Motorola to effectuate the foregoing. Motorola and its licensors reserve all rights not expressly granted to Customer, and no rights, other than those expressly granted herein, are granted to Customer by implication, estoppel or otherwise. Customer will not modify, disassemble, reverse engineer, derive source code or create derivative works from, merge with other software, distribute, sublicense, sell, or export the Products and Services or other Motorola Materials, or permit any third party to do so.

10.3. Ownership of Customer Data. Customer retains all right, title and interest, including intellectual property rights, if any, in and to Customer Data. Motorola acquires no rights to Customer Data except those rights granted under this Agreement including the right to Process and use the Customer Data as set forth in Section 10.4 – Processing Customer Data below 12 MOTOROLA CONFIDENTIAL
and in other applicable Addenda. The Parties agree that with regard to the Processing of personal information which may be part of Customer Data, Customer is the controller and Motorola is the processor, and may engage sub-processors pursuant to Section 10.4.3 – Sub-processors.

10.4. Processing Customer Data.

10.4.1. Motorola Use of Customer Data. To the extent permitted by law, Customer grants Motorola and its subcontractors a right to use Customer Data and a royalty-free, worldwide, non-exclusive license to use Customer Data (including to process, host, cache, store, reproduce, copy, modify, combine, analyze, create derivative works from such Customer Data and to communicate, transmit, and distribute such Customer Data to third parties engaged by Motorola) to (a) perform Services and provide Products under the Agreement, (b) analyze the Customer Data to operate, maintain, manage, and improve Motorola Products and Services, and (c) create new products and services. Customer agrees that this Agreement, along with the Documentation, are Customer’s complete and final documented instructions to Motorola for the processing of Customer Data. Any additional or alternate instructions must be agreed to according to the Change Order process. Customer represents and warrants to Motorola that Customer’s instructions, including appointment of Motorola as a processor or sub-processor, have been authorized by the relevant controller.

10.4.2. Collection, Creation, Use of Customer Data. Customer further represents and warrants that the Customer Data, Customer’s collection, creation, and use of the Customer Data (including in connection with Motorola’s Products and Services), and Motorola’s use of such Customer Data in accordance with the Agreement, will comply with all laws and will not violate any applicable privacy notices or infringe any third-party rights (including intellectual property and privacy rights). It is Customer’s responsibility to obtain all required consents, provided all necessary notices, and meet any other applicable legal requirements with respect to collection and use (including Motorola’s use) of the Customer Data as described in the Agreement.

10.4.3. Sub-processors. Customer agrees that Motorola may engage sub-processors who in turn may engage additional sub-processors to Process personal data in accordance with this Agreement. When engaging sub-processors, Motorola will enter into agreements with the sub-processors to bind them to data processing obligations to the extent required by law.

10.5. Data Retention and Deletion. Except as expressly provided otherwise under the Agreement, Motorola will delete all Customer Data following termination or expiration of this MCA or the applicable Addendum or Ordering Document, with such deletion to occur no later than ninety (90) days following the applicable date of termination or expiration, unless otherwise required to comply with applicable law. Any requests for the exportation or download of Customer Data must be made by Customer to Motorola in writing before expiration or termination, subject to Section 13.9 – Notices. Motorola will have no obligation to retain such Customer Data beyond expiration or termination unless the Customer has purchased extended storage from Motorola through a mutually executed Ordering Document. 13 MOTOROLA CONFIDENTIAL

10.6. Service Use Data. Customer understands and agrees that Motorola may collect and use Service Use Data for its own purposes, including the uses described below. Motorola may use Service Use Data to (a) operate, maintain, manage, and improve existing and create new products and services, (b) test products and services, (c) to aggregate Service Use Data and combine it with that of other users, and (d) to use anonymized or aggregated data for marketing, research or other business purposes. Service Use Data may be disclosed to third parties. It is Customer’s responsibility to notify Authorized Users of Motorola’s collection and use of Service Use Data and to obtain any required consents, provide all necessary notices, and meet any other applicable legal requirements with respect to such collection and use, and Customer represents and warrants to Motorola that it has complied and will continue to comply with this Section.

