Agenda packet — Milpitas City Council, September 19, 2023 (part 2 of 2)

Amendment No. 1 to Professional Services Agreement with Liebert Cassidy Whitmore AMENDMENT NO. 1 TO

PROFESSIONAL SERVICES AGREEMENT
WITH

LIEBERT CASSIDY WHITMORE
FOR

LABOR CONTRACT NEGOTIATIONS AND OTHER LEGAL SERVICES
This Amendment No. 1 is entered into as of _________________, (the “Effective Date”) by and between the City of Milpitas, a municipal corporation of the State of California ( hereinafter referred to as “City”) and Liebert Cassidy Whitmore , a corporation (hereinafter referred to as “ Consultant”). City and Consultant are sometimes individually referred to as “Party” and collectively as “Parties” in this Amendment No. 1.

RECITALS:

WHEREAS, on April 1, 2023 , the Parties entered into a Professional Services Agreement (the “Agreement”) for labor contract negotiations and other legal services for the not-to-exceed compensation amount of One Hundred Thousand Dollars and Zero Cents ($1 00,00.00), and with an initial term period from April 1, 2023 to June 30, 2024 (the Agreement); and WHEREAS, the Parties now wish to amend the Agreement to increase the not-to-exceed total by two hundred thousand dollars and zero cents ($200,000.00) for a new not-to-exceed total of three hundred thousand dollars and zero cents ($300,000.00) and extend the term by two (2) years for a new term end date of June 30, 2026.

NOW THEREFORE, in consideration of the mutual covenants and conditions herein contained, the Parties agree to amend the Agreement as follows:

1. Section 2b Compensation . is hereby deleted in its entirety and replaced wi th:

In no event shall the total amount paid for services rendered by Consultant under this Agreement exceed the sum of Three Hundred Thousand Dollars and Zero Cents ($300,000.00). This amount is to cover all printing and related costs, and the City will not pay any additional fees for printing expenses. Periodic payments shall be made within thirty (30) days of receipt of an invoice which includes a detail ed description of the work performed. Payments to Consultant for work performed will be made on a monthly billing basis.

2. Section 5. Term. is hereby deleted in its entirety and replaced with:

The term of this Agreement shall be from April 1, 2023 through June 30, 2026 , unless earlier terminated as provided herein. The City reserves the right to review the Consultant’s performance at the end of each year and cancel all or part of the Agreement.

3. All other provisions of the Agreement not amended by this Amendment No. 1 shall remain in full force and effect.

[SIGNATURES ON FOLLOWING PAGE]

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Amendment No. 1 to Professional Services Agreement with Liebert Cassidy Whitmore SIGNATURE PAGE TO AMENDMENT NO. 1

TO THE PROFESSIONAL SERVICES AGREEMENT

WITH LIEBERT CASSIDY WHITMORE

FOR LABOR NEGOTIATIONS AND OTHER LEGAL SERVICES

IN WITNESS WHEREOF, the Parties have executed this Amendment No. 1 as of the date first written above.

CITY OF MILPITAS LIEBERT CASSIDY WHITMORE

Approved By:

______________________________ ______________________________ Ned Thomas, Acting City Manager Signature

______________________________ ______________________________ Date Name

Approved As To Form:

______________________________ ______________________________ Michael Mutalipassi, City Attorney Title

Approved: ______________________________
Date
______________________________
Lauren Lai, CPA, MPA
Finance Director/Risk Manager

Approved As to Content:

______________________________
Nick Raisch, Human Resources Director

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CITY OF MILPITAS

AGENDA REPORT
(AR)

Item Title: Adopt a Resolution Approving and Authorizing the City Manager to Execute an Agreement Amendment with Insight Public Sector Inc (Staff Contact: Nick Raisch, Human Resources Director, 408-586-3086)
Category: Consent Calendar-Leadership and Support Services Meeting Date: 9/19/2023
Recommendation: Approve and authorize the City Manager to execute an agreement amendment with Insight Public Sector Inc with additional funding in the amount of $116,425.49, subject to the annual appropriation of funds, for a total agreement amount of $300,441.49.

Background:

The City originally entered into a one-year agreement on July 25, 2019 with Insight Public Sector Inc. to provide software technology solutions to Human Resources via NEOGOV’s applicant tracking system, Insights, e-forms, position control, onboarding and performance evaluation software (the “Agreement”).

The City of Milpitas Municipal Code Section I-2-3.08 (“Cooperative Procurement”) specifically authorizes the Purchasing Agent to make such purchases based on an agreement or cooperative purchasing program entered into by a public agency, as defined by Government Code Section 6500, regardless of whether the City is a named party to the agreement or an actual participant in such a program.

This contract has been automatically renewed annually consistent with the continued provision of services by the vendor and meeting of expectation and criteria outlined in the agreement.

At this time staff is requesting to continue the agreement with Insight Public Sector Inc., to extend the subscription period to provide continued software services for an additional two years.

Analysis:

In 2019, through Insight Public Sector Inc., the NEOGOV platform was selected to streamline the City’s recruitment processes and to provide additional essential human resource tools. In addition to the applicant tracking, NEOGOV provides a suite of business solutions that the City can incorporate to enhance processes and increase efficiencies, including, but not limited to e-forms, position control, onboarding, and performance evaluations.

NEOGOV is an ubiquitous hiring tool utilized by public agencies throughout our region and the state. NEOGOV also has the capability to be customized to create a Realtime feed with all modern ERP systems. The implementation of NEOGOV has allowed the City to take an applicant from application to hiring in an expediated manner.

The applicant tracking and engagement software, eforms, and onboard have already been implemented with the performance module next in line for full utilization.

Policy Alternatives:

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Alternative 1: Approve and authorize the City Manager to execute an agreement with Insight Public Sector Inc., to cover costs incurred thus far and to allow work to be continued through July 31, 2023. The cost would be $56,425.49.

Pros: The City will be able to maintain its current applicant tracking system module and it will provide the ability to implement the remaining modules.

Cons: The City could potentially lose access to its current applicant tracking and onboarding systems, putting us at a disadvantage when recruiting talent, while searching for a replacement software system.

Alternative 2: Do not approve and authorize the City Manager to execute the agreement with Insight Public Sector Inc.

Pros: There is no benefit to discontinuing the Agreement. The monetary savings from not having an agreement in place would set back the City’s hiring processes, resulting in huge losses in efficiency.

Cons: The City would still be required to pay for the services received thus far. Without the NEOGOV applicant tracking system, the City would be required to revert back to antiquated methods for its recruitment activities.

Fiscal Impact:

The additional contractual amount is $116,425.49 of which $77,000 is included in the Council adopted FY 2023-24 budget. The remaining amount of $39,425 will be reviewed at FY 2023-24 mid-year to determine if vacancy savings may absorb this cost or if additional appropriation may be required.

California Environmental Quality Act:

Approval of the recommendation is not an activity defined as a “project” under the California Environmental Quality Act (CEQA) pursuant to CEQA Guidelines 15061(b)(3) and 15378(b)(4) either because it can be seen with certainty that there is no possibility that the activity in question may have a significant effect on the environment and/or because the action is financial and/or administrative and does not directly impact the environment.

Recommendation:

Approve and authorize the City Manager to execute an agreement amendment with Insight Public Sector Inc with additional funding in the amount of $116,425.49, subject to the annual appropriation of funds, for a total agreement amount of $300,441.49.

Attachments:

1. Cooperative Purchase of Software and Software Services Agreement with Insight Public Sector Inc.

2. Amendment No. 2 to Cooperative Agreement with Insight Public Sector, Inc.

3. Amendment No. 3 to Cooperative Agreement with Insight Public Sector, Inc.

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Amendment No. 2 to Software Services Agreement with Insight Public Sector Inc.

AMENDMENT NO. 2 TO

COOPERATIVE AGREEMENT
WITH
INSIGHT PUBLIC SECTOR, INC.

FOR

SOFTWARE AND SOFTWARE SERVICES

This Amendment No. 2 is entered into as of ____________________, (the “Effective Date”) by and between the City of Milpitas, a municipal corporation of the State of California (hereinafter referred to as “City”) and Insight Public Sector, Inc. , a n Illinois corporation (hereinafter referred to as “Contractor”). City and Contractor are sometimes individually referred to as “Party” and collectively as “Parties” in this Amendment No. 2.

RECITALS:

WHEREAS, on July 25, 2019, the Parties entered into a Cooperative Purchase of Software and Software Services Agreement (the “Agreement”) for the City’s purchase of certain NeoGov branded software and software support services sold by Contractor as set forth in the Agreement; and.

WHEREAS, on October 27, 2020 , the Parties entered into Amendment No. 1 to amend the Agreement in order to provide for two (2) additional years of NeoGov Software Services; and

WHEREAS, the Parties now wish to amend the Agreement to include a purchase of the NeoGov New Hire Integration Setup Subscription for a period of June 1, 2021 to July 24, 2022, , which will increase the total Agreement compensation amount by $5,114.00.

NOW THEREFORE, in consideration of the mutual covenants and conditions herein contained, the Parties agree to amend the Agreement as follows:

1. Purchase . The City desires to purchase, and Contractor agrees to provide the Professional Services for the “New Hire Integrati on Setup” set forth in that certain NeoGov Quotation dated 5/14/21 . The City also desires to purchase, and Contractor agrees to provide the Subscription Service for the “New Hire Integration Setup” service as set forth in that certain Insight Public Secto r Quotation Number 223724941, dated 27 -May -2021. Both Quotations are attached hereto as Exhibit A -2 and incorporated into the Agreement by this reference.

2. Section 2 of the Agreement entitled “Payment Limits” is hereby amended to read as follows: “Section 2 . Payment Limits

a. City’s total payments under this Agreement shall not exceed One Hundred Eighty -Four Thousand Sixteen Dollars and Zero Cents ($184,016). P ayments shall be made in accordance with the Software DocuSign Envelope ID: 23DAE012-38B7-4E5C-BBFA-982A20A6B82E Jun-24-2021
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Amendment No. 2 to Software Services Agreement with Insight Public Sector Inc.

Order(s). City shall deliver payment to Contractor in consideration for Contractor’s services under the Agreement. ”

3. All other provisions of the Agreement not amended by this Amendment No. 2 shall remain in full force and effect.

This Amendment No. 2 is executed as of the date first written above.

CITY OF MILPITAS INSIGHT PUBLIC SECTOR, INC.

Approved By:

______________________________ ______________________________ Chris Schroeder, Purchasing Agent Signature

______________________________ ______________________________ Date Name

Approved As To Form:

______________________________ ______________________________ Christopher J. Diaz, City Attorney Title

Approved: ______________________________
Date
______________________________
Lauren Lai, CPA, MPA
Finance Director/Risk Manager

Approved As to Content:

______________________________
Mike Luu, Director of Information
Technology

DocuSign Envelope ID: 23DAE012-38B7-4E5C-BBFA-982A20A6B82E Jun-23-2021
Capture Manager
ERICA FALCHETTI | Senior SLED Capture Manager
Jun-24-2021
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Amendment No. 2 to Software Services Agreement with Insight Public Sector Inc.

EXHIBIT A-2

PURCHASE QUOTATIONS

[ATTACHED BEHIND THIS PAGE]

DocuSign Envelope ID: 23DAE012-38B7-4E5C-BBFA-982A20A6B82E 206
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1 NEOGOV ORDER FORM
NEOGOV:

Governmentjobs.com, Inc. (dba “NEOGOV”)
300 Continental Blvd., Suite 565
El Segundo, CA 90245
[email protected]
Customer Name & Address:

City of Milpitas
1265 N Milpitas Blvd
Milpitas, CA 95035
Quote Creation Date: 5/14/21 Contact Name: Mike Luu
Quote Expiration Date: 6/30/21 Contact Email: [email protected] Payment Terms: Annual. Net 30 from NEOGOV invoice.

Employee Count:

Fee Summary
Service Description Term Term Fees
New Hire Integration Setup $3,000.00
Total: $3,000.00
A. Terms and Conditions

1. Agreement. This Ordering Document and the Services purchased herein are expressly conditioned upon the acceptance by Customer of the terms of the NEOGOV Services Agreement either affixed hereto or the version most recently published prior to execution of t his Ordering Form available at https://www.neogov.com/service-specifications . Unless otherwise stated, all capitalized terms used but not defined in this Order Form shall have the meanings given to them in the NEOGOV Services Agreement.

2. Effectiveness & Modification. Neither Customer nor NEOGOV will be bound by this Ordering Document until it has been signed by its authorized representative (the “Effective Date”). Unless otherwise stated, all SaaS Subscriptions shall commence on the Effective Date. This Order Form may not be modified or amended except through a written instrument signed by the parties .

3. Summary of Fees. Listed above is a summary of Fees under this Order. Once placed, your order shall be non -cancelable and the sums paid nonrefundable, except as provided in the Agreement.

4. Order of Precedence. This Ordering Document shall take precedence in the event of direct conflict with the Services Agreement, applicable Schedules, and Service Specifications.

B. Special Conditions (if any).

Initial Term: 6/1/21 – 7/24/22
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1 NEOGOV ORDER FORM
NEOGOV:

Governmentjobs.com, Inc. (dba “NEOGOV”)
300 Continental Blvd., Suite 565
El Segundo, CA 90245
[email protected]
Customer Name & Address:

Paid via Insight Public Sector for:

City of Milpitas
1265 N Milpitas Blvd
Milpitas, CA 95035
Quote Creation Date: 5/14/21 Contact Name: Chris Robertson Quote Expiration Date: Contact Email: [email protected] Payment Terms: Annual. Net 30 from NEOGOV invoice.

Employee Count:

Fee Summary
Service Description Term Term Fees

New Hire Integration License 6/1/21 – 7/24/22

$2,0008.90
Total: $2,008.90
Paid by Insight
Public Sector
A. Terms and Conditions

3. Summary of Fees. Listed above is a summary of Fees under this Order. Once placed, your order shall be non-cancelable and the sums paid nonrefundable, except as provided in the Agreement.

4. Order of Precedence. This Ordering Document shall take precedence in the event of direct conflict with the Services Agreement, applicable Schedules, and Service Specifications.

B. Special Conditions (if any).

Initial Term: 6/1/21 – 7/24/22
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Amendment No. 3 to Software Services Agreement with Insight Public Sector Inc.

AMENDMENT NO. 3 TO

COOPERATIVE AGREEMENT
WITH
INSIGHT PUBLIC SECTOR, INC.

FOR

SOFTWARE AND SOFTWARE SERVICES

This Amendment No. 3 is entered into as of ____________________, (the “Effective Date”) by and between the City of Milpitas, a municipal corporation of the State of California (hereinafter referred to as “City”) and Insight Public Sector, Inc. , a n Illinois corporation (hereinafter referred to as “Contractor”). City and Contractor are sometimes individually referred to as “Party” and collectively as “Parties” in this Amendment No. 3.

RECITALS:

WHEREAS, on July 25, 2019, the Parties entered into an automatic renewal Cooperative Purchase of Software and Software Services Agreement (the “Agreement”) for the City’s purchase of certain NeoGov branded software and software support services sold by Contractor as set forth in the Agreement; and,

WHEREAS, on October 27, 2 020, the Parties entered into Amendment No. 1 to amend the Agreement in order to provide for two (2) additional years of NeoGov Software Services; and

WHEREAS, on June 24, 2021, the Parties entered into Amendment No. 2 to include a purchase of the NeoGov New Hire Integration Setup Subscription for a period of June 1, 2021 to July 24, 2022, which increased the total Agreement compensation amount by $5,114.00 and a new not-to-exceed of One Hundred Eighty -Four Thousand Sixteen Dollars and Zero cents ($184,016.00); and

WHEREAS, the Parties now desire to amend the Agreement in order to provide for two (2) additional years of NeoGov software services.

WHEREAS, the Parties now wish to ame nd the total not -to-exceed amount by One Hundred Sixteen Thousand Four Hundred Twenty -Five Dollars and Forty -Nine Cents ($116,425.49) for a new not -to-exceed of Three Hundred Thousand Four Hundred Forty -One Dollars and Forty-Nine Cents ($300,441.49); and

NOW THEREFORE, in consideration of the mutual covenants and conditions herein contained, the Parties agree to amend the Agreement as follows:

1. Section 1 “Purchase ” is hereby amended and restated as follows :

The City desires to purchase, and Contractor agrees to provide the software services set forth in NEOGOV Invoice number INV -26542, attached hereto as Exhibit A-2 and incorporated herein by this reference.
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Amendment No. 3 to Software Services Agreement with Insight Public Sector Inc.

2. Section 2 “Payment Limits” is hereby amended and restated as follows:

a. City’s total payments under this Agreement shall not exceed Three Hundred Thousand Four Hundred Forty -One Dollars
and Forty -Nine Cents ($300,441.49 ). Payments shall be made in accordanc e with the Software Order(s). City shall deliver payment to Contractor in consideration for Contractor’s services under the Agreement. ”

2. All other provisions of the Agreement not amended by this Amendment No. 3 shall remain in full force and effect.

This Amendment No. 3 is executed as of the date first written above.

CITY OF MILPITAS INSIGHT PUBLIC SECTOR, INC.