10.7. Third-Party Data and Motorola Data. Motorola Data and Third-Party Data may be available to Customer through the Products and Services. Customer and its Authorized Users may use Motorola Data and Third-Party Data as permitted by Motorola and the applicable Third-Party Data provider, as described in the applicable Addendum. Unless expressly permitted in the applicable Addendum, Customer will not, and will ensure its Authorized Users will not: (a) use the Motorola Data or Third-Party Data for any purpose other than Customer’s internal business purposes; (b) disclose the data to third parties; (c) “white label” such data or otherwise misrepresent its source or ownership, or resell, distribute, sublicense, or commercially exploit the data in any manner; (d) use such data in violation of applicable laws; (e) remove, obscure, alter, or falsify any marks or proprietary rights notices indicating the source, origin, or ownership of the data; or (f) modify such data or combine it with Customer Data or other data or use the data to build databases. Additional restrictions may be set forth in the applicable Addendum. Any rights granted to Customer or Authorized Users with respect to Motorola Data or Third-Party Data will immediately terminate upon termination or expiration of the applicable Addendum, Ordering Document, or this MCA. Further, Motorola or the applicable Third-Party Data provider may suspend, change, or terminate Customer’s or any Authorized User’s access to Motorola Data or Third-Party Data if Motorola or such Third-Party Data provider believes Customer’s or the Authorized User’s use of the data violates the Agreement, applicable law or Motorola’s agreement with the applicable Third-Party Data provider. Upon termination of Customer’s rights to use any Motorola Data or Third-Party Data, Customer and all Authorized Users will immediately discontinue use of such data, delete all copies of such data, and certify such deletion to Motorola. Notwithstanding any provision of the Agreement to the contrary, Motorola will have no liability for Third-Party Data or Motorola Data available through the Products and Services. Motorola and its Third-Party Data providers reserve all rights in and to Motorola Data and Third-Party Data not expressly granted in an Addendum or Ordering Document.

10.8. Feedback. Any Feedback provided by Customer is entirely voluntary, and will not create any confidentiality obligation for Motorola, even if designated as confidential by Customer.

Motorola may use, reproduce, license, and otherwise distribute and exploit the Feedback without any obligation or payment to Customer or Authorized Users and Customer represents and warrants that it has obtained all necessary rights and consents to grant Motorola the foregoing rights.

10.9. Improvements; Products and Services. The Parties agree that, notwithstanding any provision of this MCA or the Agreement to the contrary, all fixes, modifications and 14 MOTOROLA CONFIDENTIAL
improvements to the Services or Products conceived of or made by or on behalf of Motorola that are based either in whole or in part on the Feedback, Customer Data, or Service Use Data (or otherwise) are the exclusive property of Motorola and all right, title and interest in and to such fixes, modifications or improvements will vest solely in Motorola. Customer agrees to execute any written documents necessary to assign any intellectual property or other rights it may have in such fixes, modifications or improvements to Motorola.

11. Force Majeure; Delays Caused by Customer.

11.1. Force Majeure. Except for Customer’s payment obligations hereunder, neither Party will be responsible for nonperformance or delayed performance due to events outside of its reasonable control. If performance will be significantly delayed, the affected Party will provide notice to the other Party, and the Parties will agree (in writing) upon a reasonable extension to any applicable performance schedule.

11.2. Delays Caused by Customer. Motorola’s performance of the Products and Services will be excused for delays caused by Customer or its Authorized Users or subcontractors, or by failure of any assumptions set forth in this Agreement (including in any Addendum or Ordering Document). In the event of a delay under this Section 11.2 – Delays Caused by Customer, (a) Customer will continue to pay the Fees as required hereunder, (b) the Parties will agree (in writing) upon a reasonable extension to any applicable performance schedule, and (c) Customer will compensate Motorola for its out-of-pocket costs incurred due to the delay (including those incurred by Motorola’s affiliates, vendors, and subcontractors).

12. Disputes. The Parties will use the following procedure to resolve any disputes relating to or arising out of this Agreement (each, a “Dispute”):

12.1. Governing Law. All matters relating to or arising out of the Agreement are governed by the laws of the State of Illinois, unless Customer is the United States Government (or an agency thereof), in which case all matters relating to or arising out of the Agreement will be governed by the laws of the State in which the Products and Services are provided. The terms of the U.N.