Approved By:

______________________________ ______________________________ Ned Thomas, Acting City Manager Signature

______________________________ ______________________________ Date Name

Approved As To Form:

______________________________ ______________________________ Michael Mutalipassi, City Attorney Title

Approved: ______________________________
Date
______________________________
Lauren Lai, CPA, MPA
Finance Director/Risk Manager

Approved As to Content:

______________________________
Daniel Nam, Director of Information
Technology

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CITY OF MILPITAS

AGENDA REPORT
(AR)

Item Title: Approve an Amendment of the Master Services and Purchasing Agreement with Axon Enterprise, Inc. by Increasing the Total Not-to-Exceed Amount from $913,178.60 to $1,026,887.82 Over the Five-Year Term (Staff Contact: Jared Hernandez, Chief of Police, 408-586-2406; and Frank Morales, Assistant Chief of Police, 408-586-2521)
Category: Consent Calendar-Public Safety
Meeting Date: 9/19/2023
Recommendation: Approve an amendment of the Master Services and Purchasing Agreement with Axon Enterprise, Inc. by increasing the total not-to-exceed amount from $913,178.60 to $1,026,887.82 over the five-year term.

BACKGROUND:

The Milpitas Police Department currently issues body worn cameras and conducted energy devices (tasers) developed and sold by Axon Enterprise, Inc. (Axon), to all sworn personnel. In addition, the department subscribes to a cloud-based digital evidence management system by Axon to store all body worn camera footage and conducted energy device data, allowing for the storage, preservation, and secured sharing of files, both internally and externally.

Axon provides the Milpitas Police Department an “Officer Safety Plan” which includes special pricing for the collective purchase of body worn cameras, tasers, service agreement, warranty of all products, and Evidence.com. The Santa Clara County District Attorney’s Office is also a subscribing customer of Evidence.com, which enables the Police Department to securely transfer digital evidence to the District Attorney’s Office as needed. In addition, Axon offers an interview room hardware/software system that fully integrates into Evidence.com and allows for seamless access by the District Attorney’s Office, but to which the City does not currently subscribe.

On June 7, 2022, the City Council approved the sole source purchase of body worn cameras, conducted energy devices (tasers), associated equipment, and Evidence.com (cloud-based data storage solution) subscription by way of Master Services and Purchasing Agreement with Axon Enterprises, Inc. for a contract term of five-years and a total not-to-exceed amount of $913,178.60.

The Police Department now wishes to amend the current Master Services and Purchasing Agreement with Axon by adding “Axon Interview Solution” equipment for the remaining four years of the original agreement.

ANALYSIS:

The Police Department requests to amend the current Master Services and Purchasing Agreement with Axon to add “Axon Interview Solution” equipment/software to replace the Police Department’s existing system. The total cost of the proposed amendment for the addition of this equipment is $113,709.22 over the remaining four years of the original agreement (approximately $28,427.36 annually), with no price escalation.

The Police Department utilizes interview room recording equipment to gather information leading to the conviction of criminals and for the safety and protection of subjects, witnesses, and police department staff.

The department currently uses VideOversight by Microception, Inc., for recording interview room activities. This technology has been in place since 2007 and is nearing the end of its useful life. Furthermore, VideOversight occasionally suffers from software crashes, has poor audio quality, and creates added work for our evidence technicians, who must transfer video files to a shared server with the District Attorney’s Office for access.

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Item # C15.

Police Department staff reviewed multiple options to replace the current system, and their conclusion is that “Axon Interview Room” will best meet the current and future needs of the Police Department. Specifically, the combined software and hardware system fully integrates into the department’s existing body worn camera system and Evidence.com cloud-based data storage, and the proposed system also includes the features needed to obtain accurate recordings and maintain chain-of-custody.

Section I-2-3.06 of the Milpitas Municipal Code authorizes the Purchasing Agent to award contracts without competition when the Purchasing Agent determines in writing, after conducting a good faith review of available sources, that only one viable source exists for the required supplies, material, equipment or general service, or there is a compelling reason for using only one source (see attached Sole Source Justification form). Axon manufactures and maintains the Department’s current camera and evidence management system. In addition, Axon’s “Interview Solution” equipment/software is the only product that will integrate with the systems that the Department already has in place. The Purchasing Agent has determined that this integration is a compelling reason for pursuing sole-source procurement.

POLICY ALTERNATIVE(S):

Alternative 1: Do not amend the Master Services and Purchasing Agreement with Axon Enterprise, Inc.

Pros: The City would not incur the additional cost of $113,709.22 for interview room equipment over the five- year term of the agreement.

Cons: The current interview room equipment system is nearing the end of its useful life. Without the recommended amendment, Police Department staff would be working without an up-to-date and fully integrated interview room equipment system, an integral tool needed to support accountability and transparency in department operations.

Reason for Not Recommending: This equipment is required for the regular operation of the police department; the use of this equipment ensures proper gathering of evidence in criminal and civil cases, as required by law.

FISCAL IMPACT:

The total additional not-to-exceed amount for the remaining four years of the original contract is $113,709.22, subject to annual appropriations. The FY2023-24 fiscal impact is $28,427.35, to be funded by the Police Department’s 2022 COPS grant which is included in the FY2023-24 adopted budget. The remaining contract amount of $85,281.95 will be incorporated in the future annual operating budget development for funding.

California Environmental Quality Act (CEQA):

The action being requested is not a project as defined by CEQA (CEQA Guidelines exemption 15378(b)(2)).

RECOMMENDATION:

1. Approve an Amendment of the Master Services and Purchasing Agreement with Axon Enterprise, Inc. by Increasing the Total Not-to-Exceed Amount from $913,178.60 to $1,026,887.82 Over the Original Five- Year Term

ATTACHMENTS:

1. Axon Quotation and Statement of Work

2. Axon Master Services and Purchasing Agreement

3. First Amendment to the Axon Master Services and Purchasing Agreement

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Q-410635-45160.617KP
Issued: 08/22/2023
Quote Expiration: 09/15/2023
Estimated Contract Start Date: 10/01/2023
Account Number: 105711
Payment Terms: N30
Delivery Method:

SHIP TO BILL TO SALES REPRESENTATIVE PRIMARY CONTACT
Delivery;Invoice-1275 N Milpitas Blvd
1275 N Milpitas Blvd
Milpitas,
CA
95035-3153
USA

Milpitas Police Dept. - CA
1275 N Milpitas Blvd
Milpitas
CA
95035-3153
USA
Email:

Kyle Panasewicz
Phone: +1 4803294734
Email: [email protected]
Fax: (480) 905-2071
Francisco Sanchez
Phone: 408-586-2506
Email: [email protected]
Fax: (408) 586-2488
Quote Summary Discount Summary
Program Length 45.4516 Months Average Savings Per Year $12,612.75 TOTAL COST $109,783.56
ESTIMATED TOTAL W/ TAX $113,709.22 TOTAL SAVINGS $47,772.48

Payment Summary
Date Subtotal Tax Total
Sep 2023 $27,445.94 $981.41 $28,427.35
Oct 2023 ($0.23) $0.00 ($0.23)
Jun 2024 $27,445.95 $981.41 $28,427.36
Jun 2025 $27,445.95 $981.41 $28,427.36
Jun 2026 $27,445.95 $981.43 $28,427.38
Total $109,783.56 $3,925.66 $113,709.22
Axon Enterprise, Inc.
17800 N 85th St.

Scottsdale, Arizona 85255
United States
VAT: 86-0741227
Domestic: (800) 978-2737
International: +1.800.978.2737
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Quote Unbundled Price: $157,556.04
Quote List Price: $119,625.99
Quote Subtotal: $109,783.56
Pricing
All deliverables are detailed in Delivery Schedules section lower in proposal Item Description Qty Term Unbundled List Price Net Price Subtotal Tax Total Program
IR1CB Interview Room 1 Camera Essential 5 45 $426.23 $310.42 $247.22 $55,623.98 $2,189.56 $57,813.54 IR1CB Interview Room 1 Camera Essential 1 45 $408.92 $390.68 $444.05 $19,982.09 $627.97 $20,610.06 IR1CB Interview Room 1 Camera Essential 2 45 $463.58 $340.78 $379.75 $34,177.49 $1,108.13 $35,285.62 A la Carte Hardware
50364 INTERVIEW - MIC - LINE POWERED 7 $218.67 $0.00 $0.00 $0.00 $0.00 Total $109,783.56 $3,925.66 $113,709.22
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Delivery Schedule
Hardware
Bundle Item Description QTY Estimated Delivery Date
Interview Room 1 Camera Essential 50114 INTERVIEW - CAMERA - COVERT SENSOR 1 09/01/2023 Interview Room 1 Camera Essential 50118 INTERVIEW - MIC - WIRED (STANDARD MIC) 1 09/01/2023 Interview Room 1 Camera Essential 50218 INTERVIEW - CAMERA - COVERT MAIN UNIT 1 09/01/2023 Interview Room 1 Camera Essential 50298 INTERVIEW - CAMERA - OVERT DOME 5 09/01/2023 Interview Room 1 Camera Essential 50298 INTERVIEW - CAMERA - OVERT DOME 2 09/01/2023 Interview Room 1 Camera Essential 50322 INTERVIEW - TOUCH PANEL PRO 5 09/01/2023 Interview Room 1 Camera Essential 50322 INTERVIEW - TOUCH PANEL PRO 2 09/01/2023 Interview Room 1 Camera Essential 50322 INTERVIEW - TOUCH PANEL PRO 1 09/01/2023 Interview Room 1 Camera Essential 74056 INTERVIEW - TOUCH PANEL WALL MOUNT 5 09/01/2023 Interview Room 1 Camera Essential 74056 INTERVIEW - TOUCH PANEL WALL MOUNT 1 09/01/2023 Interview Room 1 Camera Essential 74056 INTERVIEW - TOUCH PANEL WALL MOUNT 2 09/01/2023 Interview Room 1 Camera Essential 74059 INTERVIEW - ENCLOSURE - MOTION SENSOR 1 09/01/2023 A la Carte 50364 INTERVIEW - MIC - LINE POWERED 7 09/01/2023 Software
Bundle Item Description QTY Estimated Start Date Estimated End Date Interview Room 1 Camera Essential 50037 INTERVIEW - SOFTWARE - CLIENT (PER TOUCH PANEL-PC) 5 10/01/2023 07/14/2027 Interview Room 1 Camera Essential 50037 INTERVIEW - SOFTWARE - CLIENT (PER TOUCH PANEL-PC) 2 10/01/2023 07/14/2027 Interview Room 1 Camera Essential 50037 INTERVIEW - SOFTWARE - CLIENT (PER TOUCH PANEL-PC) 1 10/01/2023 07/14/2027 Interview Room 1 Camera Essential 50039 INTERVIEW - SOFTWARE - CLIENT MAINTENANCE (PER TOUCH PANEL-P 5 10/01/2023 07/14/2027
Interview Room 1 Camera Essential 50039 INTERVIEW - SOFTWARE - CLIENT MAINTENANCE (PER TOUCH PANEL-P 2 10/01/2023 07/14/2027
Interview Room 1 Camera Essential 50039 INTERVIEW - SOFTWARE - CLIENT MAINTENANCE (PER TOUCH PANEL-P 1 10/01/2023 07/14/2027
Interview Room 1 Camera Essential 50041 INTERVIEW - SOFTWARE - STREAMING SERVER LICENSE (PER SERVER) 2 10/01/2023 07/14/2027
Interview Room 1 Camera Essential 50041 INTERVIEW - SOFTWARE - STREAMING SERVER LICENSE (PER SERVER) 2 10/01/2023 07/14/2027
Interview Room 1 Camera Essential 50043 INTERVIEW - SOFTWARE - STREAMING SERVER MAINTENANCE (PER SER 2 10/01/2023 07/14/2027
Interview Room 1 Camera Essential 50043 INTERVIEW - SOFTWARE - STREAMING SERVER MAINTENANCE (PER SER 2 10/01/2023 07/14/2027
Interview Room 1 Camera Essential 50045 UNLIMITED INTERVIEW ROOM CLOUD STORAGE 5 10/01/2023 07/14/2027 Interview Room 1 Camera Essential 50045 UNLIMITED INTERVIEW ROOM CLOUD STORAGE 2 10/01/2023 07/14/2027 Interview Room 1 Camera Essential 50045 UNLIMITED INTERVIEW ROOM CLOUD STORAGE 1 10/01/2023 07/14/2027 Interview Room 1 Camera Essential 73840 EVIDENCE.COM BASIC ACCESS LICENSE 1 10/01/2023 07/14/2027 243
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Services
Bundle Item Description QTY
Interview Room 1 Camera Essential 85170 INTERVIEW - SERVICE - STANDARD INSTALL AND SETUP (PER ROOM) 5 Interview Room 1 Camera Essential 85170 INTERVIEW - SERVICE - STANDARD INSTALL AND SETUP (PER ROOM) 1 Interview Room 1 Camera Essential 85170 INTERVIEW - SERVICE - STANDARD INSTALL AND SETUP (PER ROOM) 2 Warranties
Bundle Item Description QTY Estimated Start Date Estimated End Date Interview Room 1 Camera Essential 50448 EXT WARRANTY, INTERVIEW ROOM 5 10/01/2023 07/14/2027 Interview Room 1 Camera Essential 50448 EXT WARRANTY, INTERVIEW ROOM 1 10/01/2023 07/14/2027 Interview Room 1 Camera Essential 50448 EXT WARRANTY, INTERVIEW ROOM 2 10/01/2023 07/14/2027 244
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Payment Details
Sep 2023
Invoice Plan Item Description Qty Subtotal Tax Total
Year 1 50364 INTERVIEW - MIC - LINE POWERED 7 $0.00 $0.00 $0.00 Year 1 IR1CB Interview Room 1 Camera Essential 5 $13,905.98 $547.38 $14,453.36 Year 1 IR1CB Interview Room 1 Camera Essential 2 $8,544.44 $277.03 $8,821.47 Year 1 IR1CB Interview Room 1 Camera Essential 1 $4,995.52 $157.00 $5,152.52 Total $27,445.94 $981.41 $28,427.35
Oct 2023
Invoice Plan Item Description Qty Subtotal Tax Total
Invoice Upon Fulfillment IR1CB Interview Room 1 Camera Essential 2 ($0.23) $0.00 ($0.23) Total ($0.23) $0.00 ($0.23)
Jun 2024
Invoice Plan Item Description Qty Subtotal Tax Total
Year 2 50364 INTERVIEW - MIC - LINE POWERED 7 $0.00 $0.00 $0.00 Year 2 IR1CB Interview Room 1 Camera Essential 5 $13,905.99 $547.38 $14,453.37 Year 2 IR1CB Interview Room 1 Camera Essential 2 $8,544.44 $277.03 $8,821.47 Year 2 IR1CB Interview Room 1 Camera Essential 1 $4,995.52 $157.00 $5,152.52 Total $27,445.95 $981.41 $28,427.36
Jun 2025
Invoice Plan Item Description Qty Subtotal Tax Total
Year 3 50364 INTERVIEW - MIC - LINE POWERED 7 $0.00 $0.00 $0.00 Year 3 IR1CB Interview Room 1 Camera Essential 5 $13,905.99 $547.38 $14,453.37 Year 3 IR1CB Interview Room 1 Camera Essential 2 $8,544.44 $277.03 $8,821.47 Year 3 IR1CB Interview Room 1 Camera Essential 1 $4,995.52 $157.00 $5,152.52 Total $27,445.95 $981.41 $28,427.36
Jun 2026
Invoice Plan Item Description Qty Subtotal Tax Total
Year 4 50364 INTERVIEW - MIC - LINE POWERED 7 $0.00 $0.00 $0.00 Year 4 IR1CB Interview Room 1 Camera Essential 5 $13,905.99 $547.42 $14,453.41 Year 4 IR1CB Interview Room 1 Camera Essential 1 $4,995.52 $156.97 $5,152.49 Year 4 IR1CB Interview Room 1 Camera Essential 2 $8,544.44 $277.04 $8,821.48 Total $27,445.95 $981.43 $28,427.38

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Tax is estimated based on rates applicable at date of quote and subject to change at time of invoicing. If a tax exemption certificate should be applied, please submit prior to invoicing.

Standard Terms and Conditions
Axon Enterprise Inc. Sales Terms and Conditions
Axon Master Services and Purchasing Agreement:

ACEIP:

This Quote is governed by the Master Services and Purchasing Agreement executed between Milpitas Police Department and Axon Enterprise Inc. (formerly TASER International, Inc.) dated June 16, 2022 (Agreement) as well as the attached Statement of Work (SOW) for Axon Fleet and/or Axon Interview Room purchase, if applicable. In the event you and Axon have entered into a prior agreement to govern all future purchases, that agreement shall govern to the extent it includes the products and services being purchased and does not conflict with the Axon Customer Experience Improvement Program Appendix as described below.

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

Acceptance of Terms:

Any purchase order issued in response to this Quote is subject solely to the above referenced terms and conditions. By signing below, you represent that you are lawfully able to enter into contracts. If you are signing on behalf of an entity (including but not limited to the company, municipality, or government agency for whom you work), you represent to Axon that you have legal authority to bind that entity. If you do not have this authority, please do not sign this Quote. 246
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\s1\ \d1\
Signature Date Signed
8/22/2023

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1 FLEET STATEMENT OF WORK BETWEEN AXON ENTERPRISE AND AGENCY Introduction
This Statement of Work (“SOW”) has been made and entered into by and between Axon Enterprise, Inc. (“AXON”), and Milpitas Police Dept. - CA the (“AGENCY”) for the purchase of the Axon Fleet in-car video solution (“FLEET”) and its supporting information, services and training. (AXON Technical Project Manager/The AXON installer)
Purpose and Intent
AGENCY states, and AXON understands and agrees, that Agency’s purpose and intent for entering into this SOW is for the AGENCY to obtain from AXON deliverables, which used solely in conjunction with AGENCY’s existing systems and equipment, which AGENCY specifically agrees to purchase or provide pursuant to the terms of this SOW.