Convention on Contracts for the International Sale of Goods and the Uniform Computer Information Transactions Act will not apply.

12.2. Negotiation; Mediation. Either Party may initiate dispute resolution procedures by sending a notice of Dispute (“Notice of Dispute”) to the other Party. The Parties will attempt to resolve the Dispute promptly through good faith negotiations, including timely escalation of the Dispute to executives who have authority to settle the Dispute (and who are at a higher level of management than the persons with direct responsibility for the matter). If a Dispute is not resolved through negotiation, either Party may initiate mediation by sending a notice of mediation (“Notice of Mediation”) to the other Party. The Parties will choose an independent mediator within thirty (30) days of such Notice of Mediation. Neither Party may unreasonably withhold consent to the selection of a mediator, but if the Parties are unable to agree upon a mediator, either Party may request that the American Arbitration Association nominate a mediator. Each Party will bear its own costs of mediation, but the Parties will share the cost of the mediator equally. Each Party will participate in the mediation in good faith and will be represented at the mediation by a business executive with authority to settle the Dispute. All in person meetings under this Section 12.2 – Negotiation; Mediation will take place in Chicago, Illinois, and all communication relating to the Dispute resolution will be maintained in strict confidence by the Parties. Notwithstanding the foregoing, any Dispute arising from or relating to 15 MOTOROLA CONFIDENTIAL
Motorola’s intellectual property rights will not be subject to negotiation or mediation in accordance with this Section, but instead will be decided by a court of competent jurisdiction, in accordance with Section 12.3 – Litigation, Venue, Jurisdiction below.

12.3. Litigation, Venue, Jurisdiction. If the Dispute has not been resolved by mediation within sixty (60) days from the Notice of Mediation, either Party may submit the Dispute exclusively to a court in Cook County, Illinois. Each Party expressly consents to the exclusive jurisdiction of such courts for resolution of any Dispute and to enforce the outcome of any mediation.

13. General.

13.1. Compliance with Laws. Each Party will comply with applicable laws in connection with the performance of its obligations under this Agreement, including that Customer will ensure its and its Authorized Users’ use of the Products and Services complies with law (including privacy laws), and Customer will obtain any FCC and other licenses or authorizations (including licenses or authorizations required by foreign regulatory bodies) required for its and its Authorized Users’ use of the Products and Services. Motorola may, at its discretion, cease providing or otherwise modify Products and Services (or any terms related thereto in an Addendum or Ordering Document), in order to comply with any changes in applicable law.

13.2. Audit; Monitoring. Motorola will have the right to monitor and audit use of the Products, which may also include access by Motorola to Customer Data and Service Use Data. Customer will provide notice of such monitoring to its Authorized Users and obtain any required consents, including individual end users, and will cooperate with Motorola in any monitoring or audit.

Customer will maintain during the Term, and for two (2) years thereafter, accurate records relating to any software licenses granted under this Agreement to verify compliance with this Agreement. Motorola or a third party (“Auditor”) may inspect Customer’s and, as applicable, Authorized Users’ premises, books, and records. Motorola will pay expenses and costs of the Auditor, unless Customer is found to be in violation of the terms of the Agreement, in which case Customer will be responsible for such expenses and costs.

13.3. Assignment and Subcontracting. Neither Party may assign or otherwise transfer this Agreement without the prior written approval of the other Party. Motorola may assign or otherwise transfer this Agreement or any of its rights or obligations under this Agreement without consent (a) for financing purposes, (b) in connection with a merger, acquisition or sale of all or substantially all of its assets, (c) as part of a corporate reorganization, or (d) to a subsidiary corporation. Subject to the foregoing, this Agreement will be binding upon the Parties and their respective successors and assigns.

13.4. Waiver. A delay or omission by either Party to exercise any right under this Agreement will not be construed to be a waiver of such right. A waiver by either Party of any of the obligations to be performed by the other, or any breach thereof, will not be construed to be a waiver of any succeeding breach or of any other obligation. All waivers must be in writing and signed by the Party waiving its rights.