This SOW contains the entire agreement between the parties. There are no promises, agreements, conditions, inducements, warranties or understandings, written or oral, expressed or implied, between the parties, other than as set forth or referenced in the SOW.

Acceptance
Upon completion of the services outlined in this SOW, AGENCY will be provided a professional services acceptance form (“Acceptance Form”). AGENCY will sign the Acceptance Form acknowledging that services have been completed in substantial conformance with this SOW and the Agreement. If AGENCY reasonably believes AXON did not complete the professional services in conformance with this SOW, AGENCY must notify AXON in writing of the specific reasons within seven (7) calendar days from delivery of the Acceptance Form. AXON will remedy the issues to conform with this SOW and re-present the Acceptance Form for signature. If AXON does not receive the signed Acceptance Form or written notification of the reasons for rejection within 7 calendar days of the delivery of the Acceptance Form, AGENCY will be deemed to have accepted the services in accordance to this SOW.

Force Majeure
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2 Neither party hereto shall be liable for delays or failure to perform with respect to this SOW due to causes beyond the party’s reasonable control and not avoidable by diligence.

Schedule Change
Each party shall notify the other as soon as possible regarding any changes to agreed upon dates and times of Axon Fleet in-car Solution installation to be performed pursuant of this Statement of Work.

Axon Fleet Deliverables
Typically, within (30) days of receiving this fully executed SOW, an AXON Technical Project Manager will deliver to AGENCY’s primary point of contact via electronic media, controlled documentation, guides, instructions and videos followed by available dates for the initial project review and customer readiness validation. Unless otherwise agreed upon by AXON, AGENCY may print and reproduce said documents for use by its employees only.

Security Clearance and Access
Upon AGENCY’s request, AXON will provide the AGENCY a list of AXON employees, agents, installers or representatives which require access to the AGENCY’s facilities in order to perform Work pursuant of this Statement of Work. AXON will ensure that each employee, agent or representative has been informed or and consented to a criminal background investigation by AGENCY for the purposes of being allowed access to AGENCY‘s facilities. AGENCY is responsible for providing AXON with all required instructions and documentation accompanying the security background check’s requirements.

Training
AXON will provide training applicable to Axon Evidence, Cradlepoint NetCloud Manager and Axon Fleet application in a train-the-trainer style method unless otherwise agreed upon between the AGENCY and AXON.

Local Computer
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3 AGNECY is responsible for providing a mobile data computer (MDC) with the same software, hardware, and configuration that AGENCY personnel will use with the AXON system being installed. AGENCY is responsible for making certain that any and all security settings (port openings, firewall settings, antivirus software, virtual private network, routing, etc.) are made prior to the installation, configuration and testing of the aforementioned deliverables.

Network
AGENCY is responsible for making certain that any and all network(s) route traffic to appropriate endpoints and AXON is not liable for network breach, data interception, or loss of data due to misconfigured firewall settings or virus infection, except to the extent that such virus or infection is caused, in whole or in part, by defects in the deliverables.

Cradlepoint Router
When applicable, AGENCY must provide AXON Installers with temporary administrative access to Cradlepoint’s NetCloud Manager to the extent necessary to perform Work pursuant of this Statement of Work.

Evidence.com
AGENCY must provide AXON Installers with temporary administrative access to Axon Evidence.com to the extent necessary to perform Work pursuant of this SOW.

Wireless Upload System
If purchased by the AGENCY, on such dates and times mutually agreed upon by the parties, AXON will install and configure into AGENCY’s existing network a wireless network infrastructure as identified in the AGENCY’s binding quote based on conditions of the sale.

VEHICLE INSTALLATION
Preparedness
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4 On such dates and times mutually agreed upon by the parties, the AGENCY will deliver all vehicles to an AXON Installer less weapons and items of evidence.

Vehicle(s) will be deemed ‘out of service’ to the extent necessary to perform Work pursuant of this SOW.

Existing Mobile Video Camera System Removal
On such dates and times mutually agreed upon by the parties, the AGENCY will deliver all vehicles to an AXON Installer which will remove from said vehicles all components of the existing mobile video camera system unless otherwise agreed upon by the AGENCY.

Major components will be salvaged by the AXON Installer for auction by the AGENCY. Wires and cables are not considered expendable and will not be salvaged. Salvaged components will be placed in a designated area by the AGENCY within close proximity of the vehicle in an accessible work space.

Prior to removing the existing mobile video camera systems, it is both the responsibility of the AGENCY and the AXON Installer to test the vehicle’s systems’ operation to identify and operate, documenting any existing component or system failures and in detail, identify which components of the existing mobile video camera system will be removed by the AXON Installer.

In-Car Hardware/Software Delivery and Installation
On such dates and times mutually agreed upon by the parties, the AGENCY will deliver all vehicles to an AXON Installer, who will install and configure in each vehicle in accordance with the specifications detailed in the system’s installation manual and its relevant addendum(s). Applicable in-car hardware will be installed and configured as defined and validated by the AGENCY during the pre-deployment discovery process.

If a specified vehicle is unavailable on the date and time agreed upon by the parties, AGENCY will provide a similar vehicle for the installation process. Delays due to a vehicle, or substitute vehicle, not being available at agreed upon dates and times may results in additional fees to the AGENCY. If the AXON Installer determines that a vehicle is not properly prepared for installation (“Not Fleet Ready”), such as a battery not being properly charged or properly up-fit for in-service, field operations, the issue shall be reported immediately to the AGENCY for resolution and a date and time for the future installation shall be agreed upon by the parties.
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5 Upon completion of installation and configuration, AXON will systematically test all installed and configured in-car hardware and software to ensure that ALL functions of the hardware and software are fully operational and that any deficiencies are corrected unless otherwise agreed upon by the AGENCY, installation, configuration, test and the correct of any deficiencies will be completed in each vehicle accepted for installation.

Prior to installing the Axon Fleet camera systems, it is both the responsibility of the AGENCY and the AXON Installer to test the vehicle’s existing systems’ operation to identify, document any existing component or vehicle systems’ failures. Prior to any vehicle up-fitting the AXON Installer will introduce the system’s components, basic functions, integrations and systems overview along with reference to AXON approved, AGENCY manuals, guides, portals and videos. It is both the responsibility of the AGENCY and the AXON Installer to agree on placement of each components, the antenna(s), integration recording trigger sources and customer preferred power, ground and ignition sources prior to permanent or temporary installation of an Axon Fleet camera solution in each vehicle type.

Agreed placement will be documented by the AXON Installer.

AXON welcomes up to 5 persons per system operation training session per day, and unless otherwise agreed upon by the AGENCY, the first vehicle will be used for an installation training demonstration. The second vehicle will be used for an assisted installation training demonstration. The installation training session is customary to any AXON Fleet installation service regardless of who performs the continued Axon Fleet system installations. 252
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6 The customary training session does not ‘certify’ a non-AXON Installer, customer-employed Installer or customer 3rd party Installer, since the AXON Fleet products does not offer an Installer certification program. Any work performed by non-AXON Installer, customer-employed Installer or customer 3rd party Installer is not warrantied by AXON, and AXON is not liable for any damage to the vehicle and its existing systems and AXON Fleet hardware. 253
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Master Services and Purchasing Agreement for Agency

Title: Master Services and Purchasing Agreement for Agency Department: Legal
Version: 14.0
Release Date: 3/10/2022 Page 1 of 20
This Master Services and Purchasing Agreement (“Agreement”) is between Axon Enterprise, Inc., a Delaware corporation (“Axon”), and the agency listed below or, if no agency is listed below, the agency on the Quote attached hereto (“Agency”). This Agreement is effective as of the later of the (a) last signature date on this Agreement or (b) signature date on the Quote (“ Effective Date”). Axon and Agency are each a “ Party” and collectively “ Parties”. This Agreement governs Agency’s purchase and use of the Axon Devices and Services detailed in the Quote Appendix (“Quote”). It is the intent of the Parties that this Agreement act as a master agreement governing all subsequent purchases by Agency for the same Axon Devices and Services in the Quote, and al l such subsequent quotes accepted by Agency shall be also incorporated into this Agreement by reference as a Quote. The Parties agree as follows:

1. Definitions.

1.1. “Axon Cloud Services” means Axon’s web services for Axon Evidence, Axon Records, Axon Dispatch, and interactions between Axon Evidence and Axon Devices or Axon client software. Axon Cloud Service excludes third-party applications, hardware warranties, and my.evidence.com.

1.2. “Axon Device” means all hardware provided by Axon under this Agreement.

1.3. “Quote” means an offer to sell and is only valid for devices and services on the quote at the specified prices.

Any terms within Agency’s purchase order in response to a Quote will be void. Orders are subject to prior credit approval. Changes in the deployment e stimated ship date may change charges in the Quote. Shipping dates are estimates only. Axon is not responsible for typographical errors in any offer by Axon, and Axon reserves the right to cancel any orders resulting from such errors.

1.4. “Services” means al l services provided by Axon under this Agreement, including software, Axon Cloud Services, and professional services.

2. Term. This Agreement begins on the Effective Date and continues until all subscriptions hereunder have expired or have been terminated (“Term”).

2.1. All subscriptions including Axon Evidence, Axon Fleet, Officer Safety Plans, Technology Assurance Plans, and TASER 7 plans begin on the date stated in the Quote. Each subscription term ends upon completion of the subscription stated in the Quote (“Subscription Term”).

2.2. Reserved.

3. Payment. Axon invoices upon shipment, or on the date specified within the invoicing plan in the Quote. Payment is due net 30 days from the invoice date. Payment obligations are non-cancelable.

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

5. Shipping. Axon may make partial shipments and ship Axon Devices from multiple locations. All shipments are EXW (Incoterms 2020) via common carrier. Title and risk of loss pass to Agency upon Axon’s delivery to the common carrier. Agency is responsible for any shipping charges in the Quote.

6. Returns. All sales are final. Axon does not allow refunds or exchanges, except warranty returns or as p rovided by state or federal law.

7. Warranty.

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

Extended warranties run from the expiration of the 1-year hardware warranty through the extended warranty term. All software and Axon Cloud Services, are provided "AS IS," without any warranty of any kind, either express or implied, including without limitation the implied warranties of merchantability, fitness for a particular purpose and non -infringement. Axon Devices, software, and services that are not manufactured, published or performed by Axon (“Third -Party Products”) are not covered by Axon’s warranty and are only subject to the warranties of the third-party provider or manufacturer.

7.2. Claims. If Axon receives a valid warranty claim for an Axon -manufactured Device during the warranty term, Axon’s sole responsibility is to repair or replace the Axon -manufactured Device with the same or like Axo n- manufactured Device, at Axon’s option. A replacement Axon -manufactured Device will be new or like new.

Axon will warrant the replacement Axon -manufactured Device for the longer of (a) the remaining warranty of the original Axon Manufactured Device or (b) 90-days from the date of repair or replacement.

7.2.1. If Agency exchanges a device or part, the replacement item becomes Agency’s property, and the DocuSign Envelope ID: 7541F16D-98D9-4A1B-9EDA-6D62CA82D3A7 254
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replaced item becomes Axon’s property. Before delivering an Axon -manufactured Device for service, Agency must up load Axon-manufactured Device data to Axon Evidence or download it and retain a copy. Axon is not responsible for any loss of software, data, or other information contained in storage media or any part of the Axon-manufactured Device sent to Axon for service.

7.3. Spare Axon Devices. At Axon's reasonable discretion, Axon may provide Agency a predetermined number of spare Axon Devices as detailed in the Quote (“ Spare Axon Devices”). Spare Axon Devices are intended to replace broken or non -functioning units whil e Agency submits the broken or non -functioning units, through Axon’s warranty return process. Axon will repair or replace the unit with a replacement Axon Device. Title and risk of loss for all Spare Axon Devices shall pass to Agency in accordance with shi pping terms under Section

5. Axon assumes no liability or obligation in the e/vent Agency does not utilize Spare Axon Devices for the intended purpose.

7.4. Limitations. Axon’s warranty excludes damage related to: (a) failure to follow Axon Device use instructions; (b) Axon Devices used with equipment not manufactured or recommended by Axon; (c) abuse, misuse, or intentional damage to Axon Device; (d) force majeure; (e) Axon Devices repaired or modified by persons other than Axon without Axon’s written permission; or (f) Axon Devices with a defaced or removed serial number.

Axon’s warranty will be void if Agency resells Axon Devices.

7.4.1. To the extent permitted by law, the above warranties and remedies are exclusive. Axon disclaims all other warranties, remedies, and conditions, whether oral, written, statutory, or implied. If statutory or implied warranties cannot be lawfully disclaimed, then such warranties are limited to the duration of the warranty described above and by the provisions in this Agreement.

7.4.2. Axon’s cumulative liability to any Party for any loss or damage resulting from any claim, demand, or action arising out of or relating to any Axon Device or Service will not exceed the purchase price paid to Axon for the Axon Device, or if for Services, the amount paid for such Services over the 12 months preceding the claim. Neither Party will be liable for direct, special, indirect, incidental, punitive or consequential damages, however caused, whether for breach of warranty or contract, negligence, strict liability, tort or any other legal theory.

7.5. Online Support Platforms . Use of Axon's online support platforms (e.g., Axon Academy and MyAxon) is governed by the Axon Online Support Platforms Terms of Use Appendix available at www.axon.com/sales- terms-and-conditions.

7.6. Third-Party Software and Services . Use of software or services other than those provided by Axon is governed by the terms, if any, entered into between Agency and the respective third-party provider, including, without limitation, the terms applicable to such software or services located at www.axon.com/sales-terms- and-conditions, if any.

7.7. Axon Aid . Upon mutual agre ement between Axon and Agency, Axon may provide certain products and services to Agency, as a charitable donation under the Axon Aid program. In such event, Agency expressly waives and releases any and all claims, now known or hereafter known, against Axon, and its officers, directors, employees, agents, contractors, affiliates, successors, and assigns (collectively, "Releasees"), including but not limited to, on account of injury, death, property damage, or loss of data, arising out of or attributable to the Axon Aid program whether arising out of the negligence of Axon or any Releasees or otherwise. Agency agrees not to make or bring any such claim against Axon or any other Releasee, and forever release and discharge Axon and all other Releasees from liabi lity under such claims. Agency expressly allows Axon to publicly announce its participation in Axon Aid and use its name in marketing materials. Axon may terminate the Axon Aid program without cause immediately upon notice to the Agency.

8. Statement of Work. Certain Axon Devices and Services, including Axon Interview Room, Axon Channel Services, and Axon Fleet, may require a Statement of Work that details Axon’s Service deliverables (“SOW”). In the event Axon provides an SOW to Agency, Axon is only responsible to perform Services described in the SOW. Additional services are out of scope. The Parties must document scope changes in a written and signed change order. Changes may require an equitable adjustment in fees or schedule. The SOW is incorporated into this Agreement by reference.

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

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

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

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

13. IP Rights. Axon owns and reserves all right, title, and interest in Axon -manufactured Devices and Services and suggestions to Axon, including all related intellectual property rights. Agency will not cause any Axon proprietary rights to be violated.

14. IP Indemnification. Axon will indemnify Agency Indemnitees against all claims, losses, and reasonable expenses from any third -party claim alleging that the use of Axon -manufactured Devices or Services infringes or misappropriates the third-party’s intellectual property rights. Agency must promptly provide Axon with written notice of such claim, tender to Axon the defense or sett lement of such claim at Axon’s expense and cooperate fully with Axon in the defense or settlement of such claim. Axon’s IP indemnification obligations do not apply to claims based on (a) modification of Axon-manufactured Devices or Services by Agency or a third-party not approved by Axon; (b) use of Axon-manufactured Devices and Services in combination with hardware or services not approved by Axon; (c) use of Axon Devices and Services other than as permitted in this Agreement; or (d) use of Axon software t hat is not the most current release provided by Axon.

15. Agency Responsibilities. Agency is responsible for (a) Agency’s use of Axon Devices; (b) breach of this Agreement or violation of applicable law by Agency or an Agency end user; and (c) a dispute betw een Agency and a third-party over Agency’s use of Axon Devices.

16. Termination.

16.1. For Breach. A Party may terminate this Agreement for cause if it provides 30 days written notice of the breach to the other Party, and the breach remains uncured at the end of 30 days. If Agency terminates this Agreement due to Axon’s uncured breach, Axon will refund prepaid amounts on a prorated basis based on the effective date of termination.

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

16.3. Effect of Termination . Upon termination of this Agreement, Agency rights immediately terminate. Agency remains responsible for all fees incurred before the effective date of termination. If Agency purchases Axon Devices for less than the manufacturer’s suggested retail price (“MSRP”) and this Agreement terminates before the end of the Term, Axon will invoice Agency the difference between the MSRP for Axon Devices received, including any Spare Axon Devices, and amounts paid towards those Axon Devices. Only if terminating for non- appropriation, Agency may return Axon Devices to Axon within 30 days of termination. MSRP is the standalone price of the individual Axon Device at the time of sale. For bundled Axon Devices, MSRP is the standalone price of all individual components.

17. Confidentiality. “Confidential Information” means nonpublic information designated as confidential or, given the nature of the information or circumstances surrounding di sclosure, should reasonably be understood to be confidential. Each Party will take reasonable measures to avoid disclosure, dissemination, or unauthorized use of the other Party’s Confidential Information. Unless required by law, neither Party will disclose the other Party’s Confidential Information during the Term and for 5 years thereafter. To the extent permissible by law, Axon pricing is Confidential Information and competition sensitive. If Agency receives a public records request to disclose Axon Conf idential Information, to the extent allowed by law, Agency will provide notice to Axon before disclosure. Axon may publicly announce information related to this Agreement.

18. General.

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

18.2. Independent Contractors. The Parties are independent contractors. Neither Party has the authority to bind the other. This Agreement does not create a partnership, franchise, joint ventu re, agency, fiduciary, or employment relationship between the Parties.

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

18.4. Non-Discrimination. Neither Party nor its employees will discriminate against any person based on race; religion; creed; color; sex; gender identity and expression; pregnancy; childbirth; breastfeeding; medical conditions related to pregnancy, childbirth, or breastfeeding; sexual orientation; marital status; age; national origin; ancestry; genetic information; disability; veteran status; or any class protected by local, state, or federal law.

DocuSign Envelope ID: 7541F16D-98D9-4A1B-9EDA-6D62CA82D3A7 256
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18.5. Export Compliance. Each Party will comply with all import and export control laws and regulations.

18.6. Assignment. Neither Party may assign this Agreement without th e other Party’s prior written consent. Axon may assign this Agreement, its rights, or obligations without consent: (a) to an affiliate or subsidiary; or (b) for purposes of financing, merger, acquisition, corporate reorganization, or sale of all or substantially all its assets.

This Agreement is binding upon the Parties respective successors and assigns.

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

18.8. Severability. If a court of competent jurisdiction holds any portion of this Agreement invalid or unenforceable, the remaining portions of this Agreement will remain in effect.

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

18.10. Governing Law. The laws of the state where Agency is physically located, without reference to conflict of law rules, govern this Agreement and any dispute arising from it. The United Nations Convention for the International Sale of Goods does not apply to this Agreement.

18.11. Notices. All notices must be in English. Notices posted on Agency’s Axon Evidence site are effective upon posting. Notices by email are effective on the sent date of the email. Notices by personal delivery are effective immediately. Contact information for notices:

Axon: Axon Enterprise, Inc. Agency: Milpitas Police Department Attn: Legal Attn:
17800 N. 85th Street Street Address: 1275 N Milpitas Blvd Scottsdale, Arizona 85255 City, State, Zip: Milpitas, CA 95035 [email protected] Email:

18.12 Entire Agreement . This Agreement, including the Appendices and any SOW(s), represents the entire agreement between the Parties. This Agreement supersedes all prior agreements or understandings, whether written or verbal, regarding the subject matter of this Agreement. This Agreement may only be modified or amended in a writing signed by the Parties.

Each Party, by and through its respective representative authorized to execute this Agreement , has duly executed and delivered this Agreement as of the date of signature.

AXON: AGENCY:

Axon Enterprise, Inc. Milpitas Police Department

Signature:

Name: Name:

Title:

Date:

DocuSign Envelope ID: 7541F16D-98D9-4A1B-9EDA-6D62CA82D3A7 VP, Associate General Counsel
Bobby Driscoll
Jun-13-2022
City Attorney
Michael Mutalipassi
Jun-15-2022
Jun-16-2022
Walter C. Rossmann
Deputy City Manager
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Version: 14.0
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Axon Cloud Services Terms of Use Appendix

1. Definitions.

1.1. “Agency Content” is data uploaded into, ingested by, or created in Axon Cloud Services within Agency’s tenant, including media or multimedia uploaded into Axon Cloud Services by Agency. Agency Content includes Evidence but excludes Non-Content Data.

1.2. “Evidence” is media or multimedia uploaded into Axon Evidence as 'evidence' by an Agency. Evidence is a subset of Agency Content.

1.3. “Non-Content Data” is data, configuration, and usage information about Agency’s Axon Cloud Services tenant, Axon Devices and client software, and users that is transmitted or generated when using Axon Devices. Non- Content Data includes data about users captured during account management and customer support activities.

Non-Content Data does not include Agency Content.

1.4. “Personal Data” means any information relating to an identified or identifiable natural person. An identifiable natural person is one who can be identified, directly or indirectly, in particular by reference to an identifier such as a name, an identification number, location data, an online identifier or to one or more factors specific to the physical, physiological, genetic, mental, economic, cultural or social identity of that natural person.

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

Agency may not upload non-TASER Data to Axon Evidence Lite.

3. Agency Owns Agency Content. Agency controls and owns all right, title, and interest in Agency Content. Except as outlined herein, Axon obtains no interest in Agency Content, and Agency Content is not Axon’s business records.

Agency is solely responsible for uploading, sharing, managing, and deleting Agency Content. Axon will only have access to Agency Content for the limited purposes set forth herein. Agency agrees to allow Axon access to Agency Content to (a) perform troubleshooting, maintenance, or diagnostic screenings; and (b) enforce this Agreement or policies governing use of the Axon products.

4. Security. Axon will implement commercially reasonable and appropriate measures to secure Agency Content against accidental or unlawful loss, access or disclosure. Axon will maintain a comprehensive information security program to protect Axon Cloud S ervices and Agency Content including logical, physical access, vulnerability, risk, and configuration management; incident monitoring and response; encryption of uploaded digital evidence; security education; and data protection. Axon agrees to the Federal Bureau of Investigation Criminal Justice Information Services Security Addendum.

5. Agency Responsibilities. Agency is responsible for (a) ensuring Agency owns Agency Content; (b) ensuring no Agency Content or Agency end user’s use of Agency Content or Axon Cloud Services violates this Agreement or applicable laws; and (c) maintaining necessary computer equipment and Internet connections for use of Axon Cloud Services. If Agency becomes aware of any violation of this Agreement by an end user, Agency will imme diately terminate that end user’s access to Axon Cloud Services.

5.1. Agency will also maintain the security of end usernames and passwords and security and access by end users to Agency Content. Agency is responsible for ensuring the configuration and utilization of Axon Cloud Services meet applicable Agency regulation and standards. Agency may not sell, transfer, or sublicense access to any other entity or person. Agency shall contact Axon immediately if an unauthorized party may be using Agency’s account or Agency Content, or if account information is lost or stolen.

5.2. To the extent Agency uses the Axon Cloud Services to interact with YouTube®, such use may be governed by the YouTube Terms of Service, available at https://www.youtube.com/static?template=terms.

6. Privacy. Agency’s use of Axon Cloud Services is subject to the Axon Cloud Services Privacy Policy, a current version of which is available at https://www.axon.com/legal/cloud -services-privacy-policy. Agency agrees to allow Axon access to Non-Content Data from Agency to (a) perform troubleshooting, maintenance, or diagnostic screenings; (b) provide, develop, improve, and support current and future Axon products and related services; and (c) enforce this Agreement or policies governing the use of Axon products.

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

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

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

10. Suspension. Axon may temporarily suspend Agency’s or any end user’s right to access or use any portion or all of Axon Cloud Services immediately upon notice, if Agency or end user’s use of or registration for Axon Cloud Services may (a) pose a security risk to Axon Cloud Services or any third -party; (b) adversely impact Axon Cloud Services , the systems, or content of any other customer; (c) subject Axon, Axon’s affiliates, or any third -party to liability; or (d) be fraudulent. Agency remains responsible for all fees incurred through suspension. Axon will not delete Agency Content because of suspension, except as specified in this Agreement.

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

12. Axon Records. Axon Records is the software -as-a-service product that is generally available at the time Agency purchases an OSP 7 bundle. During Agency’s Axon Records Subscription Term, if any, Agency will be entitled to receive Axon’s Update and Upgrade releases on an if-and-when available basis.

12.1. The Axon Records Subscription Term will end upon the competition of the Axon Records Subscription as documented in the Quote, or if purchased as part of an OSP 7 bundle, upon competition of the OSP 7 Term (“Axon Records Subscription”)

12.2. An “Update” is a generally available release of Axon Records that Axon makes available from time to time. An “Upgrade” includes (i) new versions of Axon Records that enhance features and functionality, as solely determined by Axon; and/or (ii) n ew versions of Axon Records that provide additional features or perform additional functions. Upgrades exclude new products that Axon introduces and markets as distinct products or applications.

12.3. New or additional Axon products and applications, as well as any Axon professional services needed to configure Axon Records, are not included. If Agency purchases Axon Records as part of a bundled offering, the Axon Record subscription begins on the later of the (1) start date of that bundled offering, or (2) date Axon provisions Axon Records to Agency.

12.4. Users of Axon Records at the agency may upload files to entities (incidents, reports, cases, etc) in Axon Records with no limit to the number of files and amount of storage. Notwithstanding the foregoing, Axon may limit usage should the Agency exceed an average rate of 100 GB per user per year of uploaded files. Axon will not bill for overages.

13. Axon Cloud Services Restrictions . Agency and Agency end users (including employees, contractors, agents, officers, volunteers, and directors), may not, or may not attempt to:

13.1. copy, modify, tamper with, repair, or create derivative works of any part of Axon Cloud Services;

13.2. reverse engineer, disassemble, or decompile Axon Cloud Services or apply any process to derive any source code included in Axon Cloud Services, or allow others to do the same; DocuSign Envelope ID: 7541F16D-98D9-4A1B-9EDA-6D62CA82D3A7 259
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13.3. access or use Axon Cloud Services with the intent to gain unauthorized access, avoid incurring fees or exceeding usage limits or quotas;

13.4. use trade secret information contained in Axon C loud Services, except as expressly permitted in this Agreement;

13.5. access Axon Cloud Services to build a competitive device or service or copy any features, functions, or graphics of Axon Cloud Services;

13.6. remove, alter, or obscure any confidentiality or proprietary rights notices (including copyright and trademark notices) of Axon’s or Axon’s licensors on or within Axon Cloud Services; or

13.7. use Axon Cloud Services to store or transmit infringing, libelous, or other unlawful or tortious material; to store or transmit material in violation of third-party privacy rights; or to store or transmit malicious code.

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

15. Post-Termination Assistance. Axon will provide Agency with the same post -termination data retrieval assistance that Axon generally makes available to all customers. Requests for Axon to provide additional assistance in downloading or transferring Agency Content, including requests for Axon’s data egress service, will result in additional fees and Axon will not warrant or guarantee data integrity or readability in the external system.

16. U.S. Government Rights. If Agency is a U.S. Federal department or using Axon Cloud Services on behalf of a U.S. Federal department, Axon Cloud Services is provided as a “commercial item,” “commercial computer software,” “commercial computer software documentation,” and “technical data”, as defined in the Federal A cquisition Regulation and Defense Federal Acquisition Regulation Supplement. If Agency is using Axon Cloud Services on behalf of the U.S. Government and these terms fail to meet the U.S. Government’s needs or are inconsistent in any respect with federal law, Agency will immediately discontinue use of Axon Cloud Services.

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

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Master Services and Purchasing Agreement for Agency
Title: Master Services and Purchasing Agreement for Agency Department: Legal
Version: 14.0
Release Date: 3/10/2022 Page 8 of 20
Axon Customer Experience Improvement Program Appendix

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

2. ACEIP Tier 1.

2.1. When Axon uses Agency Content for the ACEIP Purposes, Axon will extract from Agency Content and may store separately copies of certain s egments or elements of the Agency Content (collectively, “ ACEIP Content”). When extracting ACEIP Content, Axon will use commercially reasonable efforts to aggregate, transform or de -identify Agency Content so that the extracted ACEIP Content is no longer reasona bly capable of being associated with, or could reasonably be linked directly or indirectly to a particular individual (“Privacy Preserving Technique(s)”). For illustrative purposes, some examples are described in footnote 1 1. For clarity, ACEIP Content wi ll still be linked indirectly, with an attribution, to the Agency from which it was extracted. This attribution will be stored separately from the data itself, but is necessary for and will be solely used to enable Axon to identify and delete all ACEIP Content upon Agency request.

Once de-identified, ACEIP Content may then be further modified, analyzed, and used to create derivative works. At any time, Agency may revoke the consent granted herein to Axon to access and use Agency Content for ACEIP Purposes. Within 30 days of receiving the Agency’s request, Axon will no longer access or use Agency Content for ACEIP Purposes and will delete any and all ACEIP Content. Axon will also delete any derivative works which may reasonably be capable of being associated with, or could reasonably be linked directly or indirectly to Agency. In addition, if Axon uses Agency Content for the ACEIP Purposes, upon request, Axon will make available to Agency a list of the specific type of Agency Content being used to generate ACE IP Content, the purpose of such use, and the retention, privacy preserving extraction technique, and relevant data protection practices applicable to the Agency Content or ACEIP Content (“Use Case”). From time to time, Axon may develop and deploy new Use C ases. At least 30 days prior to authorizing the deployment of any new Use Case, Axon will provide Agency notice (by updating the list of Use Case at https://www.axon.com/aceip and providing Agency with a mechanism to obtain notice of that update or another commercially reasonable method to Agency designated contact) (“New Use Case”).

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

3. ACEIP Tier 2. In addition to ACEIP Tier 1, if Agency wants to help further improve Axon’s services, Agency may choose to participate in Tier 2 of the ACEIP. ACEIP Tier 2 grants Axon certain additional rights to use Agency

1 For example; (a) when extracting specific text to improve automated transcription capabilities, text that could be used to directly identify a particular individual would not be extracted, and extracted text would be disassociated from identifying metadata of any speakers, and the extracted text would be split into individual words and aggregated with other data sources (including publicly available data) to remove any reasonable ability to link any specific text directly or indirectly back to a particular individual; (b) when extracting license plate data to improve Automated License Plate Recognition (ALPR) capabilities, individual license plate characters would be extracted and disassociated from each other so a complete plate could not be reconstituted, and all association to other elements of the source video, such as the vehicle, location, time, and the surrounding environment would also be removed; (c) when extracting audio of potential acoustic events (such as glass breaking or gun shots), very short segments (<1 second) of audio that only contains the likely acoustic events would be extracted and all human utterances would be removed.

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Master Services and Purchasing Agreement for Agency
Title: Master Services and Purchasing Agreement for Agency Department: Legal
Version: 14.0
Release Date: 3/10/2022 Page 9 of 20
Content, in addition to those set forth in Tier 1 above, without the guaranteed deployment of a Privacy Preserving Technique to enable product development, improvement, and support that cannot be accomplished with aggregated, transformed or de-identified data.
☐ Check this box if Agency wants to help further improve Axon’s services by participating in ACEIP Tier 2 in addition to Tier 1. Axon will not enroll Agency into ACEIP Tier 2 until Axon and Agency agree to terms in writing providing for such participation in ACEIP Tier 2.

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Master Services and Purchasing Agreement for Agency
Title: Master Services and Purchasing Agreement for Agency Department: Legal
Version: 14.0
Release Date: 3/10/2022 Page 10 of 20
Technology Assurance Plan Appendix
If Technology Assurance Plan (“TAP”) or a bundle including TAP is on the Quote, this appendix applies.

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

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

3. OSP 7 Term. OSP 7 begins on the date specified in the Quote (“OSP 7 Term”).

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

5. TAP Dock Upgrade. If Agency has no outstanding payment obligations and purchased TAP, Axon will provide Agency a new Axon Dock as scheduled in the Quote (“ Dock Upgrade”). Accessories associated with any Dock Upgrades are subject to change at Axon discretion. Dock Upgrades will only include a new Axon Dock bay configuration unless a new Axon Dock core is required for BWC compatibility. If Agency originally purchased a single-bay Axon Dock, the Dock Upgrade will be a single-bay Axon Dock model that is the same or like Axon Device, at Axon’s option. If Agency originally purchased a multi-bay Axon Dock, the Dock Upgrade will be a multi-bay Axon Dock that is the same or like Axon Device, at Axon’s option.

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

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

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

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

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

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

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

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

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

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

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

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

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

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

7. Privacy. Axon will not disclose Agency Content or any information about Agency except as compelled by a court or administrative body or required by any law or regulation. Axon will give notice if any disclosure request is received for Agency Content, so Agency may file an objection with the court or administrative body.

8. Termination. If payment for TASER 7 is more than 30 days past due, Axon may terminate Agency’s TASER 7 plan by notifying Agency. Upon termination for any reason, then as of the date of termination:

8.1. TASER 7 extended warranties and access to Training Content will terminate. No refunds will be given.

8.2. Axon will invoice Agency the remaining MSRP for TASER 7 products received before termination. If terminating for non-appropriations, Axon will not invoice Agency if Agency returns the CEW, rechargeable battery, holster, dock, core, training suits, and unused cartridges to Axon within 30 days of the date of termination.

8.3. Agency will be responsible for payment of any missed payments due to the termination befor e being allowed to purchase any future TASER 7 plan.

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Item # C15.

1. Axon Respond Subscription Term . If Agency purchases Axon Respond as part of a bundled offering, the Axon Respond subscription begins on the later of the (1) start date of that bundled offering, or (2) date Axon provisions Axon Respond to Agency. If Agency purchases Axon Respond as a stan dalone, the Axon Respond subscription begins the later of the (1) date Axon provisions Axon Respond to Agency, or (2) first day of the month following the Effective Date. The Axon Respond subscription term will end upon the completion of the Axon Evidence Subscription associated with Axon Respond.

2. Scope of Axon Respond. The scope of Axon Respond is to assist Agency with real-time situational awareness during critical incidents to improve officer safety, effectiveness, and awareness. In the event Agency uses Axon Respond outside this scope, Axon may initiate good-faith discussions with Agency on upgrading Agency’s Axon Respond to better meet Agency’s needs.

3. Axon Body 3 LTE Requirements. Axon Respond is only available and usable with an LTE enabled body-worn camera. Axon is not liable if Agency utilizes the LTE device outside of the coverage area or if the LTE carrier is unavailable. LTE coverage is only available in the United States, including any U.S. territories. Axon may utilize a carrier of Axon’s choice to provide LTE service. Axon may change LTE carriers during the Term without Agency’s consent.

4. Axon Fleet 3 LTE Requirements. Axon Respond is only available and usable with a Fleet 3 system configured with LTE modem and service. Agency is responsible for providing LTE service for the modem. Coverage and availability of LTE service is subject to Agency’s LTE carrier.

5. Axon Respond Service Limitations . Agency acknowledges that LTE service is made available only within the operating range of the networks. Service may be temporarily refused, interrupted, or limited because of: (a) facilities limitations; (b) transmission limitations caused by atmospheric, terrain, other natural or artificial conditions adversely affecting transmission, weak batteries, system overcapacity, movement outside a service area or gaps in coverage in a service area and other causes reasonably outside of the carrier’s control such as intentional or negligent acts of third parties that damage or impair the network or disrupt service; or ( c) equipment modifications, upgrades, relocations, repairs, and other similar activities necessary for the proper or improved operation of service.

5.1. With re gard to Axon Body 3, Partner networks are made available as -is and the carrier makes no warranties or representations as to the availability or quality of roaming service provided by carrier partners, and the carrier will not be liable in any capacity for any errors, outages, or failures of carrier partner networks. Agency expressly understands and agrees that it has no contractual relationship whatsoever with the underlying wireless service provider or its affiliates or contractors and Agency is not a third-party beneficiary of any agreement between Axon and the underlying carrier.

6. Termination. Upon termination of this Agreement, or if Agency stops paying for Axon Respond or bundles that include Axon Respond, Axon will end Axon Respond services, including any Axon-provided LTE service.

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Compliance with Wage and Hour Laws: Contractor, and any subcontractor it employs to complete work under this Agreement, shall comply with all applicable federal, state and local wage and hour laws. Applicable laws may include, but are not limited to, the Federal Fair Labor Standards Act, the California Labor Code and the Milpitas Minimum Wage Ordinance.

Final Judgments, Decisions, and Orders: For purposes of this Section, a "final judgment, decision, or order" refers to one for which all appeals have been exhausted or the time period to appeal has expired. Relevant investigatory government agencies include: the United States Department of Labor, the California Division of Labor Standards Enforcement, the City of Milpitas , or any other governmental entity or division tasked with the investigation and enforcement of wage and hour laws.

Prior Judgments against Contractor and /or its Subcontractors: BY SIGNING THIS AGREEMENT, CONTRACTOR

AFFIRMS THAT IT HAS DISCLOSED ANY FINAL JUDGMENTS, DECISIONS OR ORDERS FROM A COURT OR INVESTIGATORY GOVERNMENT AGENCY, FINDING IN THE FIVE (5) YEARS PRIOR TO EXECUTING THIS

AGREEMENT THAT CONTRACTOR OR ITS
SUBCONTRACTORS(S) HAS VIOLATED ANY APPLICABLE WAGE AND HOUR LAWS.

CONTRACTOR FURTHER AFFIRMS THAT IT OR ITS SUBCONTRACTOR ) HAS EITHER FULLY SATISFIED EACH

JUDGMENT, DECISION OR ORDER, OR, IF ANY JUDGMENT, DECISION OR ORDER HAS NOT BEEN FULLY SATISFIED,

CONTRACTOR AFFIRMS THAT IT OR ITS SUBCONTRACTOR ) IS CURRENTLY SATISFYING SAID JUDGMENT,

DECISION OR ORDER THROUGH A PAYMENT OR ALTERNATIVE PLAN APPROVED BY THE APPLICABLE

COURT/GOVERNMENT AGENCY AND THAT CONTRACTOR OR ITS SUBCONTRACTOR (S) ARE IN COMPLIANCE WITH SAID PLAN AS OF THE DATE OF EXECUTING THIS AGREEMENT.

Judgments or Decisions During Term of Contract: If at any time during the term of this Agreement, a court or investigatory government agency issues a final judgment, decision or order finding that Contractor or a subcontractor it employs to perform work under this Agreement has violated any applicable wage and hour law, or Contractor learns of such a judgment, decision, or order that was not previously disclosed in its bid/proposal, Contractor shall inform the City no more fifteen (15)calendar days after the judgment, decision or order becomes final or from the date of learning of the final judgment, decision or order.

Contractor or its subcontractor(s) shall, within thirty (30) calendar days after notifying the City, either (i) fully satisfy any such judgment, decision, or order and provide the City with documentary evidence of satisfying said judgment, decision or order; or (ii) provide the City documentary evidence of a payment or other alternative plan approved by the court/government agency to satisfy the judgment, decision or order. If the Contractor or its subcontractor is subject to a payment or other alternative plan, the Contractor or its subcontractor shall continue to submit documentary evidence every thirty (30) calendar days during the Term of the Contract demonstrating continued compliance with the plan until the judgment, decision or order has been fully satisfied.

Material Breach: Failure to comply with any part of this Section constitutes a material breach of this Agreement. Such breach may serve as a basis for immediate termination of this Agreement and/or any other remedies available under this Agreement and/or law.

Notice to City Related to Wage Theft Prevention: Notice provided to the City shall be addressed to: Attention:

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Master Services and Purchasing Agreement for Agency
Title: Master Services and Purchasing Agreement for Agency Department: Legal
Version: 14.0
Release Date: 3/10/2022 Page 14 of 20
Finance Director, 455 E. Calaveras Blvd. Milpitas, CA 95035. The Notice provisions of this Section are separate from any other notice provisions in this Agreement and, accordingly, only notice provided to the above address satisfies the notice requirements in this Section.

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Master Services and Purchasing Agreement for Agency
Title: Master Services and Purchasing Agreement for Agency Department: Legal
Version: 14.0
Release Date: 3/10/2022 Page 15 of 20

INSURANCE REQUIREMENTS EXHIBIT

Please refer to the insurance requirements listed below. Those that have an “X” indicated in the space before the requirement apply to Contractor’s or Consultant’s Agreement.

Contractor or Consultant shall procure and maintain for the duration of the Agreement insurance against claims for injuries to persons or damages to property which may arise from or in connection with the performance of the work hereunder and the results of that work by the Contractor or Consultant, its agents, representatives, employees or subcontractors.

Contractor or Consultant shall provide its insurance broker(s)/agent(s) with a copy of these requirements and request that they provide Certificates of Insurance complete with copies of all required endorsements.

Contractor or C onsultant shall furnish City with copies of original endorsements affecting coverage required by this Exhibit . The endorsements are to be signed by a person authorized by that insurer to bind coverage on its behalf. All endorsements and certificates are to be received and approved by City before work commences. City has the right to require Contractor’s or Consultant’s insurer to provide complete, certified copies of all required insurance policies, including endorsements affecting the coverage required by these specifications.

Commercial General Liability (CGL):

___ Coverage at least as broad as Insurance Services Office (“ISO”) Form CG 00 01 covering CGL on an “occurrence” basis, including products and completed operations, property damage, bodily injur y and personal and advertising injury with limits no less than $2,000,000.00 per occurrence. If a general aggregate limit applies, either the general aggregate limit shall apply separately to this project/location or the general aggregate limit shall be twice the required occurrence limit.

_X__ Coverage at least as broad as ISO Form CG 00 01 covering CGL on an “occurrence” basis, including products and completed operations, property damage, bodily injury and personal and advertising injury with limits no less than $1,000,000.00 per occurrence. I f a general aggregate limit applies, either the general aggregate limit shall apply separately to this project/location or the general aggregate limit shall be twice the required occurrence limit.

___ Coverage at least as broad as ISO Form CG 00 01 cove ring CGL on an “occurrence” basis, including products and completed operations, property damage, bodily injury and personal and advertising injury with limits no less than $5,000,000.00 per occurrence. If a general aggregate limit applies, either the gene ral aggregate limit shall apply separately to this project/location or the general aggregate limit shall be twice the required occurrence limit.

Automobile Liability:

__X_ Coverage at least as broad as ISO Form Number CA 0001 covering, Code 1 (any auto ), of if Contractor or Consultant has no owned autos, Code 8 (hired) and 9 (non-owned), with limits no less than $1,000,000.00 combined single limit for bodily injury and property damage.

___ Coverage at least as broad as ISO Form Number CA 0001 covering, Code 1 (any auto), with limits no less than $5,000,000.00 combined single liit for bodily injury and property damage.

___ Garage keepers’ extra liability endorsement to extend coverage to all vehicles in the care, custody DocuSign Envelope ID: 7541F16D-98D9-4A1B-9EDA-6D62CA82D3A7 268
Item # C15.

Professional Liability (Errors and Omissions):

___ Insurance appropriates to the Contractor or Consultant’s profession, with limit no less than $1,000,000.00 per occurrence or claim, $2,000,000.00 aggregate.

___ (If Design/Build), with limits no less than $1,000,000.00 per occurrence or claim, and $2,000,000.00 policy aggregate.

___ Insurance appropriates to the Contractor or Consultant’s profession, with limit no less than ______ per occurrence or claim, ______ aggregate

Workers’ Compensation Insurance:

_X__ Insurance as required by the State of California, with Statutory Limits, and Employer’s Liability Insurance with limit of no less than $1,000,000.00 per accident for bodily injury or disease. (Not required if Contractor or Consultant provides written verification it has no employees)

The Employer’s Liability policy shall be endorsed to waive any right of subrogation as respects the City, its elected and appointed officials, officers, attorneys, agents, and employees.

Builder’s Risk (Course of Construction):

___ Insurance utilizing an “All Risk” (Special Perils) coverage form, with limits equal to the completed value of the project and no coinsurance penalty provisions. If the project does not involve new or major reconstruction, at the option of the City, an Installation Floater ma y be acceptable. For such projects, a Property Installation Floater shall be obtained that provides for the improvement, remodel, modification, alteration, conversion or adjustment to existing buildings, structures, processes, machinery and equipment. The Property Installation Floater shall provide property damage coverage for any building, structure, machinery or equipment damaged, impaired, broken, or destroyed during the performance of the Work, including during transit, installation, and testing at the City’s site.

Contractor’s or Consultant’s Pollution Legal Liability:

___ Contractor’s or Consultant’s pollution legal liability and/or Asbestos Legal Liability and/or Errors and Omissions (if project involves environmental hazards) with limits no less th an $1,000,000.00 per occurrence or claim and $2,000,000.00 policy aggregate.

If the Contractor or Consultant maintains higher limits than the minimums shown above, the City requires and shall be entitled to coverage for the higher limits maintained by t he Contractor or Consultant. Any available insurance proceeds in excess of the specified minimum limits of insurance and coverage shall be available to City.

Cyber Liability Insurance

_X__ Cyber Liability Insurance with limits not less than $1,000,000 per claim.

Coverage shall be sufficiently broad to respond to the duties and obligations as is undertaken by DocuSign Envelope ID: 7541F16D-98D9-4A1B-9EDA-6D62CA82D3A7 269
Item # C15.

Master Services and Purchasing Agreement for Agency
Title: Master Services and Purchasing Agreement for Agency Department: Legal
Version: 14.0
Release Date: 3/10/2022 Page 17 of 20
Contractor or Consultant in this A greement and shall include, but not be limited to, claims involving infringement of intellectual property, including but not limited to infringement of copyright, trademark, trade dress, invasion of privacy violations, information theft, damage to or destruction of electronic information, release of private information, alteration of electronic information, extortion, and netwo rk security.

The policy shall provide coverage for breach response costs as well as regulatory fines and penalties, and credit monitoring expenses with limits sufficient to respond to these obligations.

Surety Bonds:

Contractor shall provide the following Surety Bonds:

____ Bid Bond
____ Performance Bond
____ Payment Bond

The Payment Bond and Performance Bond shall be in a sum equal to the contract price. Bonds shall be duly executed by a responsible corporate surety, authorized to issue such bonds in the State of California and secured through an authorized agent with an office in California.

Other Insurance Provisions:

The insurance policies are to contain, or be endorsed to contain the following provisions:

_X__ Additional Insured Status and Primary/Non-Contributory Language:

Contractor’s general liability and automobile liability policies shall be primary and shall not seek contribution from the City’s coverage and be endorsed to add the City and its elected and appointed officials, officers, attorneys, agents, employees and volunteers as additional insureds under such policies using Insurance Services Office form CG 20 10 (or equivalent) on the general liability policy . For construction projects, an endorsement providing completed operations coverage for the additional insured on the general liability policy, ISO form CG 20 37 (or equivalent), is also required.

The limits of insurance required in this Agreement may be satisfied by a combination of primary and umbrella or excess insurance. Any umbrella or excess insurance shall contain or be endorsed to contain a provision that such coverage shall also apply on a primary and non-contributory basis for the benefit of City (if agreed to in a written contract or agreement) before the City’s own insurance or self -insurance shall be called upon to protect it as a named insured.

___ Loss Payee Status – Builder’s Risk/Course of Construction Insurance (applicable to Construction Contracts only)

Contractor or Consultant may submit evidence of Builder’s Risk insurance in the form of Course of Construction coverage. Such coverage shall name the City as a loss payee as their interest may appear.

_X__ Notice of Cancellation, Suspension or Otherwise Voiding Policies:

Each insurance policy required above shall contain or be endorsed to contain that coverage shall not be suspended, voided, canceled or reduced in coverage or in limits except with thirty (30) days’ prior written notice by certified mail, return receipt requested to the City.

DocuSign Envelope ID: 7541F16D-98D9-4A1B-9EDA-6D62CA82D3A7 270
Item # C15.

Master Services and Purchasing Agreement for Agency
Title: Master Services and Purchasing Agreement for Agency Department: Legal
Version: 14.0
Release Date: 3/10/2022 Page 18 of 20

_X__ Waiver of Subrogation:

Contractor or Consultant hereby grants to City a waiver of any right to subrogation which any insurer of said Contractor or Consultant may acquire against the City by virtue of the payme nt of any loss under such insurance. Contractor or Consultant agrees to obtain any endorsement that may be necessary to affect this waiver of subrogation, but this provision applies regardless of whether or not the City has received a waiver of subrogation endorsement from the insurer. The Workers’ Compensation Policy shall be endorsed with a waiver of subrogation in favor of the City for all work performed by Contractor or Consultant, its employees, agents and subcontractors.

___ Completed Operations

For Construction Agreements, Contractor shall maintain insurance as required by this Agreement to the fullest amount allowed by law and shall maintain insurance for a minimum of five (5) years following the completion of this project. In the event Contractor fails to obtain or maintain completed operations coverage as required by this Agreement, the City at its sole discretion may purchase the coverage required and the cost will be paid by Contractor.

THE FOLLOWING PROVISIONS APPLY TO ALL AGREEMENTS

Deductibles and Self-Insured Retentions (“SIR”):

Any deductibles or self -insured retentions must be declared to and approved by City. The City may require the Contractor or Consultant to purchase coverage with a lower deductible or retention or provide proof of ability to pay losses and related investigations, claim administration, and defense expenses within the retention. At the option of the City, either (1) the insurer shall reduce or eliminate such deductibles or self -insured retentions as respects the City, its elected and appointed officials, officers, attorneys, agents, and employees; or (2) the Contractor or Consultant shall procure a bond guaranteeing payment of losses and related investigations, claim administration and defense expenses.

All SIRs must be disclosed to Risk Management for approval and shall not reduce the limits of liability.

Policies containing any SIR provision shall provide or be endorsed to provide that the SIR may be satisfied by either the named insured or the City.

City reserves the right to obtain a full -certified copy of any insurance policy and endorsements. Failure to exercise this right shall not constitute a waiver of right to exercise later.

Acceptability of Insurers:

Insurance is to be placed with insurers with a current A.M. Best’s rating of no less than A -:VII, unless otherwise acceptable to City.

Claims Made Policies: (note - should be applicable only to professional liability, see below)

1. The Retroactive Date must be shown and must be before the date of the contract or the beginning of contract work.

DocuSign Envelope ID: 7541F16D-98D9-4A1B-9EDA-6D62CA82D3A7 271
Item # C15.

Master Services and Purchasing Agreement for Agency
Title: Master Services and Purchasing Agreement for Agency Department: Legal
Version: 14.0
Release Date: 3/10/2022 Page 19 of 20

2. Insurance must be maintained, and evidence of insurance must be prov ided for at least five (5) years after completion of contract of work.

3. If coverage is canceled or non-renewed, and not replaced with another claims-made policy form with a Retroactive Date prior to the contract effective date, the Contractor or Consultant must purchase “extended reporting” coverage for a minimum of five (5) years after completion of work.

4. A copy of the claims reporting requirements must be submitted to the City for review.

5. If the services involve lead -based paint or asbestos identification /remediation, the Contractor’s Pollution Liability Policy shall not contain lead -based paint or asbestos exclusions. If the services involve mold identification/remediation, the Contractors Pollution Liability Policy shall not contain a mold exclusion, and the definition of Pollution shall include microbial matter, including mold.

Subcontractors:

Contractor or Consultant shall require and verify that all subcontractors maintain insurance meeting all the requirements stated herein, and Contractor shall ensu re that City is an additional insured on insurance required from subcontractors.

Subcontractor agrees to be bound to Contractor and City in the same manner and to the same extent as Contractor is bound to City under this Agreement and any other contract d ocuments. Subcontractor further agrees to include the same requirements and provisions of this Agreement, including the indemnity and insurance requirements, with any sub-subcontractor to the extent they apply to the scope of the sub-subcontractor’s work. A copy of the City indemnity and insurance provisions will be furnished to the subcontractor upon request.

Verification of Coverage:

Contractor or Consultant shall furnish the City with original certificates and amendatory endorsements or copies of the a pplicable policy language effecting coverage required by this clause. All certificates and endorsements are to be received and approved by the City before work commences. However, failure to obtain the required documents prior to the work beginning shall not waive the Contractor or Consultant’s obligation to provide them. The City reserves the right to require complete, certified copies of all required insurance policies, including endorsements required by these specifications, at any time.

Special Risks or Circumstances

City reserves the right to modify these requirements, including limits, based on the nature of the risk, prior experience, insurer, coverage or other special circumstances.

Failure to Comply:

Each insurance policy required above shall contain or be endorsed to contain that any failure to comply with reporting provisions of the policies shall not affect coverage provided to the City, its elected and appointed officials, officers, attorneys, agents, and employees.

Applicability of Coverage:

DocuSign Envelope ID: 7541F16D-98D9-4A1B-9EDA-6D62CA82D3A7 272
Item # C15.

Master Services and Purchasing Agreement for Agency
Title: Master Services and Purchasing Agreement for Agency Department: Legal
Version: 14.0
Release Date: 3/10/2022 Page 20 of 20

Each insurance policy required above shall contain or be endorsed to contain that the Contractor’s or Consultant’s insurance shall apply separately to each insured against whom claim is made or suit is brought, except with respect to the limits of the insurer's liability.

DocuSign Envelope ID: 7541F16D-98D9-4A1B-9EDA-6D62CA82D3A7 273
Item # C15.

First Amendment to the Master
Services and Purchasing Agreement

Page 1 of 2 ends

This First Amendment (“Amendment”) is between Axon Enterprise, Inc., a Delaware corporation (“Axon”), and the City of Milpitas (“Agency”). This Amendment is effective as of the last signature date on this Amendment (“Effective Date”). Axon and Agency are each a “Party” and collectively “Parties”.

Axon and Agency are parties to the Master Services and Purchasing Agreement by and between the Parties dated June 16, 2022 (“Agreement”).

The Parties wish to incorporate further changes into the Agreement in order to add additional products and services.

The Parties therefore agree as follows:

1. The attached documents are hereby incorporated into the Agreement:
a. Quote Q-410635-45160.617KP as Attachment A to this Amendment.

2. All other terms and conditions of the Agreement shall remain unchanged and in full force and effect.

Each representative identified below declares that the representative is authorized to execute this Amendment as of the date of signature.

Axon Enterprise, Inc. Agency

Signature:

Name:

Title:

Date:

274
Item # C15.

First Amendment to the Master
Services and Purchasing Agreement

Page 2 of 2 ends

Attachment A – Axon Quote
See next page

275
Item # C15.

Page 1 ends

Q-410635-45160.617KP
Issued: 08/22/2023
Quote Expiration: 09/15/2023
Estimated Contract Start Date: 10/01/2023
Account Number: 105711
Payment Terms: N30
Delivery Method:

SHIP TO BILL TO SALES REPRESENTATIVE PRIMARY CONTACT
Delivery;Invoice-1275 N Milpitas Blvd
1275 N Milpitas Blvd
Milpitas,
CA
95035-3153
USA

Milpitas Police Dept. - CA
1275 N Milpitas Blvd
Milpitas
CA
95035-3153
USA
Email:

Scottsdale, Arizona 85255
United States
VAT: 86-0741227
Domestic: (800) 978-2737
International: +1.800.978.2737
276
Item # C15.

Page 2 ends

Page 3 ends

Page 4 ends

Page 5 ends

Page 6 ends

Tax is estimated based on rates applicable at date of quote and subject to change at time of invoicing. If a tax exemption certificate should be applied, please submit prior to invoicing.

Acceptance of Terms:

Page 7 ends

\s1\ \d1\
Signature Date Signed
8/22/2023
282
Item # C15.
1 FLEET STATEMENT OF WORK BETWEEN AXON ENTERPRISE AND AGENCY Introduction
This Statement of Work (“SOW”) has been made and entered into by and between Axon Enterprise, Inc. (“AXON”), and Milpitas Police Dept. - CA the (“AGENCY”) for the purchase of the Axon Fleet in-car video solution (“FLEET”) and its supporting information, services and training. (AXON Technical Project Manager/The AXON installer)
Purpose and Intent
AGENCY states, and AXON understands and agrees, that Agency’s purpose and intent for entering into this SOW is for the AGENCY to obtain from AXON deliverables, which used solely in conjunction with AGENCY’s existing systems and equipment, which AGENCY specifically agrees to purchase or provide pursuant to the terms of this SOW.

Force Majeure
283
Item # C15.
2 Neither party hereto shall be liable for delays or failure to perform with respect to this SOW due to causes beyond the party’s reasonable control and not avoidable by diligence.

Local Computer
284
Item # C15.
3 AGNECY is responsible for providing a mobile data computer (MDC) with the same software, hardware, and configuration that AGENCY personnel will use with the AXON system being installed. AGENCY is responsible for making certain that any and all security settings (port openings, firewall settings, antivirus software, virtual private network, routing, etc.) are made prior to the installation, configuration and testing of the aforementioned deliverables.

Evidence.com
AGENCY must provide AXON Installers with temporary administrative access to Axon Evidence.com to the extent necessary to perform Work pursuant of this SOW.

VEHICLE INSTALLATION
Preparedness
285
Item # C15.
4 On such dates and times mutually agreed upon by the parties, the AGENCY will deliver all vehicles to an AXON Installer less weapons and items of evidence.

Vehicle(s) will be deemed ‘out of service’ to the extent necessary to perform Work pursuant of this SOW.

If a specified vehicle is unavailable on the date and time agreed upon by the parties, AGENCY will provide a similar vehicle for the installation process. Delays due to a vehicle, or substitute vehicle, not being available at agreed upon dates and times may results in additional fees to the AGENCY. If the AXON Installer determines that a vehicle is not properly prepared for installation (“Not Fleet Ready”), such as a battery not being properly charged or properly up-fit for in-service, field operations, the issue shall be reported immediately to the AGENCY for resolution and a date and time for the future installation shall be agreed upon by the parties.
286
Item # C15.
5 Upon completion of installation and configuration, AXON will systematically test all installed and configured in-car hardware and software to ensure that ALL functions of the hardware and software are fully operational and that any deficiencies are corrected unless otherwise agreed upon by the AGENCY, installation, configuration, test and the correct of any deficiencies will be completed in each vehicle accepted for installation.

Agreed placement will be documented by the AXON Installer.

AXON welcomes up to 5 persons per system operation training session per day, and unless otherwise agreed upon by the AGENCY, the first vehicle will be used for an installation training demonstration. The second vehicle will be used for an assisted installation training demonstration. The installation training session is customary to any AXON Fleet installation service regardless of who performs the continued Axon Fleet system installations. 287
Item # C15.
6 The customary training session does not ‘certify’ a non-AXON Installer, customer-employed Installer or customer 3rd party Installer, since the AXON Fleet products does not offer an Installer certification program. Any work performed by non-AXON Installer, customer-employed Installer or customer 3rd party Installer is not warrantied by AXON, and AXON is not liable for any damage to the vehicle and its existing systems and AXON Fleet hardware. 288
Item # C15.

CITY OF MILPITAS

AGENDA REPORT
(AR)

Item Title: Receive an Update on the Emergency Repairs to the HVAC System and Equipment at City Hall and at the Public Works/Information Technology/Police Department Buildings and Determine that the Con dition Continues to Constitute an Emergency (Staff Contact: Christian Di Renzo, Public Works Director, 408-586-2602) Category: Consent Calendar-Community Services and Sustainable Infrastructure

Meeting Date: 9/19/2023
Recommendations: (1) Receive an update on the emergency repairs to the HVAC system and equipment at City Hall and at the Public Works/Information Technology/Police Department Buildings; and (2) Determine by a four-fifths vote that the condition continues to constitute an emergency.

Background:

Pursuant to Public Contract Code section 22050 and the attached Council Resolution No. 9134, the Director of Public Works, in the case of emergency, may authorize a repair of a public facility and procure the work without giving notice for bids. An emergency is defined as “a sudden, unexpected occurrence that poses a clear and imminent danger, requiring immediate action to prevent or mitigate the loss or impairment of life, health, property, or essential public services.” Additionally, State law requires the Public Works Director, as the City official with delegated authority to take emergency action, to report any emergency authorization and the reason(s) for the authorization to the City Council not later th an seven days after the action, or at its next regularly scheduled meeting if that meeting will occur not later than 14 days after the action. Further, the Public Works Director is required to report why the emergency would not permit a delay resulting from a competitive solicitation for bids and the City Council is required to review the emergency action at every regularly scheduled meeting thereafter until the emergency repair is completed. The City Council shall continue to review the emergency action at every regularly scheduled meeting thereafter until the action is terminated. At each review, the City Council shall determine, by a four-fifths vote, whether there is a need to continue the action.

Consistent with applicable State law and Council Res olution, on April 27, 2023, the Public Works Director declared an emergency and authorized the City to contract with its existing HVAC maintenance contractor, Environmental Systems Inc. (ESI), for the emergency repairs to the HVAC system at City Hall and t he Public Works, Information Technology and Police Department buildings. The Information Memorandum issued on that date outlined the various equipment issues and provided a cost estimate of $ 899,300.

Current Status:

City Hall
The scope of work authorized repairs to the boiler, air handlers, and variable air volume (VAV) boxes to the City Hall building.

The new boilers have been delivered and removal of the existing boiler and other preparation work in anticipation of the boiler installation commenced on September 11, 2023. Staff anticipates the work to be completed by the end of September/early October and on time so that the building will have heat for the upcoming winter season.

Staff has also begun discussions with the contractor for the design of the new air handlers and assessment of the VAV boxes but are currently focusing all resources on the installation of the boiler.

289
Item # C16.

Public Works/Information Technology/Police Departments
At this facility, the Building Management System (BMS), boiler pumps and VAV boxes were identified in need of emergency repairs.

The new boiler and chiller pumps were received by the contractor and scheduled for installation in the coming weeks. Assessment of the VAV boxes continues in preparation for the update to the BMS system.

Fiscal Impact:

Funding for these repairs is available in the City’s Capital Improvement Program (CIP) budget and has been fully encumbered CIP Project 3499 - HVAC Systems Repairs funded $620,000 for the upgrades to the Building Management System (BMS) and Variable Air Flow (VAV) boxes at both buildings. The remaining repairs were funded by CIP Project 3406 – City Building Improvements in the amount of $279,300.

California Environmental Quality Act:

The emergency repair work is exempt from CEQA, per CEQA Guidelines Section 15301, Existing Facilities and 15302, Replacement or Reconstruction.

Recommendations:

1. Receive an update on the emergency repairs to the HVAC system and equipment for City Hall and the Public Works, Information Technology and Police Department facility.

2. Determine by a four-fifths vote that the condition continues to constitute an emergency.

Attachment:

None
290
Item # C16.

CITY OF MILPITAS

AGENDA REPORT
(AR)

Item Title: Accept the FY 2022-23 Commissioners Annual Report for Six (6) Commissions and Approve Six (6) Commission Work Plans for FY 2023-24 (Staff Contact:

Renee Lorentzen, Recreation and Community Services Director, 408-586-3409) Category: Consent Calendar-Leadership and Support Services Meeting Date: 9/19/2023
Recommendation: 1. Accept the FY 2022-23 Commissioners Annual Report

2. Approve proposed FY 2023-24 Work Plans for:
a. Arts Commission (including two requested workplan additions detailed in the report)
b. Library and Education Commission
c. Parks, Recreation and Cultural Resources Commission
d. Senior Advisory Commission
e. Veterans Commission
f. Youth Advisory Commission

BACKGROUND:

The City of Milpitas has 13 Commissions, including the Measure F Oversight Committee, appointed by the Mayor and City Council. On April 16, 2019, the City Council approved the City of Milpitas Standard Commission By-Laws (By-Laws). Per Section 1, titled “Purpose” of the By-Laws, “A Commission serves as an active advisory group to the City Council on a variety of topics as directed by the City Council.” Therefore, annually, City Commissions develop and recommend a work plan to outline tasks, goals, and or projects related to their advisory area. Staff work with commissions to develop their respective workplans and takes them to Council for review and approval.

ANALYSIS:

The Arts Commission, Library and Education Commission, Parks, Recreation and Cultural Resources Commission, Senior Advisory Commission, Veterans Commission and Youth Advisory Commission (Commissions) meet at different frequencies such as monthly, bi-monthly, or specially designated months as determined by their By-Law addenda. Commissions began meeting and discussing their FY 2023-24 workplans and have prepared new work plans that may include items from the previous year’s plan that were unaccomplished. All Commissions identified work plan items in their FY 2022-23 work plans they would like to carry forward to their FY 2023-24 work plans. Each Commission reviewed tasks from their 2022-23 Work Plans and categorized them as either “Accomplished” or “Carryover.” Those tasks are reported in the Commissioners Annual Report Information Memorandum, which is included as an attachment for this item. Carryover tasks in the Annual Report are included in each Commission’s proposed 2023-24 Work Plans.

At the September 5, 2023, City Council meeting, consensus was received to address two items related to the Arts Commission Work Plan:

1. Addition of new Public Art Project for the City Hall Lobby

2. Milpitas Arts and Culture In-Kind Grant Program Review and Approval Process

Staff is proposing the Arts Commission FY2023-24 Draft Work Plan be amended to include the following two tasks/projects:

Addition of new Public Art Project for the City Hall Lobby The addition of a new Public Art Project for the City Hall Lobby (Lobby) would be added to the Arts Commission’s FY 2023-24 Work Plan. The addition of this project would indicate the desire for the initiation of the development and distribution of a new public art project RFP for artists to respond and propose art designs 291 Item # C17.

for space(s) in the Lobby. Staff will return to the City Council as part of the City Council Prioritization process in October 2023 to receive direction on how to prioritize this new project request.

Milpitas Arts and Culture In-Kind Grant Program Review and Approval Process The addition of a new Work Plan task to update the Milpitas Arts and Culture In-Kind Grant Program process so that recommended grant applications receive final City Council approval would be added to the Arts Commissions FY 2023-24 Work Plan. The addition of this task would initiate City staff and Arts Commission review of all program related documents and associated application deadlines culminating in the implementation of a more streamlined grant application process that concludes with City Council review and final approval of grant awards and their associated in-kind grant award value. Upon approval of adding this task to the Arts Commission’s Work Plan, staff would return to City Council with grant applications for review prior to any future grant awards.

Following the City Council approval of either or both the proposed amendments, the draft Arts Commission Work Plan will be updated to reflect those changes and implemented as the Final Work Plan.

FISCAL IMPACT:

Each Commission is allocated $1,000 annually by the City Council in the adopted budget. These funds are budgeted and approved as part of the FY 2023-24 budget and are to be used towards City Council approved tasks and projects, and administrative costs related to the Commission. No Commission, with the exception of the Arts Commission, has identified additional funds needed to accomplish their work plan. The Arts Commission work plan includes Public Art projects which are funded by the City of Milpitas’ Public Art Fund.

The Public Art Fund estimated available fund balance as of 6/30/2023 is $951,000. The Arts Commission will return separately to the City Council for public art project budget approval for those proposed projects.

California Environmental Quality Act (CEQA):

By the definition provided in the California Environmental Quality Act (CEQA) Guidelines Section 15378, this action does not qualify as a “project” for the purpose of CEQA.

RECOMMENDATION:

1. Accept the 2022-23 Commissioners Annual Report

2. Approve proposed Fiscal Year 2023-24 Work Plans for:
a. Arts Commission (including two requested workplan additions detailed in the report) b. Library and Education Commission
c. Parks, Recreation and Cultural Resources Commission
d. Senior Advisory Commission
e. Veterans Commission
f. Youth Advisory Commission

Attachment(s):

1. Arts Commission Work Plan

2. Library and Education Commission Work Plan

3. Parks, Recreation and Cultural Resources Commission Work Plan

4. Senior Advisory Commission Work Plan

5. Veterans Commission Work Plan

6. Youth Advisory Commission Work Plan
292
Item # C17.

Arts Commission FY 2023-24 Work Plan
DRAFT 05/22/23

Topic/Advisory
Area
Tasks Required Resources Goal
Deadline
Public Art Master
Plan
Assist with outreach and development of Public Art Master Plan Consultant, Commission, Staff
Fall 2023
Placemaking
through Arts
Assist with ARPA-funded Art Walk event Commission Fall 2023 Work with staff and consultants to incorporate art placemaking opportunities into Main Street and Milpitas Metro development activities
Commission, staff Ongoing
Work with staff to incorporate art placemaking into selected City events Commission, staff Ongoing Public Art
Installations
Conduct Call for Artists for public art park historical markers, jointly with PRCRC ($90,000)
Commission, Staff Summer
2023
Select and Commission Artists for public art park historical markers, jointly with PRCRC
Commission, Staff Fall 2023
Conduct Invitational Call for Dixon Landing Park artwork ($30,000) Commission, Staff Summer 2023
Support Mural Program – Utility Box graffiti abatement projects ($1800 per box) Commission, Staff Ongoing Conduct Invitational Call for Artists for VTA Overpass Mural Project ($TBD) Commission, Staff Winter 2024
City Public Art
Collection
Following conservator evaluation, recommend maintenance schedule for City- owned public art.

Commission, Staff Spring
2024
Milpitas Arts

Support performing arts in Milpitas. Commission, Staff Ongoing Support Phantom Art Gallery exhibits. Review and approve applications. Commission, Staff

Ongoing
Promote public awareness of Milpitas Arts and Culture Grants to encourage applications for events. Review and approve up to in-kind value of $10,000.

Commission, Staff Ongoing

293
Item # C17.

City of Milpitas
Library and Education Advisory Commission
FY 2023-2024 Work Plan

Work Plan Summary
 Advise and make recommendations on Library operations  Support greater awareness within the Milpitas community regarding library resources, literacy activities and amenities  Partner to broaden and enhance literacy and education initiatives based out of the Milpitas Library  Advise on support of diverse Library initiatives, programs and events

Topic/Advisory Area Tasks Required Resources Goal
Deadline
County Commissions Forum Attend County Commissions Forum and report back Commission, County Library
February 2024

Essay Contest/Special Projects

** April (Arts, Math and Poetry
focus)

Conduct Annual Youth Essay Contest – arrange judging and awards. In recognition of the growing annual contest, dedicate up to $5,000 from LEAC account for participant awards

Special Projects: coordinate special projects including event preparation, marketing, etc.

Commission, Community
Partners,
City Staff
Spring 2024

Attend Local Library Conference Attend local Library Conference to gain continued library knowledge Commission April 2024

National Library Week

Promote program citywide via City of Milpitas Youth Programs, Milpitas Senior Center, general public, etc.

Commission, County
Library
April 2024

Summer Reading Program Promote program citywide via City of Milpitas Youth Programs, Milpitas Senior Center, general public, etc.

Commission, County
Library, City Staff
May-August
2023/24

City Events Attend City Events and promote Literacy and Library Services Commission, City Staff FY 2023/24

Service Levels for
Growing Populations
Understand potential service level needs in response to the increases in Milpitas Population in recent years

Commission, County
Library, City Staff
FY 2023/24

Milpitas Author’s Day Explore opportunities to recognize local Milpitas Authors

Commission, City Staff FY 2023/24

294
Item # C17.

City of Milpitas
Parks, Recreation and Cultural Resources Commission
Work Plan FY 2023-2024
Topic/Advisory Area Tasks Required Resources Deadline
Park Name History Project Phase II 1.Create online webpage (Comm & Dept.) Commission, Staff, Grants Ongoing

2. Seek CC approval Historical Society

3. Marker Development & Installation
Annual Park/Facility Tour 1. Determine theme for tour Commission , Staff Annually - June

2. Confirm location(s)

3. Conduct Tour
Quarterly Reports 1. Receive Quarterly Reports from Recreation Staff Quarterly

2. Staff on: Community Garden, Program areas

3. Allocations, Recreation, Trends, CIP, Special Events Review Historic and Cultural
Resources Master Plan Update 1. Receive project updates Commission, Staff, Jun-24

2. Promote Online component for historic/cultural sites County, Historical Society

3. Work with Historical Society on Annual Tour
Bicycle & Pedestrian Trails 1. Family Bike Day Event Commission, Staff May-24

2. Consider City wide bike event

3. Bike repair clinic
Ongoing Review 1. Private Development Projects including open space Commission, Staff Ongoing/Per
project

2. Make recommendation on Annual CIP Park
Improvement Projects & Priorities
Sister Cities 1. Outreach to community groups and schools Commission, Staff Ongoing

2. Maintain existing relationships
Work Plan Goals:

Advise City Council on recreation, park, and historic preservation activities; review and recommend planning and development of new and existing parks and recreation facilities; recommend protecting and enhancing special aspects of the City's heritage 295
Item # C17.

City of Milpitas
Parks, Recreation and Cultural Resources Commission
Work Plan FY 2023-2024

3. Support currrent community relationships
Community Gardens 1. Review Garden Rules & Program Commission, Staff Ongoing

2. Recommend any updates, changes
296
Item # C17.

City of Milpitas
Parks, Recreation and Cultural Resources Commission
Work Plan FY 2023-2024
297
Item # C17.

City of Milpitas
Senior Advisory Commission
FY 2023-2024 Work Plan
Work Plan Summary
 Establish Wellness & Resources action plan with a focus on senior’s health, wellness & mental wellbeing activities  Establish Senior’s Events action plan with a focus on the annual Resource Fair and Open House Event  Sponsor Senior Center-based events and support “Age-Friendly,” Milpitas HOPE and Seniors’ Agenda activities

Topic/Advisory Area Tasks Required Resources Goal
Deadline
During the year, host the Senior
Center’s annual Open House event
and/or Resource Fair
Determine event components needed, delegate tasks
equitably, and assist staff with marketing and promotion ahead of the event’s date.

Commission, Community
Partners, City Staff
One month
prior to event
date
Promote the Senior Center Resource
Area, various health and wellbeing
presentations, and social services-
related projects throughout the year
including Milpitas HOPE activities

Assist the Social Services Coordinator in overseeing the Resource Area and helping promote its benefits to our
members.

Assist with the promotion of various social services-type projects such as Milpitas HOPE, Dementia Friends, etc.

Commission, Community
Partners,
City Staff
Ongoing

Support Technology for Seniors
program that helps bridge the digital
divide and counter social isolation
Help promote the program and its benefits to Milpitas
Seniors. Contribute $150 each college semester for two
semesters ($300 total) from the Senior Advisory
Commission account for 1 college intern equivalent to lead the program and provide tech support to participants.

Commission, Community
Partners, City Staff

Ongoing

Sponsor and support Senior Center
events and activities
Sponsor and promote: Birthday Celebrations, Themed
Dances, Holiday Events, etc.

Research and consider various transportation and language translation opportunities to accommodate the broader
Milpitas senior adult community.

Commission, City Staff Ongoing

Support/Participate in “Age-Friendly”
Initiatives
Promote and participate in Age-Friendly Initiatives and Santa Clara County Seniors’ Agenda activities.

Commission, Community
Partners, City Staff

Ongoing

298
Item # C17.

Veterans Advisory Commission
FY 2023-24 Work Plan

Topic/Advisory Area Tasks Required Resources Goal Deadline Serve as Knowledge base for
Veterans/Local Resources and
Assistance by hosting a Resource
Fair in 2023/2024
Work with Veterans Service Office on all
events that are sponsored/co-sponsored by
the Commission. Maintain and update the
Veterans webpage for the City, to include
items such as policies, burial benefits, shelter,
hospitals, programs, resources, and events.

Commission, Staff, and Other
Veteran Agencies
FY 2023-2024
Assist with planning of Veteran
based City Sponsored Events
Work with City Staff to incorporate items to
the Annual Veterans Day and Memorial Day
ceremonies.

Commission, Staff FY 2023-2024
Event Calendar Dates
11/11/23 & 5/27/2024
Annual Veterans Recognition
Lunch
Work with City staff to host the Annual
Recognition Lunch, decide on menu,
decorations, entertainment, speaker,
fundraising and recognition of the Veteran of
the Year etc.

Commission, Staff Nov 2023
Say Hi to a Hero Work with Milpitas schools and the City of Milpitas Recreation and Community Services
after-school programs to teach students on
how to properly raise and lower the flag:
provide education sessions for elementary-age
students; work directly with the Milpitas High
School NJROTC on mentorship and
involvement with special events.

Commission, MUSD, Staff FY 2023-2024
Honoring Milpitas Veterans
Memorial
Work with Milpitas staff to research the
implementation of a permanent Memorial
honoring Milpitas Veterans in the form of
bricks in the Veterans Plaza Area.

Commission, Staff FY 2023-2024
Veteran of the Year Work with the Milpitas community to nominate veterans for the Veteran of the
Year award
Commission FY 2023-2024
Locating Milpitas Veterans Work with City Staff to provide additional resources for locating Milpitas Veterans.

Commission, Staff Ongoing
299
Item # C17.

City of Milpitas
Youth Advisory Commission
Work Plan FY 2023-2024
DRAFT
Topics/Advisory Area Tasks Required Resources Deadline
Volunteerism 1. Identify events in need of service Commission, Staff On Going

2. Establish subcommittees Commission On Going

3. Tree Lighting Commission 12/1/2023

4. Charity Coat Drive Commission 12/1/23-12/8/23

5. Earth Day - Thrifting Event Commission, Staff, Outside Agency 4/20/2023

6. Youth-Commission Advocacy Commission On Going
Teen Center 1. Programming and engangement for teens Commission, Staff On Going

2. Teen Center promotion Commission, Staff On Going
Engage Youth and Teens 1. Basketball Tournament Commission, Staff 2/9/2023

2. Spelling Bee Commission, Staff 3/29/2023

3. Promotion of Milpitas Youth Force Commission, Staff On Going Work Plan Goals:

Plan and implement at least four youth/teen events for community Assist with increasing Teen Center participation through program promotion and partnerships Increase youth and teen engagement through volunteering 300
Item # C17.

CITY OF MILPITAS

AGENDA REPORT
(AR)

Item Title: Approve Proposed Project Locations Pertaining to Project No. 4299 Bicycle Improvement Project to be Funded by Caltrans 2022 Priority Legislative Budget Project (PLPB) Earmarks (Staff Contact: Matt Cano, Deputy City Manager, 408- 586-3012; and Roberto Alonzo, Acting Transportation and Traffic Manager, 408- 586-3316)
Category: Community Services and Sustainable Infrastructure Meeting Date: 9/19/2023
Recommendation: Approve proposed project locations pertaining to Project No. 4299 Bicycle Improvement Project to be funded by Caltrans 2022 Priority Legislative Budget Project (PLPB) Earmarks.

BACKGROUND:

The City received a State allocation of a One-time State Funding Grant for bicycle facility improvements in FY22-23. The Milpitas Bike Lane Facilities Enhancements project is funded with $1 million from the State Budget Act of 2022. The project goal is to improve bicyclist safety, reduce traffic stress for bicycle users, and promote bicycle use by eliminating bicycle facility gaps and upgrading existing bicycle facilities in the City. The project streets include Abel Street, Main Street, and Milpitas Boulevard corridors. These streets are identified as high priority routes by the Master Plan that connect to historical downtown on Main Street, schools, and a key route that crosses railroad tracks and creek.

ANALYSIS:

The recently adopted (2024-2028) 5-year Capital Improvement Program includes Project No. 4299 Bicycle Improvement Project 2024-2025, the “Project”.

The existing bicycle network in the City of Milpitas includes approximately 50 miles of bicycle lanes, buffered bicycle lanes, designated bicycle routes, and paved shared use paths. Over 30 miles of the bicycle facilities are on-street bikeways and are primarily located along major roadways with higher posted travel speeds and significant traffic volumes.

The City’s Trail, Pedestrian, and Bicycle Master Plan adopted by City Council in 2022 proposed to expand and enhance the bicycle facilities with a complete and connected low-stress bicycle network that supports travel to, from, and around major destinations in Milpitas.

This projects’ goals are to install and improve existing bicycle facilities in the City and provide safer bicycle routes and promote alternative methods of transportation to reduce greenhouse gas emissions. The bike enhancements proposed for the project include Class IIB: Buffered Bike Lane, Class IV: Cycle Track, Class III:

Bike Route, and Green Bike Lane at bicycle and vehicular conflict zones. These enhancements will be installed at the following locations as part of this project:

 Abel Street from Milpitas Blvd to Redwood Avenue
 Abel Street from Redwood Avenue to Marylinn Drive
 Marylinn Drive from Abel Street to Weller Lane
 Main Street from Weller Lane to Carlo Street
 Main Street from Carlo Street to Great Mall Parkway
 Milpitas Blvd from Abel Street to Calaveras Blvd 301
Item # 18.

The Project is to be funded using $1M in Caltrans Priority Legislative Budget Project (PLPB) Earmarked funds.

Upon approval of the project location list by City Council, the project will be submitted to Caltrans for their review and approval of the scope, schedule and fee. Once the project has been approved by Caltrans, the City and Caltrans will enter into a Fund Transfer Agreement in order for the City to obtain the funds. The design of the approved scope would commence in Spring 2024 and the project is proposed to be in construction summer of 2025.

POLICY ALTERNATIVE(S):

Alternative 1: Do not approve Project No. 4299 Bicycle Improvement Project 2024-2025 is to be funded by Caltrans 2022 PLPB Earmarked funds.

Pros: Staff time would be freed up to work on other priority projects in the City.

Cons: These critical bicycle lane improvement projects would not be implemented and the City would not be able to utilize the $1.0M PLPB Earmark funds from the State of California.

Reason not Recommended: The PLPB Earmark fund is needed to pay for the proposed bicycle lane improvements and these improvements are critical to the continued development of a safe and reliable bicycle transportation network in the City of Milpitas.

FISCAL IMPACT:

The receipt of the PLPB Earmark fund for use in the City’s bicycle lane enhancement project is needed to help offset the City costs and will reduce the need for funding from other City sources such as the General Fund. It is anticipated the City will receive $1M in PLPB Earmark funds to be used in Project No. 4299 Bicycle Improvement Project 2024-2025. The $1m has been appropriated in the project during the adoption of Capital Improvement Program for Fiscal year 2024-2028.

California Environmental Quality Act (CEQA):

The project is categorically exempt under Section 15301 of the California Environmental Quality Act guidelines for maintenance of existing facilities.

RECOMMENDATION:

Approve proposed project locations pertaining to Project No. 4299 Bicycle Improvement Project to be Funded by Caltrans 2022 Priority Legislative Budget Project (PLPB) Earmarks.

Attachment(s):

1. Project Locations Map

302
Item # 18.

Project Locations Map

Proposed Locations
 Abel Street from Milpitas Blvd to Redwood Avenue
 Abel Street from Redwood Avenue to Marylinn Drive
 Marylinn Drive from Abel Street to Weller Lane
 Main Street from Weller Lane to Carlo Street
 Main Street from Carlo Street to Great Mall Parkway
 Milpitas Blvd from Abel Street to Calaveras Blvd
303
Item # 18.

CITY OF MILPITAS

AGENDA REPORT
(AR)

Item Title: Approve Historical Park Marker Project at Various City Parks and Appropriate Funds of $90,000 to CIP No. 3489 (Staff Contact: Tegan McLane, Community Engagement and Inclusion Administrator, 408-586-3212)
Category: Community Services and Sustainable Infrastructure Meeting Date: 9/19/2023
Recommendation: Approve Historical Park Marker Project concept at Bob McGuire, Frederick Creighton, Peter B. Gill, Jose Higuera Adobe, Murphy, Sunnyhills Albert Augustine Jr. Memorial, and Delano Manongs parks and appropriate $90,000 to Public Art CIP No. 3489.

BACKGROUND:

As part of their City Council approved FY2020-21 Workplans, the Arts Commission and Parks Recreation and Cultural Resources Commission (PRCRC) were directed to collaborate on a project to develop historical park markers that would be public art pieces, honoring park namesakes. With the recent addition of Delano Manongs Park, Milpitas has 20 parks named for people and/or cultural groups.

A joint subcommittee of the Arts Commission and PRCRC convened in May 2021 to develop a plan for a Historical Park Marker Project. The Park Marker Subcommittee (Subcommittee) consisting of two Arts Commissioners and three PRCRC Commissioners, one of which also represented the Milpitas Historical Society, was convened in May 2021. After meeting sporadically through most of 2022 due to COVID-19, the Subcommittee finalized its recommendations in September 2022.

ANALYSIS:

The Historical Park Marker Subcommittee recommended that artist-designed “kiosks” should include full-color interpretive panels about the parks’ namesakes, community artwork, and optional historical information about the site including but not limited to and any heritage trees, as well as nature interpretation about native flora and fauna. Interpretive text and photos would be developed in-house with assistance from the Milpitas Historical Society. Signage would include QR codes linking to more historical information available online. Kiosks would not exceed seven feet in height and would be designed to affix to existing or poured cement pads. They would likely be fabricated out of Corten steel for durability.

Due to the number of parks named after people and/or cultural groups, the Subcommittee recommended a phased approach to design, fabrication and installation with a Phase I budget up to $90,000 to cover design and engineering of a kiosk structure and fabrication and installation of six markers. The subcommittee initially recommended the following parks: Bob McGuire, Frederick Creighton, Peter B. Gill, Hall, Jose Higuera Adobe, and Murphy parks. These parks were selected to ensure that the markers were distributed throughout the community, rather than concentrated on one side of the City. Other factors influencing the selection of sites were the availability of historical resources to draw upon for a sign and the park’s proximity to bike routes, since the Subcommittee would like to eventually publish a self-guided bike tour that would enable residents to learn about Milpitas historical figures.

Historical Park Marker recommendations were presented to the PRCRC on November 7, 2022. The PRCRC voted unanimously to recommend to City Council the concept, with an amendment to the Phase I locations, removing Hall Park and adding Sunnyhills Albert Augustine Jr. Memorial Park. Staff 304
Item # 19.

noted that the City Council specifically called for a historical park marker at Sunnyhills Albert Augustine Jr. Memorial Park at their February 4, 2020, meeting when the park name was updated.

The Subcommittee and PRCRC’s recommendations were presented to the Arts Commission on November 21, 2022. The Arts Commission also voted unanimously to recommend to City Council the Subcommittee Park Historical Marker concept, the PRCRC Phase I locations, and allocate a budget of $90,000 from the Public Art Fund for Phase I, with a plan to seek additional outside funding for future phases.

Staff recommends City Council also consider adding Delano Manongs Park to the Historical Park Marker Phase 1 location list, given that it is the newest park in the system and will be a regional destination location.