13.5. Severability. If any provision of the Agreement is found by a court of competent jurisdiction to be invalid, illegal, or otherwise unenforceable, such provision will be deemed to be modified to reflect as nearly as possible the original intentions of the Parties in accordance with applicable law. The remaining provisions of this Agreement will not be affected, and each such provision will be valid and enforceable to the full extent permitted by applicable law. 16 MOTOROLA CONFIDENTIAL

13.6. Independent Contractors. Each Party will perform its duties under this Agreement as an independent contractor. The Parties and their personnel will not be considered to be employees or agents of the other Party. Nothing in this Agreement will be interpreted as granting either Party the right or authority to make commitments of any kind for the other. This Agreement will not constitute, create, or be interpreted as a joint venture, partnership, or formal business organization of any kind.

13.7. Third-Party Beneficiaries. The Agreement is entered into solely between, and may be enforced only by, the Parties. Each Party intends that the Agreement will not benefit, or create any right or cause of action in or on behalf of, any entity other than the Parties. Notwithstanding the foregoing, a licensor or supplier of third-party software included in the software Products will be a direct and intended third-party beneficiary of this Agreement.

13.8. Interpretation. The section headings in this Agreement are included only for convenience The words “including” and “include” will be deemed to be followed by the phrase “without limitation”. This Agreement will be fairly interpreted in accordance with its terms and conditions and not for or against either Party.

13.9. Notices. Notices required under this Agreement to be given by one Party to the other must be in writing and either personally delivered or sent to the address provided by the other Party by certified mail, return receipt requested and postage prepaid (or by a recognized courier service, such as FedEx, UPS, or DHL), and will be effective upon receipt.

13.10. Cumulative Remedies. Except as specifically stated in this Agreement, all remedies provided for in this Agreement will be cumulative and in addition to, and not in lieu of, any other remedies available to either Party at law, in equity, by contract, or otherwise. Except as specifically stated in this Agreement, the election by a Party of any remedy provided for in this Agreement or otherwise available to such Party will not preclude such Party from pursuing any other remedies available to such Party at law, in equity, by contract, or otherwise.

13.11. Survival. The following provisions will survive the expiration or termination of this Agreement for any reason: Section 2.4 – Customer Obligations; Section 3.4 – Effect of Termination or Expiration; Section 4 – Payment and Invoicing; Section 6.5 – Warranty Disclaimer; Section 7.3 – Customer Indemnity; Section 8 – Limitation of Liability; Section 9 – Confidentiality; Section 10 – Proprietary Rights; Data; Feedback; Section 11 – Force Majeure; Delays Caused by Customer; Section 12 – Disputes; and Section 13 – General.

13.12. Entire Agreement. This Agreement, including all Addenda available at www.motorolasolutions.com/product-terms and Ordering Documents, constitutes the entire agreement of the Parties regarding the subject matter hereto, and supersedes all previous agreements, proposals, and understandings, whether written or oral, relating to this subject matter. This Agreement may be executed in multiple counterparts, and will have the same legal force and effect as if the Parties had executed it as a single document. The Parties may sign in writing or by electronic signature. An electronic signature, facsimile copy, or computer image of a signature, will be treated, and will have the same effect as an original signature, and will have the same effect, as an original signed copy of this document. The preprinted terms and conditions found on any Customer purchase order, acknowledgment, or other form will not be considered an amendment or modification or part of this Agreement, even if a representative of each Party signs such document.
17 EXHIBIT D

SERVICE AGREEMENT
500 W Monroe St
Chicago, IL 60661
(800) 247-2346
Contract Number: USC001047001
Contract Modifier:

Date: 23-SEP-2024
Company Name: Madera Police Dept, City Of P.O.#: Ari Adams Customer #: 1000419847
Attn.: Bill to Tag#: 0015
Billing Address: 14143 Rd 28 Contract Start Date: 10-SEP-2024 City, State, Zip Code: Madera, CA 93638 Contract End Date: 10-SEP-2027 Customer Contact: Ari Adams Payment Cycle: IMMEDIATE
Phone: +15596754200 Currency: USD

QTY MODEL/OPTION SERVICES DESCRIPTION MONTHLY

EXT EXTENDED AMT
***** Recurring Services *****
WGW00159-001 3 YEARS REDACTIVE SOFTWARE