As part of the parks grand opening celebration in October, research and history on the park name have been conducted by staff. This park had not yet been named when the Subcommittee and Commissions were considering locations, so they did not have an opportunity to consider Delano Manongs Park. The addition of Delano Manongs is expected to add $10,000-$15,000 in fabrication and installation costs and increase staff time for the project, but those costs would be covered by the Delano Manong Park project budget, rather than the Public Art Fund

POLICY ALTERNATIVE(S):

Alternative 1: Not approve the Park Historic Marker concept, Phase I locations, and budget of $90,000 to be transferred from the Public Art Fund.

Pros: City staff will be able to continue to address current projects and tasks and not work on additional public art projects.

Cons: The Park Historical Marker project is a Council approved work plan item for two (2) City Commissions and the proposed concept would be unique to Milpitas and allow for inclusion of historical information and public involvement in the art design process. Selected parks are throughout the City, so all areas of town are included.

Reason for Not Recommending: The Park Historical Marker project is a Council approved work plan item for two (2) City Commissions and the proposed concept would be unique to Milpitas and allow for inclusion of historical information and public involvement in the art design process. Selected parks are throughout the City, so all areas of town are included.

Alternative 2: Approve the Park Historic Marker concept with any desired changes to the locations in Phase 1.

Pros: This option could allow City Council to swap or delete named parks as desired. Six was the preferred number of park markers to be incorporated in staff workload. Removing one park could return to originally planned staff workload and potentially reduce the impact on the Public Art Fund.

Cons: Historical information may not be readily available for some parks. Selection of different parks for Phase 1 could result in a disproportionate number of markers concentrated in one area of the city, to the exclusion of other areas. Selection of any parks slated for major improvements in the future could result in added expense if the artwork needs to be relocated during future construction.

Reason for Not Recommending: Historical information may not be readily available for some parks. Selection of different parks for Phase 1 could result in a disproportionate number of markers concentrated in one area of the city, to the exclusion of other areas. Selection of any parks slated for major improvements in the future could result in added expense if the artwork needs to be relocated during future construction.

FISCAL IMPACT:

Appropriate $90,000 to Public Art Project CIP No. 3489 from the Public Art Fund. The current fund balance in the Public Art Fund is sufficient to support the $90,000 appropriation to CIP No. 3489. There are also sufficient funds in CIP No. 5102 for the fabrication and installation of an additional Historical Park Marker at Delano Manongs Park. 305
Item # 19.

California Environmental Quality Act (CEQA):

The project has no potential for resulting in either a direct physical change in the environment, or a reasonably foreseeable indirect physical change in the environment and is not a project pursuant to Pub. Resources Code, § 21065 and Cal. Code Regs., tit. 14, § 15378.

RECOMMENDATION:

Approve Historical Park Marker Project concept at Bob McGuire, Frederick Creighton, Peter B. Gill, Jose Higuera Adobe, Leo Murphy, and Sunnyhills Albert Augustine Jr. Memorial parks and appropriate $90,000 to Public Art CIP No. 3489.

Attachment(s):

1. Budget Change Form
306
Item # 19.

City of Milpitas, California

BUDGET CHANGE FORM

From (Credit) To (Debit)
Type of Change

Account

Amount

Account

Amount
Check one:

 Budget Appropriation
 Budget Transfer

213-2909

331-951348993833

$90,000

213-3952

331-951348974800

$90,000

Recommendation: Approve Historical Park Marker Project concept at Bob McGuire, Frederick Creighton, Peter B. Gill, Jose Higuera Adobe, Murphy, and Sunnyhills Albert Augustine Jr. Memorial parks and appropriate $90,000 to Public Art CIP No. 3489.

BACKGROUND:

A joint subcommittee of the Arts Commission and PRCRC was convened in May 202 1 to develop a plan for a Historical Park Marker Project. The Park Marker Subcommittee (Subcommittee) consisting of two Arts Commissioners and three PRCRC Commissioners, one of which also represented the Milpitas Historical Society, was convened in May 2021.

Recommendations from the Subcommittee would go to the two advisory bodies and parks and arts for final recommendations to be presented to the City Council.

ANALYSIS:

The Historical Park Marker Subcommittee convened in May 2021 to develop recommendati ons for a Historical Park Marker Project. The Subcommittee consisted of two Arts Commissioners and three PRCRC Commissioners, one of which also represented the Milpitas Historical Society.. After meeting sporadically through most of 2022 due to COVID- 19, the Subcommittee finalized its recommendations in September 2022.

Subcommittee recommendations were for artist-designed “kiosks” that would include full-color interpretive panels about the parks’ namesakes, community artwork, and optional historical inform ation about the site including but not limited to and any heritage trees, as well as nature interpretation about native flora and fauna.

Interpretive text and photos would be developed in-house with assistance from the Milpitas Historical Society.

Signage would include QR codes linking to more historical information available online. Kiosks would not exceed seven (7) feet in height and would be designed to affix to existing or poured cement pads. They would likely be fabricated out of Corten steel for durability.

Due to the number of parks named after people and/or cultural groups, the Subcommittee recommended a phased approach to design, fabrication and installation with a Phase I budget up to $90,000 to cover design and engineering of a kiosk structure and fabrication and installation of six markers. The subcommittee initially recommended the following parks: Bob McGuire, Frederick Creighton, Peter B. Gill, Hall, Jose Higuera Adobe, and Murphy parks. Those parks were selected to ensure that the markers were distributed throughout the community, rather than concentrated on one side of town. Other factors that played into the choices were the availability of historical resources to draw upon for a sign and the parks proximity to bike routes, since the Subcommittee was keen on the possibility of eventually publishing a self-guided bike tour that would enable residents to learn about Milpitas historical figures.

Historical Park Marker recommendations were presented to PRCRC on November 7, 2022. PRCRC voted unanimously to recommend to City Council the concept, with an amendment to the Phase I locations, removing Hall Park and adding Sunnyhills Albert August Jr. Memorial Park. Staff noted that the City Council specifically 307
Item # 19.
called for a historical park marker at Sunnyhills Albert Augustine Jr. Memorial Park at their February 4, 2020, meeting when the park name was updated.

The Subcommittee and PRCRC’s recommendations were presented to the Arts Commission on November 21, 2022.

The Arts Commission also voted unanimously to recommend to City Council the Subcommittee Park Historical Marker concept, the PRCRC Phase I locations, and allocate a budget of $90,000 from the Public Art Fund for Phase I, with a plan to seek additional outside funding for future phases.

POLICY ALTERNATIVE(S):

Alternative 1: Not approve the Park Historic Marker concept, Phase I locations, and budget of $90,000 to be transferred from the Public Art Fund.

Pros: City staff will be able to continue to address current projects and tasks and not wor k on additional public art projects.

Alternative 2: Approve the Park Historic Marker concept, with any desired changes to the locations in Phase 1.

Pros: This option could allow City Council to add a park marker for Delano Manongs Park. That park was not originally considered because at the time of consideration it had not yet been officially named.

Selection of any parks slated for major improvements in the future could result in added expense if the artwork needs to be relocated during future construction. Any changes would necessitate removing another park from the list. Six is the maximum that can reasonably be incorporated into staff workload this fiscal year.

Reason for Not Recommending: The Park Markers Subcommittee and two commissions (PRCRC and Arts) have invested much care into the selection of the park markers.

FISCAL IMPACT:

Appropriate $90,000 to Public Art Project CIP No. 3489 from the Public Art Fund. The current fund balance in the Public Art Fund is sufficient to support the $90,000 appropriation to CIP No. 3489.

California Environmental Quality Act (CEQA):

Resources Code, § 21065 and Cal. Code Regs., tit. 14, § 15378.

RECOMMENDATION:

308
Item # 19.

 Check if City Council Approval required. Meeting: September 19, 2023

Requested by: Department Head: Renee Lorentzen Date: September 19, 2023
Reviewed by: Finance Director: Lauren Lai Date: September 19, 2023
Approved by: Acting City Manager: Ned Thomas Date: September 19, 2023

Date approved by City Council, if required: Confirmed by:

FI/24786/V Form 30-222 (Rev. 1/92)
309
Item # 19.

CITY OF MILPITAS

AGENDA REPORT
(AR)

Item Title: Provide Feedback Regarding Potential Amendments to Title V, Chapter 9, Section 4.05 of the Milpitas Municipal Code Related to Use of Noise-Amplifying Devices at Gill Park (Staff Contact: Michael Mutalipassi, City Attorney, 408-858- 3040)
Category: Leadership and Support Services
Meeting Date: 9/19/2023
Recommendation: Provide feedback regarding potential amendments to Title V, Chapter 9, Section 4.05 of the Milpitas Municipal Code Related to use of noise-amplifying devices at Gill Park and direct the City Attorney to prepare a clarifying amendment consistent with the Council’s policy.

BACKGROUND:

Peter T. Gill Memorial Park is an 8.16-acre park located at Paseo Refugio Road and Santa Rita Drive. It includes a lighted ball diamond, 3 tennis courts 2 handball courts (with one used primarily for pickleball), a basketball court, 4 barbeques, 8 tables, playground equipment, restrooms, and parking for 20 vehicles.

Residents can reserve two picnic areas within Gill Park for events. Gill Park serves as the beginning of the Hetch Hetchy trail. In 1996 and 1997, the Milpitas Skate Park was located in Gill Park.

Prior to November 2006, Gill Park was subject to the same noise regulations as any other park in the City which, as indicated in Section V-9-4.05 of the Milpitas Municipal Code, allows for the use of loudspeakers in parks with an appropriate City permit. In October of 2006, residents of Milpitas presented the City Council with a petition not to issue permits for amplified sound in Gill Park. Homeowners around Gill Park indicated that they believed the noise at Gill Park was so excessive that it created a public nuisance and infringed on the homeowners’ rights to quiet enjoyment of their property. On October 17, 2006, the City Council acted by introducing an ordinance amending Milpitas Municipal Code title V, chapter 9, section 4.05 regarding amplified noise in parks (“Ordinance 196.8”). The express purpose of Ordinance 196.8 is to prohibit the City Manager from issuing permits for amplified sound in Gill Park. In order to do this, Ordinance 196.8 added the language “The issuance of a written permit from the City Manager or his authorized agent for the use of any loudspeaker or other noise-amplifying device referred to in Section V-9-4.00 shall not apply to Gill Park.” Milpitas Municipal Code (“MMC”) section V-9-4.05. The Council unanimously adopted Ordinance 196.7 on November 17, 2006.

Every other park in the City of Milpitas is allowed to have loudspeakers with an appropriate City permit.

On August 29, 2023, the Milpitas Police Department received a call regarding amplified music at Gill Park. The officer reviewed MMC section V-9-4.05 and determined that it is vague and ambiguous in a manner that renders it unenforceable. The language added by Ordinance 196.8 can be reasonably interpreted in a manner as excluding Gill Park from the permit process thereby either allowing amplified sound in Gill Park without a permit or disallowing amplified sound in Gill Park entirely. Ordinances may be deemed void as a result of vagueness in accordance with the Due Process Clauses of the U.S. Constitution.

ANALYSIS:

“It is a basic principle of due process that an enactment is void for vagueness if its prohibitions are not clearly defined.” (Grayned v. City of Rockford (1972) 408 U.S. 104, 108.) The law assumes that a “man is free to steer between lawful and unlawful conduct, [courts] insist that laws give the person of ordinary intelligence a reasonable opportunity to know what is prohibited, so that he may act accordingly.” (Id.) An ordinance “may be unconstitutionally vague when (1) it does not ‘give the person of ordinary intelligence a reasonable opportunity 310 Item # 20.

to know what is prohibited’ or (2) it encourages or invites ‘arbitrary and discriminatory enforcement.’” (Flores v.

Bennett (E.D. Cal. 2022) 635 F.Supp.3d 1020, 1042, aff'd (9th Cir., Aug. 3, 2023, No. 22-16762) 2023 WL 4946605.) MMC section V-9-4.05 suffers from the sort of constitutional vagueness identified in Grayned and Flores. A person of ordinary intelligence would not be able to discern whether the language regarding Gill Park in section V-9-4.05 prohibits the use of all amplified sound in Gill Park or exempts Gill Park from requiring a permit for amplified sound. This ambiguity is likely, in turn, to lead to arbitrary enforcement as one officer responding to a noise complaint in Gill Park may interpret MMC section V-9-4.05 differently from another officer responding to the same sort of complaint. This vagueness renders section V-9-4.05 void under the constitutional principal of due process. (Grayned, supra, 409 U.S. at 108.)

Staff recommends that the Council direct the City Attorney to prepare a clarifying amendment to Ordinance 196.8 that will allow for enforcement of section V-9-4.05 in a manner consistent with the policies of the Council.

Sidewalk Vendors

SB 946 amended the California Government Code to include Chapter 6.2, sections 51036 to 51039, regulating sidewalk vendors. Section 51038 allows local authorities to adopt a program to regulate sidewalk vendors so long as the program complies with the requirements of the section. Section 51038 prohibits local authorities from requiring sidewalk vendors from operating within specific parts of the City or specific parts of the public right of way, except when those restrictions are directly related to objective health, safety, or welfare concerns.

It prevents a local authority from prohibiting sidewalk vendors from selling food or merchandise in a park owned or operated by the local authority unless the prohibition is directly related to objective health, safety, or welfare concerns; necessary to ensure the public’s use and enjoyment of natural resources and recreational opportunities; or necessary to prevent an undue concentration of commercial activity that unreasonably interferes with the scenic and natural character of the park. The local authority cannot require any sidewalk vendor to obtain the consent or approval of any nongovernmental entity or individual before he or she can sell food or merchandise, including the consent of brick and mortar businesses. A local authority cannot restrict the neighborhoods sidewalk vendors may operate in, except the local authority may ban stationary sidewalk vendors in areas that are zoned exclusively residential (but cannot ban roaming sidewalk vendors from those areas.) A local authority cannot restrict the overall number of sidewalk vendors within its jurisdiction unless the restriction is directly related to objective health, safety, or welfare concerns.

Local authorities may adopt requirements regulating the time, place, and manner of sidewalk vending if the requirements are directly related to objective health, safety, or welfare concerns. Limitations on hours of operation may not be unduly restrictive, and in nonresidential areas, any limitations on hours of operations for sidewalk vendors cannot be more restrictive than the hours of operations for any other businesses on the same street. Local authorities can require sidewalk vendors to maintain sanitary conditions; make requirements that ensure ADA compliance; obtain from the City a valid business license; require sidewalk vendors possess a valid California seller’s permit; require additional licenses from other state or local agencies to the extent required by law; require compliance with other generally applicable laws; and require a sidewalk vendor to submit certain information regarding his or her operations.

Staff recommends that the Council direct the City Attorney to prepare a SB 946 compliant ordinance creating a program to regulate sidewalk vendors and to amend or delete MMC section V-9-4.01 in conformity with that program.

POLICY ALTERNATIVE(S):

Alternative 1: Direct the City Attorney to prepare an amendment to Ordinance 196.8 that prohibits the use of all amplified sound in Gill Park.

Pros: This appears to be the original intent of the City Council when it adopted the ordinance in 2006 and addresses the issues brought forward at that time.

Cons: Gill Park will have different rules than all other parks. The use of the picnic areas in Gill Park will be less desirable for event planners as they will not be able to obtain an amplified sound permit. 311 Item # 20.

Alternative 2: Direct the City Attorney to prepare an amendment to Ordinance 196.8 that allows residents to obtain an amplified sound permit for Gill Park.

Pros: Gill Park will have the same rules as all other parks. The users of the reserved picnic areas in Gill Park will have the same opportunity with regard to obtaining a permit for amplified sound as users of other parks.

Cons: The Council will not be addressing the issues brought to it in 2006 by residents of homes adjacent to Gill Park.

Alternative 3: Do not take action to amend Ordinance 196.9.

Pros: Staff will not expend time preparing an amendment.

Cons: MMC section V-9-4.05 as it pertains to Gill Park will be void as a result of vagueness. No prohibition on amplified sound in Gill Park will be enforceable.

FISCAL IMPACT:

There is a de minimis fiscal impact associated with the adoption of a clarifying amendment. Public works will have to update the sign in Gill Park to conform with the Council’s adopted policy.

California Environmental Quality Act (CEQA):

The action has no potential for resulting in either a direct physical change in the environment, or a reasonably foreseeable indirect physical change in the environment and is not a project pursuant to Pub.

Resources Code, § 21065 and Cal. Code Regs., tit. 14, § 15378.

RECOMMENDATION:

Provide feedback regarding potential amendments to title V, chapter 9, section 4.05 of the Milpitas Municipal Code Related to use of noise-amplifying devices at Gill Park and direct the City Attorney to prepare a clarifying amendment consistent with the Council’s policy.

Attachment(s):

1. Gill Park Map

2. Minutes of Regular Meeting of Milpitas City Council, October 17, 2006

3. Ordinance Number 196.8

4. Email from constituent Jennifer Ting and attachments

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This petition is to help ensure that Gill Memorial Park is kept as a welcoming family neighborhood park. The residents surrounding Gill Park are being subject to excessively loud noise generated mostly by amplified music. There is no escaping from the unwanted noise which is creating a negative impact on the lives of the residents in the area. Due to the close proximity of homes to the park, we the undersign want the City of Milpitas to deny future permits for live music, amplified music, or amplified oration in Gill Memorial Park.

We hope that the City of Milpitas shares our concern to help keep Gill park as a pleasant place to live nearby and visit.

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Milpitas City CouncilSeptember 19, 2023

Milpitas City Council
September 19, 2023