SUPPORT AND MAINTENANCE
$75.00 $2,700.00
Sub Total $75.00 $2,700.00

SPECIAL INSTRUCTIONS - ATTACH STATEMENT OF WORK FOR PERFORMANCE

DESCRIPTIONS
Taxes $0.00 $0.00
Grand Total $75.00 $2,700.00

THIS SERVICE AMOUNT IS SUBJECT TO STATE AND LOCAL TAXING

JURISDICTIONS WHERE APPLICABLE, TO BE VERIFIED BY MOTOROLA

SOLUTIONS
Revised Sep 3, 2022
If applicable, I have received Statement of Work(s) that describe the services provided on this Agreement.

Motorola Online Terms Acknowledgement is attached hereto and the Motorola’s Service Terms and Conditions are incorporated herein by reference.

AUTHORIZED CUSTOMER SIGNATURE TITLE DATE
…………………… …………………

CUSTOMER (PRINT NAME)

MOTOROLA REPRESENTATIVE (SIGNATURE) TITLE DATE
DOUGLAS ARMSTRONG +1 (469) 342-8968

MOTOROLA REPRESENTATIVE (PRINT NAME) PHONE
SOLUTIONS ADVISOR 9/21/24
Revised Sep 3, 2022
Company Name : Madera Police Dept, City Of
Contract Number : USC001047001
Contract Modifier :

Contract Start Date : 10-SEP-2024
Contract End Date : 10-SEP-2027
Revised Sep 3, 2022
Online Terms Acknowledgement
This Online Terms Acknowledgement (this “Acknowledgement”) is entered into between Motorola Solutions, Inc. (“Motorola) and the entity set forth in the signature block below (“Customer”). Motorola and Customer will each be referred to herein as a “Party” and collectively as the “Parties”.

1. Online Terms Acknowledgement. The Parties acknowledge and agree that the terms of the Master Customer Agreement (“MCA”) and applicable Addenda available at www.motorolasolutions.com/product-terms, including, without limitation, the Mobile Video Addendum, govern each Ordering Document (as defined in the MCA) between the Parties, including all statements of work, schedules, order forms, and other ordering documents, and further agree that the terms of the MCA and Addenda are incorporated therein and form part of the Parties’ Agreement (as defined in the MCA). By signing the signature block below, Customer certifies that it has read and agrees to the provisions set forth in this Acknowledgement and to the terms of the MCA and Addenda posted at www.motorolasolutions.com/product-terms, and the signatory to this Acknowledgement represents and warrants that he or she has the requisite authority to bind Customer to this Acknowledgement, the MCA and the Addenda.

2. Entire Agreement. This Acknowledgement supplements the terms of the MCA and applicable Addenda and forms a part of the Parties’ Agreement. This Acknowledgement, the MCA and applicable Addenda available at www.motorolasolutions.com/product-terms, and any all Ordering Documents between the Parties constitutes the entire agreement of the Parties regarding the subject matter hereof, and supersedes all previous agreements, proposals, and understandings, whether written or oral, relating to this subject matter.

3. Disputes; Governing Law. Sections 12 – Disputes of the MCA is hereby incorporated into this Acknowledgement mutatis mutandis.

The Parties hereby enter into this Acknowledgement as of the last signature date below.

Motorola: Motorola Solutions, Inc. Customer: ______________________ By: ______________________________ By: ______________________________ Name: ___________________________ Name: ____________________________ Title: ____________________________ Title: _____________________________ Date: ____________________________ Date: ____________________________

DOUG ARMSTRONG

SOLUTIONS ADVISOR
9/16/24
Revised Sep 3, 2022
Cybersecurity Online Terms Acknowledgement
This Cybersecurity Online Terms Acknowledgement (this “Acknowledgement”) is entered into between Motorola Solutions, Inc. (“Motorola”) and the entity set forth in the signature block below (“Customer”).

NOTE: This Acknowledgement is self deleting if not applicable under this Section 1.

EXHIBIT E
Cyber Subscription Renewals and
Integrations Addendum
Motorola Solutions Inc. ("Motorola") and the customer named in this Agreement ("Customer") hereby agree as follows: