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Line
#
Item Number Description Qty Term List Price Sale Price Ext. Sale Price
Refresh
Duration
6 SSV00S05131A COMMANDCENTRAL
DEMS EXPORT TO
AXON*
1 5 YEAR $0.00 $0.00 $0.00
7 ISV00S04236A DEPLOY AXON
INTERFACE*
1 $2,500.00 $0.00 $0.00
8 SSV00S03682A INTEGRATION: CC
EVIDENCE TO
COMMUNITY*
1 5 YEAR $0.00 $0.00 $0.00
9 SSV00S03753A INTEGRATION:
RESPONDER TO
EVIDENCE*
1 5 YEAR $0.00 $0.00 $0.00
10 SSV07S03605A MOBILE VIDEO SYSTEM
ADMINISTRATOR -
REMOTE - 50 HOURS*
1 5 YEAR $54,000.00 $43,200.00 $43,200.00
Interfaces
11 SSV00S05425A INTERFACE:
CENTRALSQUARE
ONESOLUTION OSSI
CAD TO VMEL /
COMMANDCENTRAL
DEMS*
1 5 YEAR $10,000.20 $5,000.00 $5,000.00
M500
12 WGB-0703A M500 ICV SYSTEM, V300
WIFI DOCK, SPS*
67 $6,575.00 $2,367.00 $158,589.00
13 LSV07S05296A 5Y ESSENTIAL - M500 67 5 YEARS $1,063.13 $382.73 $25,642.91 14 WGB-0189A MTIK CONF
KIT,802.11AC,M500POE,
5GHZANT
67 $410.00 $147.60 $9,889.20
15 WGP01566-350 ACCESS POINT,
MIKROTIK, 802.11AC,
5GHZ
9 $250.00 $100.00 $900.00
V700
16 WGP02950 V700 BATTERY, 3.8V,
4180MAH, REMOVABLE
125 $137.50 $55.00 $6,875.00
17 WGP03085-KIT V700 JACKET MAG
MOUNT WITH BWC
BOX
125 Included Included Included
18 WGB-0741A V700 BODY WORN
CAMERA FIRSTNET
READY
125 $968.00 $387.20 $48,400.00 3 YEAR
QUOTE-3163917
(125) V700 VaaS (67) M500 +
DEMS
Any sales transaction following Motorola's quote is based on and subject to the terms and conditions of the valid and executed written contract between Customer and Motorola (the ""Underlying Agreement"") that authorizes Customer to purchase equipment and/or services or license software (collectively ""Products""). If no Underlying Agreement exists between Motorola and Customer, then Motorola's Standard Terms of Use and Motorola's Standard Terms and Conditions of Sales and Supply shall govern the purchase of the Products.
Motorola Solutions, Inc.: 500 West Monroe, United States - 60661 ~ #: 36-1115800
I – Page 475 of 1558
Line
#
Item Number Description Qty Term List Price Sale Price Ext. Sale Price
Refresh
Duration
19 PRODUCT_REFRESH VIDEO
EQUIPMENT,PRODUCT
REFRESH
125 $800.00 $192.00 $24,000.00
20 LSV07S03512A ESSENTIAL SERVICE
W/ACC DMG AND ADV
REPLACEMENT - V700
125 5 YEARS $552.00 $220.80 $27,600.00
21 SWV07S03593A BODY WORN CAMERA
SOFTWARE
ENHANCEMENTS
125 5 YEARS $0.00 $0.00 $0.00
Subtotal $847,906.11
Estimated Tax $27,925.39
Grand Total $875,831.50(USD)
Pricing Metric :
Price is indicative of the following -
# of Devices - 209
QUOTE-3163917
(125) V700 VaaS (67) M500 +
DEMS
Any sales transaction following Motorola's quote is based on and subject to the terms and conditions of the valid and executed written contract between Customer and Motorola (the ""Underlying Agreement"") that authorizes Customer to purchase equipment and/or services or license software (collectively ""Products""). If no Underlying Agreement exists between Motorola and Customer, then Motorola's Standard Terms of Use and Motorola's Standard Terms and Conditions of Sales and Supply shall govern the purchase of the Products.
Motorola Solutions, Inc.: 500 West Monroe, United States - 60661 ~ #: 36-1115800
I – Page 476 of 1558
Pricing Summary
Sale Price
Upfront Costs for Hardware, Accessories and Implementation (if applicable) $461,223.71 Year 2 Subscription Fee $96,670.60
Year 3 Subscription Fee $96,670.60
Year 4 Subscription Fee $96,670.60
Year 5 Subscription Fee $96,670.60
Grand Total System Price (Inclusive of Upfront and Annual Costs) $847,906.11 *Upfront costs include the cost of Hardware, Accessories and Implementation, where applicable.
Notes:
● The Pricing Summary is a breakdown of costs and does not reflect the frequency at which you will be invoiced. ● Additional information is required for one or more items on the quote for an order. ● This quote contains items with approved price exceptions applied against them. ● The future CAD integration will be performed at NO COST. ● Unless otherwise noted in this quote / order, installation of equipment is not included.
QUOTE-3163917
(125) V700 VaaS (67) M500 +
DEMS
Any sales transaction following Motorola's quote is based on and subject to the terms and conditions of the valid and executed written contract between Customer and Motorola (the ""Underlying Agreement"") that authorizes Customer to purchase equipment and/or services or license software (collectively ""Products""). If no Underlying Agreement exists between Motorola and Customer, then Motorola's Standard Terms of Use and Motorola's Standard Terms and Conditions of Sales and Supply shall govern the purchase of the Products.
Motorola Solutions, Inc.: 500 West Monroe, United States - 60661 ~ #: 36-1115800
I – Page 477 of 1558
1M500 IN-CAR VIDEO SYSTEM SOLUTION DESCRIPTION
The M500 In-Car Video System is the first AI-enabled in-car video solution for law enforcement. It combines Motorola’s powerful camera technology with our
industry-leading digital evidence management software,
VideoManager, to deliver high-quality digital evidence
and real-time analytics.
The M500 offers the following benefits:
• Delivers exceptionally clear, evidence-grade video,
from inside and outside the vehicle
• The M500 has three high-definition cameras,
mounted on the front and rear windshield and in the
cabin. The front camera has a 4K sensor, with an ultra high-definition recording resolution that captures both wide-angle and focused video streams. The cabin camera’s infrared illumination allows backseat recording in total darkness, and a built-in microphone captures audio in the vehicle during recording. • Works reliably, even in challenging situations
• The cameras and processor are small, rugged devices, easily and securely installed where they do not hinder any line of sight. They are tamper proof and built to withstand significant impact and severe weather conditions. Even if a vehicle is in a serious collision, the Uninterruptible Power Supply automatically kicks in to continue capturing evidence for those critical extra seconds. • Protects video data, whether in transit or at rest
• The powerful core processor, with a 1 terabyte drive, securely stores all video footage, encrypting the data to prevent cyber threats.
• Provides users a reliable, easy-to-learn system
• Ease of use is at the heart of the M500. The interface is highly intuitive, and any feature can be accessed with no more than three touches of the control panel. Users can start a recording manually or program sensors to activate a recording when triggered – such as a siren, blue lights, vehicle speed, crash detection, wireless microphones, and more. After the recording starts and is categorized, everything is automated, including the uploading of footage to the system’s evidence management software, VideoManager. There, recordings are easily managed, redacted, organized, and shared with all authorized parties, including first responders, fleet managers, investigative officers, supervisors, prosecutors, and legal teams. • Increases efficiency
• The system’s software makes it easy to search and analyze video footage, which can save countless hours for users and minimize human error.
• Promotes trust
• By providing a clear record of incidents that occur while officers are on duty, the M500 promotes trust between public safety agents and the communities they serve. • Integrates seamlessly with other Motorola technologies • The M500 offers additional benefits when working in conjunction with Motorola’s V700 Body-Worn Camera or L5M License Plate Recognition camera and VehicleManager. - When used with the V700, the M500 in-car video system triggers the V700 to record at the same time.
Officers can focus on the situation at hand, while the cameras – working together as a seamless system – capture synchronized recording from multiple vantage points. The footage is uploaded to and can be reviewed on the same system.
QUOTE-3163917
(125) V700 VaaS (67) M500 +
DEMS
Any sales transaction following Motorola's quote is based on and subject to the terms and conditions of the valid and executed written contract between Customer and Motorola (the ""Underlying Agreement"") that authorizes Customer to purchase equipment and/or services or license software (collectively ""Products""). If no Underlying Agreement exists between Motorola and Customer, then Motorola's Standard Terms of Use and Motorola's Standard Terms and Conditions of Sales and Supply shall govern the purchase of the Products.
I – Page 478 of 1558
- When used with the L5M, both the LPR camera and the M500 feed their collected license plate data into Vigilant VehicleManager and display the information on a single interface. Working together, the systems increase coverage while maintaining ease of use through a shared user interface and database.
The M500 is a reliable and comprehensive mobile video solution that will enhance safety, promote accountability, and improve efficiency. It ensures that you always have the critical information needed for smarter, faster decisions to help keep officers and the communities they serve safe.
QUOTE-3163917
(125) V700 VaaS (67) M500 +
DEMS
Any sales transaction following Motorola's quote is based on and subject to the terms and conditions of the valid and executed written contract between Customer and Motorola (the ""Underlying Agreement"") that authorizes Customer to purchase equipment and/or services or license software (collectively ""Products""). If no Underlying Agreement exists between Motorola and Customer, then Motorola's Standard Terms of Use and Motorola's Standard Terms and Conditions of Sales and Supply shall govern the purchase of the Products.
I – Page 479 of 1558
STATEMENT OF WORK - MOBILE VIDEO PRODUCTS NEW SYSTEM
OVERVIEW
This Statement of Work (SOW) outlines the responsibilities of Motorola Solutions, Inc. (Motorola) and the Customer for the implementation of body-worn camera(s), in-car video system(s), interview recording system(s) and/or your digital evidence management solution. For the purpose of this SOW, the term “Motorola” may refer to our affiliates, subcontractors, or certified third-party partners. A third party has been identified as our Motorolacertified installer and will work on Motorola’s behalf to install your in-car video system(s).
This SOW addresses the responsibilities of Motorola and the Customer that are relevant to the implementation of the hardware and software components listed in the Solutions Description. Any changes or deviations from this SOW must be mutually agreed upon by Motorola and the Customer and will be addressed in accordance with the change provisions of the Contract. The Customer acknowledges any changes or deviations from this SOW may incur additional cost.
Motorola and the Customer will work to complete their respective responsibilities in accordance with the Project Schedule. Any changes to the Project Schedule must be mutually agreed upon by both parties in accordance with the change provisions of the Contract.
Unless specifically stated, Motorola will perform the work remotely. The Customer will provide Motorola personnel with access to their network and facilities so Motorola is able to fulfill its obligations. All work will be performed during normal business hours based on the Customer’s time zone (Monday through Friday from 8:00 a.m. to 5:00 p.m.).
The number and type of software subscription licenses, products, or services provided by Motorola are specifically listed in the Contract and referenced in the SOW. Services & Products provided under this SOW are governed by the mutually executed Contract between the parties, or Motorola’s Master Customer Agreement and applicable addenda (“Contract”).
AWARD, ADMINISTRATION, AND PROJECT INITIATION
Project Initiation and Planning will begin following the execution of the Contract between Motorola and the Customer. At the conclusion of Project Planning, Motorola’s Project Manager (PM) will begin status meetings and provide status reports on a regular cadence with the Customer’s PM. The status report will provide a summary of activities completed, activities planned, progress against the project schedule, items of concern requiring attention, as well as, potential project risks and agreed upon mitigation actions.
Motorola utilizes Google Meet as its teleconference tool. If the Customer desires to use an alternative teleconferencing tool, any costs incurred from the use of this alternate teleconferencing tool will be the responsibility of the Customer.
FBI-CJIS SECURITY POLICY – CRIMINAL JUSTICE INFORMATION CJIS Security Policy Compliance
Motorola believes our solution is not in scope of the FBI-CJIS Security Policy (CJISSECPOL) based on the definition in Section 4 of CJISSECPOL and how the FBI-CJIS defines Criminal Justice Information. However, Motorola does design its products with the CJISSECPOL security controls as a guide. Motorola’s design and QUOTE-3163917
(125) V700 VaaS (67) M500 +
DEMS
Any sales transaction following Motorola's quote is based on and subject to the terms and conditions of the valid and executed written contract between Customer and Motorola (the ""Underlying Agreement"") that authorizes Customer to purchase equipment and/or services or license software (collectively ""Products""). If no Underlying Agreement exists between Motorola and Customer, then Motorola's Standard Terms of Use and Motorola's Standard Terms and Conditions of Sales and Supply shall govern the purchase of the Products.
I – Page 480 of 1558
features support best practice security controls and policy compliance. In the event of a CJIS technical audit request, Motorola will support the Customer throughout this process.
Personnel Security – Background Screening
Motorola will assist the Customer with completing the CJIS Security Policy Section Personnel Security related to authorized personnel background screening when requested to do so by the Customer. Based on the Personnel Security section of the CJISSECPOL, a Motorola employee is defined as someone who is required to be on the Customer’s property with unescorted access to unencrypted CJI. Motorola employees will also have access to the Customer’s network(s) and stored information and Motorola has remote access tools to support virtual escorted access to on-premises customer assets.
Additionally, Motorola performs independent criminal background investigations including name based background checks, credential and educational vetting, credit checks, U.S. citizen and authorized worker identity verification on its employees.
Motorola will support the Customer in the event of a CJIS audit request to validate employees assigned to the project requiring CJISSECPOL Personnel Security screening and determine whether this list is up to date and accurate. Motorola will notify the Customer within 24 hours or next business day of a personnel status change.
Security Awareness Training
Motorola requires all employees who will support the Customer to undergo Level 3 Security Awareness Training provided by Peak Performance and their CJIS online training platform. If the Customer does not have access to these records, Motorola can facilitate proof of completion. If the Customer requires additional and/or separate training, Motorola will work with the Customer to accommodate this request at an additional cost.
CJIS Security Addendum
Motorola requires all employees directly supporting the Customer to sign the CJIS Security Addendum if required to do so by the Customer.
Third Party Installer
The Motorola-certified third-party installer (if applicable) will work independently with the Customer to complete the CJISSECPOL Personnel Security checks, complete Security Awareness Training and execute the CJIS Security Addendum.
COMPLETION CRITERIA
The project is considered complete once Motorola has completed all responsibilities listed in this SOW. The Customer’s task completion will occur based on the Project Schedule to ensure Motorola is able to complete all tasks without delays. Motorola will not be held liable for project delays due to incomplete Customer tasks.
The Customer must provide Motorola with written notification if they do not accept the completion of Motorola responsibilities. Written notification must be provided to Motorola within ten (10) business days of task completion.
The project will be deemed accepted if no written notification is received within ten (10) business days.
In the absence of written notification for non-acceptance, beneficial use will occur thirty (30) days after functional demonstration of the system.
QUOTE-3163917
(125) V700 VaaS (67) M500 +
DEMS
Any sales transaction following Motorola's quote is based on and subject to the terms and conditions of the valid and executed written contract between Customer and Motorola (the ""Underlying Agreement"") that authorizes Customer to purchase equipment and/or services or license software (collectively ""Products""). If no Underlying Agreement exists between Motorola and Customer, then Motorola's Standard Terms of Use and Motorola's Standard Terms and Conditions of Sales and Supply shall govern the purchase of the Products.
I – Page 481 of 1558
SUBSCRIPTION SERVICE PERIOD
If the contracted system includes a subscription, the subscription service period will begin upon the Customer’s receipt of credentials for access or for hardware, upon shipment of the hardware. The provision and use of the subscription service is governed by the Contract.
PROJECT ROLES AND RESPONSIBILITIES OVERVIEW
Motorola Project Roles and Responsibilities
The Motorola Project Team will be assigned to the project under the direction of the Motorola Project Manager.
Each team member will be engaged in different phases of the project as necessary. Some team members will be multi-disciplinary and may fulfill more than one role.
In order to maximize effectiveness, the Motorola Project Team will provide various services remotely by teleconference, web-conference, or other remote method in order to fulfill our commitments as outlined in this SOW.
Our experience has shown customers who take an active role in the operational and educational process of their system realize user adoption sooner and achieve higher levels of success with system operation. The subsections below provide an overview of each Motorola Project Team Member.
Project Manager (PM)
The PM will be the principal business representative and point of contact for Motorola. The PM’s responsibilities may include but are not limited to:
• Manage Motorola responsibilities related to the delivery of the project. • Maintain the Project Schedule, and manage assigned Motorola personnel, subcontractors, and suppliers as applicable.
• Coordinate schedules of assigned Motorola personnel, subcontractors, and suppliers as applicable. • Conduct equipment inventory.
• Discovery validation
• Maintain project communications with the Customer.
• Identify and manage project risks.
• Coordinate collaboration of Customer resources to minimize project delays. • Evaluate project status against Project Schedule.
• Conduct status meetings on mutually agreed upon dates to discuss project status. • Provide timely responses to Customer inquiries and issues related to project progress. • Conduct daily status calls with the Customer during Go-Live.
Post Sales Engineer
The Post Sales Engineer will work with the Customer’s Project Team on:
• System provisioning.
• Data Migration
• Contracted data migration between two disparate digital evidence management systems (if applicable, additional fees may apply).
QUOTE-3163917
(125) V700 VaaS (67) M500 +
DEMS
Any sales transaction following Motorola's quote is based on and subject to the terms and conditions of the valid and executed written contract between Customer and Motorola (the ""Underlying Agreement"") that authorizes Customer to purchase equipment and/or services or license software (collectively ""Products""). If no Underlying Agreement exists between Motorola and Customer, then Motorola's Standard Terms of Use and Motorola's Standard Terms and Conditions of Sales and Supply shall govern the purchase of the Products.
I – Page 482 of 1558
Field Engineer (FE)
The FE will work with the Customer’s Project Team on:
• Inspect installation and configure hardware devices.
• Provide instructions to the Customer on how to configure the hardware. • Review Deployment Checklist with the Customer.
• Develop and submit a Trip Report.
• Update Customer IP Map.
Professional Services Engineer (if applicable)
The Professional Services Engineer is engaged on projects that include integration between Motorola’s digital evidence management system and the Customer’s third-party software application. Their responsibilities include:
• Delivery of the interface between Motorola’s digital evidence management system and the Customer’s thirdparty software (e.g. CAD).
Technical Trainer / Instructor
The Technical Trainer / Instructor provides training on-site or remote depending on the training topic and deployment services purchased.
• Deliver provisioning education and guidance to the Customer for operating and maintaining their system. • Provide product education as defined by this SOW and described in the Education Plan.
Motorola-Certified Installer (if applicable)
The Motorola-certified installer is primarily responsible for installing in-car video systems (ICVs) into Customer vehicles. There are specific requirements the 3rd party partner must meet in order to be considered a Motorolacertified installer, and they include the following:
• Required Training
• WTG0501 - M500 Vehicle Installation Certification (Remote) or WTG0503 - M500 Vehicle Installation Certification (Live)
• Needs to be renewed yearly.
• Needs to be submitted to the PM by the technician completing the installation no less than thirty (30) days prior to the installation.
• Review of any previous Motorola Solutions Technical Notifications (MTNs). • Optional Training
• WGD00186 - M500 Installation Overview and Quick Start (NA) • Not required for installation. Available for the installing technician. • WGD00177 - M500 In-Car Video System Installation Guide • Not required for installation. Available for the installing technician. • MN010272A01 - M500 In-Car Video System Basic Service Manual • Not required for installation. Available for the installing technician.
Other responsibilities the Motorola-certified installer may be involved in include the installation of cellular routers or Access Points. These activities will only be completed by Motorola if Motorola quotes these services; otherwise, the completion of these services are solely the responsibility of the Customer.
QUOTE-3163917
(125) V700 VaaS (67) M500 +
DEMS
Any sales transaction following Motorola's quote is based on and subject to the terms and conditions of the valid and executed written contract between Customer and Motorola (the ""Underlying Agreement"") that authorizes Customer to purchase equipment and/or services or license software (collectively ""Products""). If no Underlying Agreement exists between Motorola and Customer, then Motorola's Standard Terms of Use and Motorola's Standard Terms and Conditions of Sales and Supply shall govern the purchase of the Products.
I – Page 483 of 1558
Customer Support Services Team
The Customer Support Services Team will provide on-going support to the Customer following Go-Live and final acceptance of the project.
Customer Project Roles and Responsibilities
Motorola has defined key resources that are critical to this project and must participate in all the activities defined in this SOW. During the Project Planning phase, the Customer will be required to provide names and contact information for the roles listed below. It is critical that these resources are empowered to make decisions based on the Customer’s operational and administration needs. The Customer Project Team will be engaged from Project Initiation through Beneficial Use of the system. In the event the Customer is unable to provide the resources identified in this section, Motorola may be able to supplement these resources at an additional cost.
Project Manager
• The PM will act as the primary point of contact for the duration of the project. In the event the project involves multiple locations, Motorola will work exclusively with the Customer’s primary PM. The PM’s responsibilities will include, but are not limited to:
• Communicate and coordinate with other project participants. • Manage the Customer Project Team including subcontractors and third-party vendors. This includes timely facilitation of tasks and activities.
• Maintain project communications with the Motorola PM. • Identify tasks required of Customer staff that are outlined in this SOW and the Project Schedule. • Consolidate all project inquiries from Customer staff to present to Motorola PM. • Approve a deployment date offered by Motorola.
• Review Project Schedule with the Motorola PM and finalize tasks, dates, and responsibilities. • Measure and evaluate progress against the Project Schedule. • Monitor Project to ensure resources are available as required. • Attend status meetings.
• Provide timely responses to issues related to project progress. • Liaise and coordinate with other agencies, Customer vendors, contractors, and common carriers. • Review and administer change control procedures, hardware and software certification, and all related project tasks required to meet the deployment date.
• Ensure Customer vendors’ readiness ahead of the deployment date. • Assign one or more personnel to work with Motorola staff as needed for the duration of the project, including one or more representatives from the IT department.
• Identify a resource with authority to formally acknowledge and approve milestone recognition certificates, as well as, approve and release payments in a timely manner. • Provide Motorola personnel with access to all Customer facilities where system equipment is to be installed.
Temporary identification cards are to be issued to Motorola personnel, if required for access. • Ensure remote network connectivity and access for Motorola resources. • Assume responsibility for all fees pertaining to licenses, inspections and any delays associated with inspections due to required permits as applicable to this project. • Provide reasonable care to prevent equipment exposure from contaminants that may cause damage to the equipment or interruption of service.
• Ensure a safe working environment for Motorola personnel. • Identify and manage project risks.
QUOTE-3163917
(125) V700 VaaS (67) M500 +
DEMS
Any sales transaction following Motorola's quote is based on and subject to the terms and conditions of the valid and executed written contract between Customer and Motorola (the ""Underlying Agreement"") that authorizes Customer to purchase equipment and/or services or license software (collectively ""Products""). If no Underlying Agreement exists between Motorola and Customer, then Motorola's Standard Terms of Use and Motorola's Standard Terms and Conditions of Sales and Supply shall govern the purchase of the Products.
I – Page 484 of 1558
• Provide signature(s) of Motorola-provided milestone recognition certificate(s) within ten (10) business days of receipt.
IT Support
IT Support manages the technical efforts and ongoing activities of the Customer’s system. IT Support will be responsible for managing Customer provisioning and providing Motorola with the required information for LAN, WAN and client infrastructure.
The IT Support Team responsibilities include but are not limited to:
• Participate in delivery and training activities to understand the software and functionality of the system. • Participate with Customer Subject Matter Experts (SMEs) during the provisioning process and associated training.
• Authorize global provisioning decisions and be the Point of Contact (POC) for reporting and verifying problems.
• Maintain provisioning.
• Implement changes to Customer infrastructure in support of the proposed system.
Video Management Point of Contact (POC)
If CommandCentral DEMS Standard, CommandCentral DEMS Plus, or VideoManager EL Cloud device license(s) are included in the contract, the Video Manager POC will educate users on digital media policy, participate in Discovery tasks, and complete the Video Management Administration training. The Customer is responsible for its own creation and enforcement of media protection policies and procedures for any digital media created, extracted, or downloaded from the digital evidence management system.
Subject Matter Experts (SMEs)
SMEs are a core group of users involved with the analysis, training and provisioning process, including making decisions on global provisioning. The SMEs should be experienced users in their own respective field (evidence, dispatch, patrol, etc.) and should be empowered by the Customer to make decisions based on provisioning, workflows, and department policies related to the proposed system.
Training POC
The Training POC will act as the course facilitator and is considered the Customer’s educational monitor. The Training POC will work with Motorola when policy and procedural questions arise. They will be responsible for developing any agency specific training material(s) and configuring new users on the Motorola Learning eXperience Portal (LXP) system. This role will serve as the first line of support during Go-Live for the Customer’s end users.
General Customer Responsibilities
In addition to the Customer responsibilities listed above, the Customer is responsible for the following:
• All Customer-provided equipment, including third-party hardware and software needed for the proposed system but not listed as a Motorola deliverable. Examples include end user workstations, network equipment, connectivity etc.
• Configure, test, and maintain third-party system(s) that will interface with the proposed system.
QUOTE-3163917
(125) V700 VaaS (67) M500 +
DEMS
Any sales transaction following Motorola's quote is based on and subject to the terms and conditions of the valid and executed written contract between Customer and Motorola (the ""Underlying Agreement"") that authorizes Customer to purchase equipment and/or services or license software (collectively ""Products""). If no Underlying Agreement exists between Motorola and Customer, then Motorola's Standard Terms of Use and Motorola's Standard Terms and Conditions of Sales and Supply shall govern the purchase of the Products.
I – Page 485 of 1558
• Establish an Application Programming Interface (API) for applicable third-party system(s) and provide documentation that describes the integration to the Motorola system (if applicable). • Coordinate and facilitate communication between Motorola and Customer third-party vendor(s) as required. • Mitigate the impact of upgrading Customer third-party system(s) that will integrate with the proposed system.
Motorola strongly recommends working with the Motorola Project Team to understand the impact of such upgrades prior to taking action.
• Upgrades to Customer’s existing system(s) in order to support the proposed system. • Providing a facility with the required computer and audio-visual equipment for training and work sessions. • Ability to participate in remote project meetings using Google Meet or a mutually agreed upon Customerprovided remote conferencing tool.
Motorola is not responsible for any delays that arise from Customer’s failure to perform the responsibilities outlined in this SOW or delays caused by Customer’s third-party vendor(s) or subcontractor(s).
NETWORK AND HARDWARE REQUIREMENTS
The following requirements must be met by the Customer prior to Motorola installing the proposed system:
• Provide network connectivity for the transfer and exchange of data for the proposed system. • Provide devices such as workstations, tablets, and smartphones with Internet access for system usage.
Chrome is the recommended browser for optimal performance. • Provide and install antivirus software for workstation(s). • Provide Motorola with administrative rights to Active Directory for the purpose of installation, configuration, and support.
• Provide all environmental conditions such as power, uninterruptible power sources (UPS), HVAC, firewall and network requirements.
• Ensure required traffic is routed through Customer’s firewall.
Motorola is not responsible for any costs or delays that arise from Customer’s failure to meet network and hardware requirements.
QUOTE-3163917
(125) V700 VaaS (67) M500 +
DEMS
Any sales transaction following Motorola's quote is based on and subject to the terms and conditions of the valid and executed written contract between Customer and Motorola (the ""Underlying Agreement"") that authorizes Customer to purchase equipment and/or services or license software (collectively ""Products""). If no Underlying Agreement exists between Motorola and Customer, then Motorola's Standard Terms of Use and Motorola's Standard Terms and Conditions of Sales and Supply shall govern the purchase of the Products.
I – Page 486 of 1558
PROJECT PLANNING
A clear understanding of the needs and expectations of Motorola and the Customer is critical to fostering a collaborative environment of trust and mutual respect. Project Planning requires the gathering of specific information to set clear project expectations and guidelines, as well as lay the foundation for a successful implementation.
PROJECT PLANNING SESSION
A Project Planning Session will occur after the Contract has been executed. The Project Planning Session is an opportunity for the Motorola and Customer PM to meet before the Project Kickoff Meeting and review key elements of the project and expectations. Depending on the items purchased, the agenda will typically include:
• A high-level review of the following project elements:
• Quoting/ordering documents
• A summary of contracted applications and hardware as purchased. • Customer’s involvement in project activities to confirm understanding of scope and required time commitments.
• Data Migration questionnaire if migration is included in the Solution • The Business Process Review (BPR), used to document system configuration, agency recording, and retention policies
• A high-level Project Schedule with milestones and dates. • Confirm CJIS background investigations and fingerprint requirements for Motorola employees and/or subcontractors.
• Determine Customer location for Motorola to ship their equipment for installation.
Motorola Responsibilities
• Contact the customer to complete the Project Planning Session. • Request the assignment of Customer Project Team and any additional Customer resources that are instrumental to the project’s success.
• Baseline the Project Schedule, if applicable.
• Document mutually agreed upon Project Kickoff Meeting Agenda.
Customer Responsibilities
• Identify Customer Project Team and any additional Customer resources that are instrumental to the project’s success.
• Acknowledge the mutually agreed upon Project Kickoff Meeting Agenda. • Provide approval to proceed with the Project Kickoff Meeting.
Motorola Deliverables
• Project Kickoff Meeting Agenda.
• Data Migration Questionnaire (if applicable)
• BPR Workbook
QUOTE-3163917
(125) V700 VaaS (67) M500 +
DEMS
Any sales transaction following Motorola's quote is based on and subject to the terms and conditions of the valid and executed written contract between Customer and Motorola (the ""Underlying Agreement"") that authorizes Customer to purchase equipment and/or services or license software (collectively ""Products""). If no Underlying Agreement exists between Motorola and Customer, then Motorola's Standard Terms of Use and Motorola's Standard Terms and Conditions of Sales and Supply shall govern the purchase of the Products.
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PROJECT KICKOFF
Motorola will work with the Customer to understand the impact of introducing a new solution and the preparedness needed for a successful implementation.
Note – The IT Questionnaire is completed during the pre-sales process and prior to Contract award. The IT Questionnaire is given to Motorola at the time of offer acceptance. A delay in completing the IT Questionnaire may delay the shipment of equipment. Motorola will not be responsible for any delays associated with or related to the completion of the IT Questionnaire.
Motorola Responsibilities
• Review Contract documents including project delivery requirements as described in this SOW. • Discuss the deployment start date and deliver the Deployment Checklist. • Discuss the equipment inventory process
• Discuss project team participants and their role(s) in the project with fulfilling the obligations of this SOW. • Review resource requirements.
• Provide the initial Project Schedule
• Discuss Motorola remote system access requirements.
• Review the BPR.
• Complete all necessary documentation (i.e. fingerprints, background checks, card keys, etc.) required for Motorola resources to gain access to Customer facilities. • Review the LXP training portal.
• Request user information required to establish the Customer in LXP. • Review and agree on completion criteria and the process for transitioning to support.
Customer Responsibilities
• Provide feedback and approval on project delivery requirements and schedule. • Review the Deployment Checklist.
• Review the roles of project participants to identify decision-making authority. • Validate non-disclosure agreements, approvals, and other related items are complete (if applicable). • Complete the BPR Workbook within 5 business days after the conclusion of the Project Kickoff for review during the Discovery Teleconference
• Provide all documentation (i.e. fingerprints, background checks, card keys, etc.) required for Motorola resources to gain access to Customer facilities.
• Provide Motorola with names and contact information of the designated LXP Administrator(s).
Motorola Deliverables
• Project Kickoff Meeting Minutes.
• Deployment Checklist.
DISCOVERY TELECONFERENCE
During the Discovery Teleconference, Motorola will meet with the Customer to review information documented in the BPR Workbook. The Data Migration Questionnaire will also be reviewed if migration is part of the Solution.
Motorola Responsibilities
QUOTE-3163917
(125) V700 VaaS (67) M500 +
DEMS
Any sales transaction following Motorola's quote is based on and subject to the terms and conditions of the valid and executed written contract between Customer and Motorola (the ""Underlying Agreement"") that authorizes Customer to purchase equipment and/or services or license software (collectively ""Products""). If no Underlying Agreement exists between Motorola and Customer, then Motorola's Standard Terms of Use and Motorola's Standard Terms and Conditions of Sales and Supply shall govern the purchase of the Products.
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• Facilitate Discovery Teleconference.
• Confirm Customer-provided configuration inputs.
Customer Responsibilities
• Gather and review the information required to complete the BPR Workbook. • Schedule Customer Project Team and SMEs to attend the Discovery Teleconference. SMEs should be present to weigh in on hardware, software, and network components. Customer attendees should be empowered to convey policies and make modifications to policies as necessary.
Motorola Deliverables
• Completed BPR Workbook.
QUOTE-3163917
(125) V700 VaaS (67) M500 +
DEMS
Any sales transaction following Motorola's quote is based on and subject to the terms and conditions of the valid and executed written contract between Customer and Motorola (the ""Underlying Agreement"") that authorizes Customer to purchase equipment and/or services or license software (collectively ""Products""). If no Underlying Agreement exists between Motorola and Customer, then Motorola's Standard Terms of Use and Motorola's Standard Terms and Conditions of Sales and Supply shall govern the purchase of the Products.
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PROJECT EXECUTION
HARDWARE PROCUREMENT AND INSTALLATION
Motorola will procure contracted hardware as part of the ordering process. The hardware will be configured with a basic profile in line with the information provided by the IT Questionnaire or Discovery Teleconference for installation and configuration of the system. The Customer is responsible for providing an installation environment that meets manufacturer’s specifications for the hardware, which includes but is not limited to:
• Power
• Heating and Cooling
• Network Connectivity
• Access and Security
• Conduit and Cabling
Motorola Responsibilities
• Procure contracted equipment and ship to the Customer's designated location. • Inventory equipment after arrival at Customer location • Conduct a power-on test to validate that the installed hardware is ready for configuration. • Verify remote connection to hardware.
• Complete Deployment Checklist which outlines the activities completed during configuration and testing of system hardware.
Customer Responsibilities
• Procure Customer-provided equipment and make it available at the installation location. • Confirm the installation room complies with environmental requirements (i.e. power, uninterruptible power, surge protection, heating/cooling, etc.).
• Provide, install, and maintain antivirus software workstation(s). • Enable outgoing network connection (external firewall) to Motorola’s Cloud Evidence Management System by utilizing the Customer’s Internet connection.
• Confirm access to Motorola’s Cloud Evidence Management System cloud on Customer-provided workstation(s).
Motorola Deliverables
• Contracted Equipment.
• Equipment Inventory
SVX Configuration as a Remote Speaker Microphone (if applicable) The Smart Dock(s) will be utilized to manage firmware updates on each SVX. In order for this process to be successfully completed, each Smart Dock must be connected to Motorola’s Cloud Evidence Management Solution through the Customer’s internet connection.
Motorola Responsibilities
• Configure Smart Dock(s) for connectivity to Motorola’s Cloud Evidence Management System.
QUOTE-3163917
(125) V700 VaaS (67) M500 +
DEMS
Any sales transaction following Motorola's quote is based on and subject to the terms and conditions of the valid and executed written contract between Customer and Motorola (the ""Underlying Agreement"") that authorizes Customer to purchase equipment and/or services or license software (collectively ""Products""). If no Underlying Agreement exists between Motorola and Customer, then Motorola's Standard Terms of Use and Motorola's Standard Terms and Conditions of Sales and Supply shall govern the purchase of the Products.
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• Verifying the SVX Smart Dock(s) are connected to Motorola’s Cloud Evidence Management System through the Customer’s network. The Customer is responsible for ensuring Motorola has the correct IP address(es) for configuring the Smart Dock(s), and the Customer’s network is operational. • Verify all slots in each Smart Dock are functional.
• Provide documentation on how to pair the SVX(s) to Motorola APX NEXT and/or APX N70 radio(s) using Secure Near-Field Communications (NFC).
Customer Responsibilities
• Select physical location(s) for Smart Dock(s).
• Provide network information (IP address, gateway, DNS, and subnet mask) to Motorola for each Smart Dock(s).
• Enable Bluetooth, Bluetooth Tones, and Secure NFC Touch Pairing on Motorola APX NEXT and/or APX N70 radio(s).
• Motorola recommends “Power Down Standby Mode (hrs) = 1” to allow the SVX Bluetooth connection to quickly reconnect after power up within the 1-hour timeframe. • Pair the SVX(s) to Motorola APX NEXT and/or APX N70 radio(s) using Secure NFC. • Validate functionality of components and solution utilizing the Deployment Checklist. • Provide Motorola remote connection information and necessary credentials.
SVX Configuration as a Body Camera (if applicable)
If CommandCentral DEMS Standard, CommandCentral DEMS Plus, or VideoManager EL Cloud device license(s) are included in the contract, the Smart Dock(s) will be utilized to configure each SVX as a body camera.
Motorola Responsibilities
• Configure SVX(s) within Motorola’s Cloud Evidence Management System. • Check out SVX(s) and create a test recording.
• Verify video and audio upload to Motorola’s Cloud Evidence Management System for up to 25% of purchased SVX(s).
• Provide a demonstration of client software.
Customer Responsibilities
• Validate functionality of components and solution utilizing the Deployment Checklist. • Provide Motorola remote connection information and necessary credentials. • The Customer will verify whether the Smart Docks(s) are connected to their network. • Verify video and audio upload to Motorola’s Cloud Evidence Management System for the remainder of purchased SVX(s).
V700 Body Camera Configuration (if applicable)
The Transfer Station(s) will be utilized to configure each V700 body camera according to the Business Process Review. In order for this process to be successfully completed, each Transfer Station must be connected to Motorola’s Cloud Evidence Management Solution through the Customer’s internet connection.
Motorola Responsibilities
• Configure Transfer Station(s) for connectivity to the digital evidence management system. • Verify the Transfer Station(s) is configured properly and connected to the network.
QUOTE-3163917
(125) V700 VaaS (67) M500 +
DEMS
Any sales transaction following Motorola's quote is based on and subject to the terms and conditions of the valid and executed written contract between Customer and Motorola (the ""Underlying Agreement"") that authorizes Customer to purchase equipment and/or services or license software (collectively ""Products""). If no Underlying Agreement exists between Motorola and Customer, then Motorola's Standard Terms of Use and Motorola's Standard Terms and Conditions of Sales and Supply shall govern the purchase of the Products.
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• Configure body camera(s) within the digital evidence management system. • Check out body camera(s) and create a test recording. • Verify video and audio upload to Motorola’s Cloud Evidence Management System for up to 25% of purchased V700(s).
• Verify completion of upload from body-worn camera(s) after it is docked in a Transfer Station or USB dock. • Install and provide a demonstration of client software as part of the same on-site engagement as Go-Live, unless otherwise outlined in this SOW.
Customer Responsibilities
• Select physical location(s) for Transfer Station(s).
• Provide and install workstation hardware.
• Complete installation of client software on remaining workstations and mobile devices. • Validate functionality of components and solution utilizing the Deployment Checklist. • Provide Motorola remote connection information and necessary credentials.
In-Car Video System Configuration (if applicable)
The Motorola-certified installer will complete the installation of the in-car video (ICV) system(s) within the Customer-provided vehicle(s). The installer may also be responsible for installing cellular routers or WiFi radios inside the vehicle(s) for wireless upload of video to the Customer’s digital evidence management system. These activities will only be completed by Motorola if Motorola quotes these services; otherwise, the completion of these services are solely the responsibility of the Customer.
The Customer vehicles must be available for the FE to complete the configuration and testing of the contractual number of ICVs. If the Customer does not have all vehicles available during the agreed upon date and time, the Customer may opt to sign-off on the number of ICV configurations completed.
If the Customer requires the FE to complete the full contractual number of ICVs at a later date and time, additional cost may be incurred. The following table shows the number of ICVs an FE is contractually obligated to configure and test based on the number of ICVs purchased.
Table 1: Number of Contractual ICV Configurations
Number of ICV Purchased Number of ICV to Test
1 1
2 2
3 3
4 4
5 - 25 5
26 - 50 10
51 - 75 15
QUOTE-3163917
(125) V700 VaaS (67) M500 +
DEMS
Any sales transaction following Motorola's quote is based on and subject to the terms and conditions of the valid and executed written contract between Customer and Motorola (the ""Underlying Agreement"") that authorizes Customer to purchase equipment and/or services or license software (collectively ""Products""). If no Underlying Agreement exists between Motorola and Customer, then Motorola's Standard Terms of Use and Motorola's Standard Terms and Conditions of Sales and Supply shall govern the purchase of the Products.
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Number of ICV Purchased Number of ICV to Test
76 - 100 20
101 - 150 30
151 - 200 40
201+ 20%
Note – The Pricing Page will reflect in-car video installation services by Motorola if Motorola is responsible for the vehicle installations.
Motorola Responsibilities
• Setup ICV digital video recorder (DVR) configuration. • Create configuration USB used to complete ICV hardware configuration and validation. • Travel to the Customer site to conduct configuration and testing of ICVs. • The FE will verify whether the AP(s) are properly installed and connected to the network for in-car video system WiFi upload (if applicable).
• Complete ICV configuration on a single vehicle, and validate the configuration with the Customer. • Receive Customer approval to proceed with remaining ICV configurations. • Complete remaining contracted vehicle configurations. • Test a subset of completed ICV hardware configurations.
Motorola-Certified Installer Responsibilities (if applicable) These activities will only be completed by Motorola if Motorola quotes these services; otherwise, the completion of these services are solely the responsibility of the Customer. • Complete the installation of ICV hardware in Customer provided vehicles. • Complete the installation of cellular router and confirm placement of antenna mounting with Customer (if applicable).
• Install Customer-provided SIM card into cellular router and connect cellular router to ICV (if applicable). • Installation of Access Point(s) (APs) if provided by Motorola for in-car video system WiFi upload (if applicable).
Customer Responsibilities
• Provide Motorola with remote connection and access credentials to complete ICV hardware configuration. • Notify Motorola of the vehicle installation location. • Coordinate and schedule date and time for ICV hardware configuration(s). • Make ICV hardware available to Motorola for configuration and testing in accordance with the Project Schedule.
• Provide cellular SIM Card for Internet connectivity to the installer at time of vehicle installation (if applicable). • Install Customer-supplied APs (if applicable).
• Verify APs are properly installed and connected to the network (if applicable).
QUOTE-3163917
(125) V700 VaaS (67) M500 +
DEMS
Any sales transaction following Motorola's quote is based on and subject to the terms and conditions of the valid and executed written contract between Customer and Motorola (the ""Underlying Agreement"") that authorizes Customer to purchase equipment and/or services or license software (collectively ""Products""). If no Underlying Agreement exists between Motorola and Customer, then Motorola's Standard Terms of Use and Motorola's Standard Terms and Conditions of Sales and Supply shall govern the purchase of the Products.
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Motorola Deliverables
• Complete Functional Validation Plan as it applies to the proposed solution.
NOTE - The Customer is responsible for having all vehicles and devices available for installation per the Project Schedule. All cellular data fees and Internet connectivity charges are the responsibility of the Customer. If a Motorola-certified installer is not used to install the ICV(s), Motorola is not responsible for any errors in hardware installation, performance or delays in the Project Schedule. In the event the Customer takes on the responsibility of installing the ICV(s) through a Motorola-certified installer, Motorola is also not responsible for any errors in hardware installation, performance or delays in the Project Schedule. For ALPR installations, an MDT is required for all vehicles.
M500 Automatic License Plate Recognition (ALPR) Configuration (if applicable) This section highlights the responsibilities of Motorola and the Customer when an M500 in-car video system interfaces with the VehicleManager database.
Motorola Responsibilities
• Create a Customer account in the VehicleManager system with user emails. • Verify the Customer has installed and launched the Vigilant Car Detector Mobile Software per the VehicleManager Quickstart Guide.
• Provide Mobile ALPR - Officer Safety Basic and Advanced Pre-Installation Checklist. • Provide Agency Manager with Training Materials and Car Detector Mobile MDC software installation guide. • Advise Agency Manager of different options available to add new users. • Confirm Agency Manager is aware of registration required for Hotlists. • Confirm Agency Manager understands how to set up data-sharing.
Customer Responsibilities
• Identify the Agency Manager.
• Register to receive access to Hotlists.
Interview Recording System Configuration (if applicable) When installation services are included as part of the contract, the Motorola-certified installer will complete the installation of the Interview Recording System(s) within the Customer-provided location(s).
The Customer location(s) must be available for the Motorola Resource and/or contracted third party to complete the configuration and testing of the contractual number of systems. If the Customer does not have all locations available during the agreed upon date and time, the Customer may opt to sign-off on the number of configurations completed. If the Customer requires the Motorola Resource and/or contracted third party to complete the full contractual number of systems at a later date and time, additional cost may be incurred.
Motorola Responsibilities
• Create configuration USB used to complete hardware configuration and validation. • Conduct configuration and testing of system(s).
• Complete configuration on a single system, and validate the configuration with the Customer. • Receive Customer approval to proceed with remaining configurations. • Complete remaining contracted system configurations.
QUOTE-3163917
(125) V700 VaaS (67) M500 +
DEMS
Any sales transaction following Motorola's quote is based on and subject to the terms and conditions of the valid and executed written contract between Customer and Motorola (the ""Underlying Agreement"") that authorizes Customer to purchase equipment and/or services or license software (collectively ""Products""). If no Underlying Agreement exists between Motorola and Customer, then Motorola's Standard Terms of Use and Motorola's Standard Terms and Conditions of Sales and Supply shall govern the purchase of the Products.
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• Test a subset of completed hardware configurations.
• When installation services for Motorola-certified installer are in the contract, complete the installation of the Interview Recording System (if applicable).
Customer Responsibilities
• When installation services are being provided by the Customer, complete the installation of the Interview Recording System (if applicable).
• Provide Motorola with remote connection and access credentials to complete hardware configuration. • Notify Motorola of the installation location.
• Coordinate and schedule date and time for hardware configuration(s). • Make hardware available to Motorola for configuration and testing in accordance with the Project Schedule.
Motorola Deliverables
• Complete the Deployment Checklist and testing as it applies to the proposed solution.
SOFTWARE AND CONFIGURATION
CommandCentral DEMS (if applicable)
CommandCentral DEMS software is a cloud solution that does not require an onsite server. Section 3.2 does not apply to existing Motorola customers using VideoManager EL Cloud.
Motorola Responsibilities
• Use information provided in BPR Workbook to configure CommandCentral DEMS software. • Based on Customer feedback, perform the following activities:
• Create users, groups, and setup permissions.
• Create event categories.
• Set retention policies.
• Test software using applicable portions of the Functional Validation Plan. • Use the CommandCentral Admin Portal to provision users, groups, and rules based on Customer Active Directory data.
• Guide the Customer in the configuration of CommandCentral DEMS. • Ensure training POC can access the system.
Customer Responsibilities
• Supply access and credentials to Customer’s Active Directory for the purpose of Motorola conducting CommandCentral DEMS provisioning.
• Respond to Motorola’s inquiries regarding users, groups, and agency mapping to CommandCentral DEMS. • Provision policies, procedures, and user permissions. • Configure evidence as directed by Motorola.
• Verify traffic can be routed through Customer’s firewall and reaches end-user workstations.
DATA MIGRATION SERVICES (IF APPLICABLE*)
The Customer is responsible for partitioning data to be converted from Motorola on-premises digital evidence management system, or Customer’s Non-Motorola Digital Evidence Management System to Motorola’s cloud solution as part of this offer. The Customer will have ten (10) business days to provide feedback after Motorola QUOTE-3163917
(125) V700 VaaS (67) M500 +
DEMS
Any sales transaction following Motorola's quote is based on and subject to the terms and conditions of the valid and executed written contract between Customer and Motorola (the ""Underlying Agreement"") that authorizes Customer to purchase equipment and/or services or license software (collectively ""Products""). If no Underlying Agreement exists between Motorola and Customer, then Motorola's Standard Terms of Use and Motorola's Standard Terms and Conditions of Sales and Supply shall govern the purchase of the Products.
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validates the migrated data. If feedback is not received on or before ten (10) business days, Motorola will assume the migration is complete. *Data Migration Services may be subject to additional fees.
Motorola Responsibilities
• Receive access to Customer video data.
• Perform contracted data migration and validation.
Customer Responsibilities
• Provide 24/7 remote access to partitioned data to be migrated. • Customer hardware or virtualization environment will be the sole responsibility of the Customer to troubleshoot and resolve issues.
• Validate migrated dataset and provide Motorola with feedback within ten (10) business days.
Completion Criteria
• A migrated dataset as defined in the Contract.
Motorola On-Premises Evidence Management System (if applicable) Motorola supports data migration of digital assets and associated metadata from our on-premises evidence management systems, Evidence Library 4 and VideoManager EL On-Prem (formally known as Evidence Library 5), to Motorola’s cloud solution.
Motorola Responsibilities
• Verify compatible platform(s) and upgrade if applicable Customer Responsibilities
• Provide internet connectivity from on-premises server to destination resources Non-Motorola Evidence Management System (if applicable) Motorola will perform data migration of digital assets and associated metadata from the Customer’s Non-Motorola Evidence Management system to the new Motorola Cloud Evidence Management System.
Motorola Responsibilities
• Facilitate the method of obtaining and consuming the data • Review data in the Motorola systems with the customer Customer Responsibilities
• Act as liaison between Motorola and third-party vendor(s) as required to establish connectivity to the NonMotorola digital evidence management system. • Provide internet connectivity from on-premises server to destination resources, if applicable. • Provide API connection to the source, if applicable
• Provide data and metadata information in a readable and consumable format • Assist with mapping metadata information into Motorola system QUOTE-3163917
(125) V700 VaaS (67) M500 +
DEMS
Any sales transaction following Motorola's quote is based on and subject to the terms and conditions of the valid and executed written contract between Customer and Motorola (the ""Underlying Agreement"") that authorizes Customer to purchase equipment and/or services or license software (collectively ""Products""). If no Underlying Agreement exists between Motorola and Customer, then Motorola's Standard Terms of Use and Motorola's Standard Terms and Conditions of Sales and Supply shall govern the purchase of the Products.
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INTEGRATIONS AND THIRD-PARTY INTERFACES (IF APPLICABLE) The integration between Motorola’s Cloud Evidence Management System and the Customer’s thirdparty system may consist of an iterative series of activities depending on the complexity of accessing the third-party system. Interfaces will be installed and configured in accordance with the Project Schedule. The Customer is responsible for engaging third-party vendors as required to facilitate connectivity and testing of the interface(s).
Motorola Responsibilities
• Develop and configure interface(s) to support the functionality described in the Solution Description. • Establish and validate connectivity between Motorola and third-party systems. • Perform functional demonstration to confirm the interface(s) can transmit and receive data to the Customer’s digital evidence management system.
Customer Responsibilities
• Act as liaison between Motorola and third-party vendor(s) as required to establish connectivity to the thirdparty system. • Provide personnel authorized to make changes to the network and third-party systems to support Motorola’s integration efforts.
• Provide network connectivity between digital evidence management system and the third-party system(s). • Provide hardware to run any required interface components for on-prem interfaces when required. • Provide sample data and information on API, SDKs, data scheme, and any documentation necessary to establish interfaces with all local and remote systems. This information should be provided to the Motorola PM within ten (10) business days of the Interface Engagement Meeting.
NOTE - At the time of initial design, unknown circumstances, requirements or anomalies may present difficulties with interfacing Motorola products to a third-party application. These difficulties could result in a poorly performing or non-functional interface. Providing Motorola with this information early in the deployment process, will potentially allow us to mitigate these issues. If the resolution requires additional third-party integration, application upgrades, APIs, and/or additional software licenses, the Customer is responsible for addressing these issues at their cost. Motorola is not responsible for any delays or costs associated with third-party applications or Customer-provided third-party hardware or software.
QUOTE-3163917
(125) V700 VaaS (67) M500 +
DEMS
Any sales transaction following Motorola's quote is based on and subject to the terms and conditions of the valid and executed written contract between Customer and Motorola (the ""Underlying Agreement"") that authorizes Customer to purchase equipment and/or services or license software (collectively ""Products""). If no Underlying Agreement exists between Motorola and Customer, then Motorola's Standard Terms of Use and Motorola's Standard Terms and Conditions of Sales and Supply shall govern the purchase of the Products.
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SYSTEM TRAINING
The objective of this section is to prepare for and deliver training. Motorola training consists of computer-based (online) and instructor-led (on-site or remote) depending on what is purchased. Our training delivery methods will vary depending on course content. Training will be delivered in accordance with the Education Plan. As part of our training delivery, Motorola will provide user guides and training materials in an electronic format.
ONLINE TRAINING
Online training is made available to the Customer through LXP. This subscription service provides customers with unlimited access to our online training content and provides users with the flexibility of learning the content at their own pace. Training content is added and updated on a regular basis to keep information current.
Through LXP, a list of available online training courses, Motorola User Guides, and Training Material are accessible in electronic format.
Motorola Responsibilities
• Designate a LXP Administrator to work with the Customer. • Establish an accessible instance of LXP for the Customer. • Configure a Customer-specific portal view.
• Organize content to align with Customer’s selected technologies. • Create initial Customer user accounts and a single Primary Administrator account. • During onboarding, assist the Customer with LXP usage. • Provide technical support for user account and access issues, LXP functionality, and Motorola managed content.
• Provide instruction to Customer LXP Administrator on building groups.
Customer Responsibilities
• Provide user information for the initial creation of accounts. • Complete LXP Administrator training.
• Ensure network and Internet connectivity for Customer access to LXP. • Customer's primary LXP Administrator is required to complete the following self-paced training: LXP Introduction (LXP0001), LXP Primary Site Administrator Overview (LXP0002), and LXP Group Administrator Overview (LXP0003).
• Advise users on the availability of training through LXP. • Ensure users complete LXP training in accordance with the Project Schedule. • Build groups as needed.
ON-SITE TRAINING
Instructor-led courses are based on products purchased and the Customer’s Education Plan. On-site instructorled classes will utilize the Customer’s hardware and software in order to provide the best training environment.
This will allow the Customer to engage in an environment that has been configured and deployed in alignment with this SOW.
QUOTE-3163917
(125) V700 VaaS (67) M500 +
DEMS
Any sales transaction following Motorola's quote is based on and subject to the terms and conditions of the valid and executed written contract between Customer and Motorola (the ""Underlying Agreement"") that authorizes Customer to purchase equipment and/or services or license software (collectively ""Products""). If no Underlying Agreement exists between Motorola and Customer, then Motorola's Standard Terms of Use and Motorola's Standard Terms and Conditions of Sales and Supply shall govern the purchase of the Products.
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Motorola Responsibilities
• Deliver User Guides and training materials in an electronic format. • Perform training in accordance with the Education Plan. • Provide the Customer with training attendance rosters and summarize any pertinent information that may impact end user training.
Customer Responsibilities
• Supply classroom(s) based on the requirements listed in the Education Plan. • Designate training representatives who will work with the Motorola trainer(s) to deliver the training content. • Facilitate training of all Customer end users in accordance with the Customer’s Education Plan.
Motorola Deliverables
• Electronic versions of User Guides and training materials. • Attendance rosters.
QUOTE-3163917
(125) V700 VaaS (67) M500 +
DEMS
Any sales transaction following Motorola's quote is based on and subject to the terms and conditions of the valid and executed written contract between Customer and Motorola (the ""Underlying Agreement"") that authorizes Customer to purchase equipment and/or services or license software (collectively ""Products""). If no Underlying Agreement exists between Motorola and Customer, then Motorola's Standard Terms of Use and Motorola's Standard Terms and Conditions of Sales and Supply shall govern the purchase of the Products.
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PROJECT GO-LIVE, CLOSURE, AND HANDOVER TO SUPPORT
Motorola will utilize the Deployment Checklist throughout the deployment process to verify features and functionality are in line with installation and configuration requirements. The Customer will witness the assigned Motorola Resource demonstrating the Deployment Checklist and provide feedback as features and functionality are demonstrated. The Customer is considered Live on the system after the equipment has been installed, configured, and made available for use, and training has been delivered or made available to the Customer.
Upon the conclusion of Go-Live, the project is prepared for closure. Project closure is defined as the completion of tasks and the Customer’s receipt of contracted components. The Deployment Checklist serves as the artifact that memorializes a project closure. A System Acceptance Certificate will be provided to the Customer for signature to formally close out the project. The Customer has ten (10) business days to provide Motorola with a signed System Acceptance Certificate. If the Customer does not sign off on this document or provide Motorola written notification rejecting project closure, the project will be deemed closed. Upon project closure, the Customer will engage with Technical Support for on-going needs in accordance with the Customer’s specific terms and conditions of support.
Motorola Responsibilities
• Provide the Customer with Motorola Technical Support engagement process and contact information. • Provide Technical Support with the contact information of Customer users who are authorized to engage Technical Support.
• Ensure Deployment Checklist is complete.
• Obtain Customer signature on the System Acceptance Certificate.
Customer Responsibilities
• Within ten (10) business days of receiving the System Acceptance Certificate, provide signatory approval signifying project closure.
• Provide Motorola with the contact information of users who are authorized to engage Motorola’s Technical Support.
• Engage Technical Support as needed.
Motorola Completion Criteria
Provide Customer with survey upon closure of the project.
QUOTE-3163917
(125) V700 VaaS (67) M500 +
DEMS
Any sales transaction following Motorola's quote is based on and subject to the terms and conditions of the valid and executed written contract between Customer and Motorola (the ""Underlying Agreement"") that authorizes Customer to purchase equipment and/or services or license software (collectively ""Products""). If no Underlying Agreement exists between Motorola and Customer, then Motorola's Standard Terms of Use and Motorola's Standard Terms and Conditions of Sales and Supply shall govern the purchase of the Products.
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ASSUMPTIONS
This SOW is based on the following list of assumptions:
• Motorola’s Cloud Evidence Management System must be connected to the Microsoft Entra ID (formally known as Microsoft Azure Active Directory) for user authentication to the application. Microsoft Entra ID can be synchronized with the Customer's on-premises Active Directory using Azure AD Connect. If the Customer is using Microsoft Office 365, Motorola will be able to integrate with this Microsoft Entra ID. • If Microsoft Entra ID is not utilized by the Customer, Motorola will provide a free version of Entra ID for user authentication to the application.
• Must be 2003 or later for Microsoft Entra ID integration. • Upload Speed Requirements for SVX when used as a body camera:
• 5 Mbps + 3 Mbps per additional device.
• This assumes it will take 8 hours to upload 5 GB of video on a device. • 40-50 Mbps per concurrent uploading device.
• This assumes video is required to upload within 30-40 minutes with approximately 5 GB to upload. • Cellular upload of ICVs and BWCs (if applicable) requires an Ethernet connection to an LTE modem in the vehicle.
• If the Customer is supplying their own Access Point for ICV Wi-Fi upload, it must be 5 GHz 802.11n compatible.
QUOTE-3163917
(125) V700 VaaS (67) M500 +
DEMS
Any sales transaction following Motorola's quote is based on and subject to the terms and conditions of the valid and executed written contract between Customer and Motorola (the ""Underlying Agreement"") that authorizes Customer to purchase equipment and/or services or license software (collectively ""Products""). If no Underlying Agreement exists between Motorola and Customer, then Motorola's Standard Terms of Use and Motorola's Standard Terms and Conditions of Sales and Supply shall govern the purchase of the Products.
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V700 BODY-WORN CAMERA SOLUTION DESCRIPTION
The V700 body-worn camera captures clear video and audio of every encounter from the user’s perspective. Its continuous-operation capabilities allow constant recording, helping the user to capture every detail of each situation and create a reliable library of evidence for case building and review. The V700 can stream live video and report real time GPS location through a built-in LTE modem, directly to the suite of CommandCentral applications.
The V700 is easy to operate, with four control buttons. Its innate Record-After-the-Fact® (RATF) technology enables the device to capture important video evidence that can be retrieved hours or days after an incident occurs, even if a recording is not triggered by the user or sensor. With RATF, officers can prioritize response to immediate threats versus manually activating their camera.
KEY FEATURES OF THE V700
Detachable Battery – The V700’s detachable battery allows officers to switch to a fully-charged battery if their shift goes longer than expected. Since the battery charges without being attached to the V700, the battery is kept fully charged in the dock ready for use. This feature is especially helpful for agencies that share body-worn cameras with multiple officers.
Wireless Uploading – Recordings made by the V700 are uploaded to the agency’s evidence management system via LTE or WiFi. This enables easy transfer of critical recordings to headquarters for immediate review or long-term storage.
Real-time Location and Video Streaming – With built-in LTE connectivity, the V700 paired with CommandCentral Aware will send location updates and stream live video to a dispatch center or Real Time Crime Center (RTCC) giving the agency a complete and accurate view of their officers for better coordination and quicker response times.
LTE Service Ready – The V700 is approved for use on Verizon and FirstNet networks in the U.S. and Bell Mobility in Canada. The V700 will ship with a pre-installed SIM from both carriers, ready for service activation upon arrival with a data plan that best suits the agency’s needs. LTE service activation would be on the agency’s carrier account.
Data Encryption – The V700 uses FIPS-140-2 compliant encryption at-rest and in-transit. This ensures recordings made by the agency’s officers are secure from unauthorized access. Record-After-The-Fact® – Our patented Record-After-the-Fact® technology captures footage even when the recording function is not engaged. The camera user or admin can request video footage from a specific point in the past to be uploaded to the evidence management system, hours or even days after the event occurred.
Natural Field of View – The V700 eliminates the fisheye effect from wide-angle lenses that warps video footage. Distortion correction ensures a clear and complete evidence review process. The V700’s high quality, low light sensor captures an accurate depiction of recorded events, even in challenging lighting conditions.
SmartControl Application – To maximize efficiency in the field, the Motorola Solutions SmartControl app enables V700 users to preview video recordings, add or edit tags, change camera settings and view live video from the camera. The app is available for both iOS and Android phones. In-Field Tagging – The V700 enables easy in-field event tagging. It allows officers to view event tags and save them to the appropriate category directly from the body-worn camera or via the SmartControl app. Auto Activation – The V700 body-worn camera(s) paired with an M500 or 4RE in-car video system(s) can form a recording group, which automatically starts recording when one of the devices begins to record. Each device can be configured to initiate a group recording using triggers like lights, sirens, doors, gun racks, and other auxiliary inputs. Up to eight V700s can form a recording group and collaborate on recordings, without a QUOTE-3163917
Any sales transaction following Motorola's quote is based on and subject to the terms and conditions of the valid and executed written contract between Customer and Motorola (the ""Underlying Agreement"") that authorizes Customer to purchase equipment and/or services or license software (collectively ""Products""). If no Underlying Agreement exists between Motorola and Customer, then Motorola's Standard Terms of Use and Motorola's Standard Terms and Conditions of Sales and Supply shall govern the purchase of the Products.
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corresponding in-car video system, using similar triggers. Group recordings are uploaded and automatically linked to the evidence management system as part of one event.
V700 AND IN-CAR VIDEO INTEGRATION
The V700 integrates seamlessly with the M500 or 4RE in-car video systems, capturing video of an incident from multiple vantage points. This integration includes the following features:
Distributed Multi-Peer Recording – Multiple V700 body-worn cameras and in-car video systems can form a recording group and based on the configuration, automatically start recording when one of the devices begins to record. Group recordings are uploaded and automatically linked to the evidence management system as part of one incident.
Automatic Tag Pairing – Recordings captured by integrated V700 body-worn cameras and in-car video systems can be uploaded to the evidence management system with the same tags. From the in-car video system’s display, videos can be saved under the appropriate tag category. The tag is then automatically shared with the V700 video and uploaded as part of one incident along with the officer’s name. Evidence Management Software – When V700 body-worn cameras and in-car video systems record the same incident, the Motorola Solutions evidence management software automatically links those recordings based on officer name, date, and time overlap.
Additional Audio Source – The V700 can serve as an additional audio source when integrated with the incar video system. The V700 also provides an additional view of the incident and inherits the event properties of the in-car video system’s record, such as officer name, event category, and more, based on configuration. V700 and APX Radio Integration
Motorola Solutions’ APX two-way radios can pair with V700 body-worn cameras to automate video capture through Bluetooth. When the APX’s emergency mode button is pressed, or the Man Down feature is activated, the V700 is triggered to start recording immediately. The recording will continue until manually stopped by the officer via the start/stop button on the V700 or group in-car video system.
HOLSTER AWARETM INTEGRATION
The V700 integrates with a Holster AwareTM sensor through Bluetooth. If configured, the sensor automatically prompts the V700 to record the moment the holstered equipment is drawn. The holster sensor information is stored with the V700 user profile and uploaded to the evidence management system. If the user is assigned to a different camera, the holster sensor information will be applied to the new camera. The holster sensor allows officers to record high-stress events as they unfold, without having to sacrifice situational awareness by manually activating the V700.
QUOTE-3163917
Any sales transaction following Motorola's quote is based on and subject to the terms and conditions of the valid and executed written contract between Customer and Motorola (the ""Underlying Agreement"") that authorizes Customer to purchase equipment and/or services or license software (collectively ""Products""). If no Underlying Agreement exists between Motorola and Customer, then Motorola's Standard Terms of Use and Motorola's Standard Terms and Conditions of Sales and Supply shall govern the purchase of the Products.
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DOCKING STATIONS
The V700 has three docking options:
Transfer Station – The Transfer Station is built for large, multi-location agencies with large numbers of V700 cameras in service at any given time. It can charge up to eight fully assembled body-worn cameras or individual batteries. The eight docking slots include an LED indication of a battery charging and upload status.
While the V700 charges, the Transfer Station can automatically offload recordings from the camera to the evidence management system via an integrated 2.5Gb switch. The Transfer Station connects directly to the LAN for fast offload of recorded events to storage, while charging the body-worn camera battery. The Transfer Station supports comprehensive device management capabilities, such as camera configuration, checkout and officer assignment options; rapid checkout, kiosk, and individual camera checkout; automatic firmware and configuration updates.
USB Base – The USB Base charges the battery of a single V700 or standalone battery pack. The USB Base can be mounted in a vehicle or attached to a desktop or Mobile Data Computer with 12V or USB connection for power. The USB Base has LED indications for battery charging status and upload, and an ambient light sensor for optimal LED brightness control from bright sunlight to the dim interior of a patrol car. When connected to a laptop or desktop computer, the USB Base can be used to upload recordings to the evidence management system, as well as, receive firmware and configuration updates.
Wi-Fi Base – The Wi-Fi Base is mounted in a vehicle. It facilitates V700 upload of video evidence to the evidence management system, firmware updates, communication between V700 and in-car video system group devices and charges fully assembled V700s or individual battery packs. It has LED indications of battery charging status and upload, and an ambient light sensor for optimal LED brightness control, from bright sunlight to the dim interior of a patrol car.
QUOTE-3163917
Any sales transaction following Motorola's quote is based on and subject to the terms and conditions of the valid and executed written contract between Customer and Motorola (the ""Underlying Agreement"") that authorizes Customer to purchase equipment and/or services or license software (collectively ""Products""). If no Underlying Agreement exists between Motorola and Customer, then Motorola's Standard Terms of Use and Motorola's Standard Terms and Conditions of Sales and Supply shall govern the purchase of the Products.
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MOUNTING SOLUTIONS
V700 is compatible with the entire line of V300 mounting solutions as depicted below.
QUOTE-3163917
Any sales transaction following Motorola's quote is based on and subject to the terms and conditions of the valid and executed written contract between Customer and Motorola (the ""Underlying Agreement"") that authorizes Customer to purchase equipment and/or services or license software (collectively ""Products""). If no Underlying Agreement exists between Motorola and Customer, then Motorola's Standard Terms of Use and Motorola's Standard Terms and Conditions of Sales and Supply shall govern the purchase of the Products.
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COMMANDCENTRAL DEMS PLUS SOLUTION DESCRIPTION
OVERVIEW
CommandCentral DEMS provides a suite of
digital evidence management tools that help
users contain, organize, and act on large
amounts of incoming multimedia. These tools
streamline the collection, capture, storage, and
sharing of data from a single location.
By centralizing digital evidence collections,
CommandCentral DEMS removes data silos
and provides users with the storage and tools
they need to get the most out of their critical
information. In addition, users can easily
secure and share content with an intact chain
of custody, to improve collaboration.
CommandCentral DEMS Plus is available without any upfront capital investment. Monthly subscription service costs include the software, device management, and storage. Evidence also secures data at rest and in transit to protect communications. This complies with CJIS guidelines and the NIST framework.
THE COMMANDCENTRAL PLATFORM
CommandCentral is an end-to-end platform of interconnected solutions that unify data and streamline public safety workflows from a tip or call to case closure. Through single sign-on capabilities, your personnel can access all software applications with one agency username and password for a more streamlined workflow. The platform puts your agency’s data to better use, improves safety for critical personnel, and helps keep your focus on the communities you serve.
QUOTE-3163917
Any sales transaction following Motorola's quote is based on and subject to the terms and conditions of the valid and executed written contract between Customer and Motorola (the ""Underlying Agreement"") that authorizes Customer to purchase equipment and/or services or license software (collectively ""Products""). If no Underlying Agreement exists between Motorola and Customer, then Motorola's Standard Terms of Use and Motorola's Standard Terms and Conditions of Sales and Supply shall govern the purchase of the Products.
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CommandCentral continuously evolves, maximizing the value of existing investments while adopting new capabilities that better meet your personnel’s growing needs. With cloud-based services and an agile development methodology through constant user feedback, Motorola Solutions can deliver new features and functionality in a more manageable, non-intrusive way.
Figure 1: The End-to-End Platform
DIGITAL EVIDENCE MANAGEMENT
Evidence stored in the tool is easy to search, correlate, and review alongside other case-related information from your CAD or RMS database. Relevant content can be marked and intelligently sorted to quickly locate critical information from a central touchpoint. This unified storage framework allows personnel to make informed decisions from an organized and complete case evidence view, while offering an access control system to allow only authorized personnel to view sensitive information.
Store and Manage - Collections
Evidence is automatically linked based on the tags and metadata attached to those files, helping users find additional contextual information on an incident and build cases quickly. Users can search and filter content to locate additional relevant data to link to a case or incident. • Auto Created Collections – Digital evidence captured by integrated products that provide a Record ID, such as an Incident or Case Number, will automatically be grouped into a Collection. • Manually Created Collections – Users can manually create collections or sub-collections to better organize individual files and related items.
• Bulk Actions – Easily download, share, and edit specific details of multiple files in a group. • Manual Upload - Upload digital evidence from 3rd parties directly into an existing collection or while creating a new collection to build your case.
Interagency, Judicial, and Community Sharing
Easily share digital evidence with trusted organizations and community members using our secure sharing features.
• Trusted Organizations, Authenticated Sharing - Share digital evidence collections with other agencies and judicial partners in a secure portal accessible by authenticated users. • Unauthenticated - Quickly share evidence with the community for public information requests. Links can be password protected to add a level of security.
QUOTE-3163917
Any sales transaction following Motorola's quote is based on and subject to the terms and conditions of the valid and executed written contract between Customer and Motorola (the ""Underlying Agreement"") that authorizes Customer to purchase equipment and/or services or license software (collectively ""Products""). If no Underlying Agreement exists between Motorola and Customer, then Motorola's Standard Terms of Use and Motorola's Standard Terms and Conditions of Sales and Supply shall govern the purchase of the Products.
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AI Assisted Redactions and Transcriptions
Protect confidentiality and save time with our AI Assisted Redaction and Transcription Services. • AI Transcription & Summaries - Generate transcriptions on-demand or set up automations to create transcriptions for video and audio files with an AI generated summary. • AI Assisted Video and Audio Redactions - Receive suggestions for objects and information commonly redacted.
- Video Object Detection - Identifies and tracks objects commonly redacted; such as heads (faces), license plates, screens, and documents.
- Audio Detections - Use AI to auto-detect common sensitive data found in audio; such as names, phone numbers, and medical interactions.
- Manual Redactions - For simple projects, manual redaction tools are available.
Current MSI Ecosystem Integrations:
• CommandCentral Responder Starter, Mobile Field Responder Application • SmartControl Mobile App for Body Cameras
• 10-21 Police Phone
• CAPE-Equipped Drones
• Smart Transcription for 9-1-1 call recordings
• ViQi - Voice Activated AI
• Records Management
- Flex Records
- PremierOne Records
- CC Records / RMS
Third Party Integrations
Import and export of data from some 3rd party software is available in some instances. Talk to your sales team for more details.
DEVICE MANAGEMENT
Easily manage, configure, deploy and monitor in-car and body cameras in CommandCentral DEMS. • Body Cameras are checked out to a given officer with assignment records showing the history of use for the device.
• In-Car Video systems are configured with a list of officers who are authorized to use it. When an officer logs into the device, they are marked as the owner of any evidence created by the device. • Rapid Checkout Kiosk allows users to quickly check out pooled body cameras at the beginning of a shift with an easy-to-use interface.
• User Preferences - In-car and Body cameras can be configured to remember preference settings for each user, including alert volume level, haptic notifications, screen and LED brightness and more. • Automatic Video Upload: Videos are automatically uploaded to CommandCentral DEMS and linked based on officer name, or group recordings.
• Device Dashboard: See a detailed, easy-to-understand overview of your body cameras and in-car video systems at a glance, including their battery levels, memory levels, last checkout, and location. • In-field tagging: Categorize and review body camera footage while still in the field, via the SmartControl iOS/Android/Windows app.
QUOTE-3163917
Any sales transaction following Motorola's quote is based on and subject to the terms and conditions of the valid and executed written contract between Customer and Motorola (the ""Underlying Agreement"") that authorizes Customer to purchase equipment and/or services or license software (collectively ""Products""). If no Underlying Agreement exists between Motorola and Customer, then Motorola's Standard Terms of Use and Motorola's Standard Terms and Conditions of Sales and Supply shall govern the purchase of the Products.
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Supported devices include:
• SVX converged Radio Speaker Mic and Body-Worn Camera
• V700 Body Cameras
• M500 In-Car Camera System
CLOUD SECURITY AND COMPLIANCE
Proactive Security Design
Security is proactively incorporated into the design of our applications, not applied reactively when incidents occur. Applications undergo security reviews at each phase of their development and continue with ongoing assessments after deployment to find and repair vulnerabilities.
Compliance with Industry Best Practices
Our cloud solutions comply with key industry best practices for security, including NIST Security and Privacy Controls for Information Systems and Organizations (800-53), ISO 27001, 27017, 27018 - Specification for an Information Security Management System, and Criminal Justice Information System (CJIS) Security Policy. We conduct continuous and comprehensive risk assessments following the guidelines and best practices provided by NIST and ISO.
Cybersecurity Champions Imbedded in Product and Service Teams Over 350 specially trained and certified Cybersecurity Champions ensure that a culture of cybersecurity is instilled into the fabric of our product and services teams. Programmers receive ongoing security training and updates on the latest hacker tactics so they can layer security into every stage of the application development process.
QUOTE-3163917
Any sales transaction following Motorola's quote is based on and subject to the terms and conditions of the valid and executed written contract between Customer and Motorola (the ""Underlying Agreement"") that authorizes Customer to purchase equipment and/or services or license software (collectively ""Products""). If no Underlying Agreement exists between Motorola and Customer, then Motorola's Standard Terms of Use and Motorola's Standard Terms and Conditions of Sales and Supply shall govern the purchase of the Products.
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COMMANDCENTRAL RESPONDER STARTER WITH EVIDENCE SOLUTION
DESCRIPTION
CommandCentral Responder is a mobile solution for frontline Responders. This includes an application for iOS and Android.
The Responder with Evidence solution (also known as Responder Starter) allows users to capture media, record notes, tag items and link them to cases / incident records. Depending on which feature flags are enabled, a customer can gain access to different sets of features. Using a note, users can capture a group of photos in one go and then tag them or link them all as a group. Responder uploads media automatically once captured, making the process easy for users. Media is removed automatically from a user’s device after a customer defined retention period. Users can set up the application easily by downloading the application from App Store or Play Store, and simply logging in with their MSI account.
NOTES AND MEDIA CAPTURE
Responder with Evidence allows a user to create a note and capture media and associated text. Users can use the note either just to group a set of media together (as they capture it) or to add additional explanatory text as they capture details. Users can capture audio, video and photographs in this collection. This means users can attend a scene and immediately capture a collection of media before working out how to tag or link it. Users can view a full size version of a photo and can zoom in to view it at larger scale.
QUOTE-3163917
Any sales transaction following Motorola's quote is based on and subject to the terms and conditions of the valid and executed written contract between Customer and Motorola (the ""Underlying Agreement"") that authorizes Customer to purchase equipment and/or services or license software (collectively ""Products""). If no Underlying Agreement exists between Motorola and Customer, then Motorola's Standard Terms of Use and Motorola's Standard Terms and Conditions of Sales and Supply shall govern the purchase of the Products.
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IMPORTING MEDIA
Users can import media (photos, audio, video and files such as PDFs) from their gallery or file system - allowing them to use media files shared to their device by members of the public. This feature can be enabled or disabled using per agency configuration (if an agency does not want to use this capability they can turn it off).
TAGGING
Users can choose to tag a note, which will tag it and all media within it. Tags provided are those configured by the agency and are shown grouped by categories defined by the agency. Selected tags will then show on the note. As with all media, in CommandCentral Evidence, tags are used to manage and set the retention period for media. In addition to manual tags, Responder can be configured to set a default “Responder Media” tag on every media item uploaded by Responder. This allows agencies to set a default tag & retention period for anything captured by Responder.
LINKING TO RECORDS
Users can link a note to an incident record contained in the CommandCentral Consolidated Records View - to relate the note & media to the incident and ensure they are shown in the Consolidated Records View.
The incident record summary shown in Responder contains key data for the record - Report number, Incident Type, Involved officers & Incident Start & End Date.
QUOTE-3163917
Any sales transaction following Motorola's quote is based on and subject to the terms and conditions of the valid and executed written contract between Customer and Motorola (the ""Underlying Agreement"") that authorizes Customer to purchase equipment and/or services or license software (collectively ""Products""). If no Underlying Agreement exists between Motorola and Customer, then Motorola's Standard Terms of Use and Motorola's Standard Terms and Conditions of Sales and Supply shall govern the purchase of the Products.
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Users can:
• Link to an incident record already on a user’s device - Any incident records for which a user is already added as an involved officer will be automatically downloaded to their device.
• Link to an incident record by search:
- A user can search for an incident record using a simple free text search, searching for any incident record for the agency in CC Records that the user has permission to view • Create a new incident record if one does not exist (not available with Flex - see below) - User can create a new incident record (providing summary details above). - User will be provided with the Report number separately - Responder application will detect creation of incidents (from Responder) with duplicate Report numbers, warn users and allow them to resolve conflicts.
The exact behavior depends on whether the customer is using:
• Responder with CommandCentral Evidence connected to Flex - Flex generates law incidents (typically created from CAD). These law incidents are uploaded to CC Records and user can link to these. Whenever there is a case number to link to there will be a law incident in Flex and this will be pushed to CC Records. As a result, users can’t create incident record summaries in Responder, they can link to law incidents created in Flex. • Responder with CommandCentral Evidence connected to P1 RMS - P1 RMS manages case reports in case folders. If there is a case report, then P1 uploads this to CC Records and users can link to it. - If there is a case folder in P1 RMS but no case report then users can create an incident record summary in Responder, adding the case number - allowing the user to link media to the case.
• Responder with CommandCentral Evidence standalone (with CommandCentral Records Starter capability)
- Users can create incident record summaries or link to ones that have already been created.
- Incident records have to be manually created in Responder (or the CommandCentral Evidence/Records web UI) - they aren’t imported from other systems
QUOTE-3163917
Any sales transaction following Motorola's quote is based on and subject to the terms and conditions of the valid and executed written contract between Customer and Motorola (the ""Underlying Agreement"") that authorizes Customer to purchase equipment and/or services or license software (collectively ""Products""). If no Underlying Agreement exists between Motorola and Customer, then Motorola's Standard Terms of Use and Motorola's Standard Terms and Conditions of Sales and Supply shall govern the purchase of the Products.
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TIMELINE
Users can view previous notes in their timeline:
• Update a note later with further information;
• Refer back to them later when completing a report;
• Notes (and associated media) are kept on the device in a user’s timeline for an agency configured period - configured in CC Admin (default is 30 days).
The timeline is separated into a To Do and All Items view.
The To do view shows notes that a user has added, that are either less than 24 hours old or that have not yet been linked to an incident record. Users can manually move a note out of the To do view if they don’t intend to link it to an incident record. However, typically users are encouraged to capture media and then link it. This provides an easy way for users to see notes they still have to deal with.
The All Items view shows all notes on a user’s device so they can find older notes & evidence that they need to refer to.
SYNCHRONIZING DATA
Notes & media files are automatically uploaded to CommandCentral Evidence - a synch indicator is shown on the note to show data is being uploaded, and an indicator is shown on each media item to show that the media item is being uploaded.
When a user signs out of Responder app, if they have unsent data (notes & evidence) then Responder will alert the user that they have unsent items - allowing them to ensure they are in an area of coverage and wait for sync to complete.
AUTHENTICATION AND SECURITY
CommandCentral Responder prevents unauthorized users from accessing the data transmitted to and from mobile devices through an HTTPS connection with FIPS 140-2 Transport Layer Security (TLS) v1.2 encryption.
All user requests and other user data are protected by Azure Government services.
To access the system, a user authenticates against the CommandCentral Identity Management system. If desired, the identity management system can be setup to federate authentication against a customer identity management system such as Azure AD.
Customers can enable multi-factor authentication.
• If a customer uses CommandCentral Identity Management directly then multi factor authentication can be enabled for any or all users (at customer decision). If enabled then users need to enter a username & password and a second factor which is either a one time passcode sent by email or a one time passcode or authentication approval enabled via a separate app (Ping ID). • If a customer uses federated authentication then the federated auth system authenticates the user. In this case the customer identity management will implement the multi factor authentication. For instance, Azure AD can enforce multi factor authentication and allows a one time passcode to be provided via email, SMS or via the Azure authenticator app.
QUOTE-3163917
Any sales transaction following Motorola's quote is based on and subject to the terms and conditions of the valid and executed written contract between Customer and Motorola (the ""Underlying Agreement"") that authorizes Customer to purchase equipment and/or services or license software (collectively ""Products""). If no Underlying Agreement exists between Motorola and Customer, then Motorola's Standard Terms of Use and Motorola's Standard Terms and Conditions of Sales and Supply shall govern the purchase of the Products.
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In addition, Responder uses a PIN code (or optionally biometric unlock) that is used to allow users to unlock their app after inactivity timeout. Sign in online is required once per shift to access online data.
QUOTE-3163917
Any sales transaction following Motorola's quote is based on and subject to the terms and conditions of the valid and executed written contract between Customer and Motorola (the ""Underlying Agreement"") that authorizes Customer to purchase equipment and/or services or license software (collectively ""Products""). If no Underlying Agreement exists between Motorola and Customer, then Motorola's Standard Terms of Use and Motorola's Standard Terms and Conditions of Sales and Supply shall govern the purchase of the Products.
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MOBILE VIDEO PRODUCTS NEW SYSTEM STATEMENT OF WORK
OVERVIEW
This Statement of Work (SOW) outlines the responsibilities of Motorola Solutions, Inc. (Motorola) and the Customer for the implementation of body-worn camera(s), in-car video system(s), and/or interview recording system(s) and your digital evidence management solution. For the purpose of this SOW, the term “Motorola” may refer to our affiliates, subcontractors, or certified third-party partners. Motorola’s certified installer will work on Motorola’s behalf to install your in-car video system(s).
This SOW addresses the responsibilities of Motorola and the Customer that are relevant to the implementation of the hardware and software components listed in the Solutions Description. Any changes or deviations from this SOW must be mutually agreed upon by Motorola and the Customer and will be addressed in accordance with the change provisions of the Contract. The Customer acknowledges any changes or deviations from this SOW may incur additional cost.
Motorola and the Customer will work to complete their respective responsibilities in accordance with the Project Schedule. Any changes to the Project Schedule must be mutually agreed upon by both parties in accordance with the change provisions of the Contract.
Unless specifically stated, Motorola will perform the work remotely. The Customer will provide Motorola personnel with access to their network and facilities so Motorola is able to fulfill its obligations. All work will be performed during normal business hours based on the Customer’s time zone (Monday through Friday from 8:00 a.m. to 5:00 p.m.).
The number and type of software subscription licenses, products, or services provided by Motorola are specifically listed in the Contract and referenced in the SOW. Services & Products provided under this SOW are governed by the mutually executed Contract between the parties, or Motorola’s Master Customer Agreement and applicable addenda (“Contract”).
AWARD, ADMINISTRATION, AND PROJECT INITIATION
Project Initiation and Planning will begin following the execution of the Contract between Motorola and the Customer. At the conclusion of Project Planning, Motorola’s Project Manager (PM) will begin status meetings and provide status reports on a regular cadence with the Customer’s PM. The status report will provide a summary of activities completed, activities planned, progress against the project schedule, items of concern requiring attention, as well as, potential project risks and agreed upon mitigation actions.
Motorola utilizes Google Meet as its teleconference tool. If the Customer desires to use an alternative teleconferencing tool, any costs incurred from the use of this alternate teleconferencing tool will be the responsibility of the Customer.
FBI-CJIS SECURITY POLICY – CRIMINAL JUSTICE INFORMATION CJIS Security Policy Compliance
Motorola believes our solution is not in scope of the FBI-CJIS Security Policy (CJISSECPOL) based on the definition in Section 4 of CJISSECPOL and how the FBI-CJIS defines Criminal Justice Information. However, Motorola does design its products with the CJISSECPOL security controls as a guide. Motorola’s design and QUOTE-3163917
Any sales transaction following Motorola's quote is based on and subject to the terms and conditions of the valid and executed written contract between Customer and Motorola (the ""Underlying Agreement"") that authorizes Customer to purchase equipment and/or services or license software (collectively ""Products""). If no Underlying Agreement exists between Motorola and Customer, then Motorola's Standard Terms of Use and Motorola's Standard Terms and Conditions of Sales and Supply shall govern the purchase of the Products.
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features support best practice security controls and policy compliance. In the event of a CJIS technical audit request, Motorola will support the Customer throughout this process.
Personnel Security – Background Screening
Motorola will assist the Customer with completing the CJIS Security Policy Section Personnel Security related to authorized personnel background screening when requested to do so by the Customer. Based on the Personnel Security section of the CJISSECPOL, a Motorola employee is defined as someone who is required to be on the Customer’s property with unescorted access to unencrypted CJI. Motorola employees will also have access to the Customer’s network(s) and stored information and Motorola has remote access tools to support virtual escorted access to on-premises customer assets.
Additionally, Motorola performs independent criminal background investigations including name based background checks, credential and educational vetting, credit checks, U.S. citizen and authorized worker identity verification on its employees.
Motorola will support the Customer in the event of a CJIS audit request to validate employees assigned to the project requiring CJISSECPOL Personnel Security screening and determine whether this list is up to date and accurate. Motorola will notify the Customer within 24 hours or next business day of a personnel status change.
Security Awareness Training
Motorola requires all employees who will support the Customer to undergo Level 3 Security Awareness Training provided by Peak Performance and their CJIS online training platform. If the Customer does not have access to these records, Motorola can facilitate proof of completion. If the Customer requires additional and/or separate training, Motorola will work with the Customer to accommodate this request at an additional cost.
CJIS Security Addendum
Motorola requires all employees directly supporting the Customer to sign the CJIS Security Addendum if required to do so by the Customer.
Third Party Installer
The Motorola-certified third-party installer (if applicable) will work independently with the Customer to complete the CJISSECPOL Personnel Security checks, complete Security Awareness Training and execute the CJIS Security Addendum.
COMPLETION CRITERIA
The project is considered complete once Motorola has completed all responsibilities listed in this SOW. The Customer’s task completion will occur based on the Project Schedule to ensure Motorola is able to complete all tasks without delays. Motorola will not be held liable for project delays due to incomplete Customer tasks.
The Customer must provide Motorola with written notification if they do not accept the completion of Motorola responsibilities. Written notification must be provided to Motorola within ten (10) business days of task completion.
The project will be deemed accepted if no written notification is received within ten (10) business days.
In the absence of written notification for non-acceptance, beneficial use will occur thirty (30) days after functional demonstration of the system.
QUOTE-3163917
Any sales transaction following Motorola's quote is based on and subject to the terms and conditions of the valid and executed written contract between Customer and Motorola (the ""Underlying Agreement"") that authorizes Customer to purchase equipment and/or services or license software (collectively ""Products""). If no Underlying Agreement exists between Motorola and Customer, then Motorola's Standard Terms of Use and Motorola's Standard Terms and Conditions of Sales and Supply shall govern the purchase of the Products.
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SUBSCRIPTION SERVICE PERIOD
If the contracted system includes a subscription, the subscription service period will begin upon the Customer’s receipt of credentials for access or for hardware, upon shipment of the hardware. The provision and use of the subscription service is governed by the Contract.
PROJECT ROLES AND RESPONSIBILITIES OVERVIEW
Motorola Project Roles and Responsibilities
The Motorola Project Team will be assigned to the project under the direction of the Motorola Project Manager.
Each team member will be engaged in different phases of the project as necessary. Some team members will be multi-disciplinary and may fulfill more than one role.
In order to maximize effectiveness, the Motorola Project Team will provide various services remotely by teleconference, web-conference, or other remote method in order to fulfill our commitments as outlined in this SOW.
Our experience has shown customers who take an active role in the operational and educational process of their system realize user adoption sooner and achieve higher levels of success with system operation. The subsections below provide an overview of each Motorola Project Team Member.
Project Manager (PM)
The PM will be the principal business representative and point of contact for Motorola. The PM’s responsibilities may include but are not limited to:
• Manage Motorola responsibilities related to the delivery of the project. • Maintain the Project Schedule, and manage assigned Motorola personnel, subcontractors, and suppliers as applicable.
• Coordinate schedules of assigned Motorola personnel, subcontractors, and suppliers as applicable. • Conduct equipment inventory.
• Discovery validation
• Maintain project communications with the Customer.
• Identify and manage project risks.
• Coordinate collaboration of Customer resources to minimize project delays. • Evaluate project status against Project Schedule.
• Conduct status meetings on mutually agreed upon dates to discuss project status. • Provide timely responses to Customer inquiries and issues related to project progress. • Conduct daily status calls with the Customer during Go-Live.
Post Sales Engineer
The Post Sales Engineer will work with the Customer’s Project Team on:
• System provisioning.
• Data Migration
• Contracted data migration between two disparate digital evidence management systems (if applicable, additional fees may apply).
QUOTE-3163917
Any sales transaction following Motorola's quote is based on and subject to the terms and conditions of the valid and executed written contract between Customer and Motorola (the ""Underlying Agreement"") that authorizes Customer to purchase equipment and/or services or license software (collectively ""Products""). If no Underlying Agreement exists between Motorola and Customer, then Motorola's Standard Terms of Use and Motorola's Standard Terms and Conditions of Sales and Supply shall govern the purchase of the Products.
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Field Engineer (FE)
The FE will work with the Customer’s Project Team on:
• Inspect installation and configure hardware devices.
• Provide instructions to the Customer on how to configure the hardware. • Review Deployment Checklist with the Customer.
• Develop and submit a Trip Report.
• Update Customer IP Map.
Professional Services Engineer (if applicable)
The Professional Services Engineer is engaged on projects that include integration between Motorola’s digital evidence management system and the Customer’s third-party software application. Their responsibilities include:
• Delivery of the interface between Motorola’s digital evidence management system and the Customer’s thirdparty software (e.g. CAD).
Technical Trainer / Instructor
The Technical Trainer / Instructor provides training on-site or remote depending on the training topic and deployment services purchased.
• Deliver provisioning education and guidance to the Customer for operating and maintaining their system. • Provide product education as defined by this SOW and described in the Education Plan.
Motorola-Certified Installer (if applicable)
The Motorola-certified installer is primarily responsible for installing in-car video systems (ICVs) into Customer vehicles. There are specific requirements the 3rd party partner must meet in order to be considered a Motorolacertified installer, and they include the following:
• Required Training
- WTG0501 - M500 Vehicle Installation Certification (Remote) or WTG0503 - M500 Vehicle Installation Certification (Live)
Needs to be renewed yearly.
Needs to be submitted to the PM by the technician completing the installation no less than thirty (30) days prior to the installation.
- Review of any previous Motorola Solutions Technical Notifications (MTNs). • Optional Training
- WGD00186 - M500 Installation Overview and Quick Start (NA) Not required for installation. Available for the installing technician. - WGD00177 - M500 In-Car Video System Installation Guide Not required for installation. Available for the installing technician. - MN010272A01 - M500 In-Car Video System Basic Service Manual Not required for installation. Available for the installing technician.
Other responsibilities the Motorola-certified installer may be involved in include the installation of cellular routers or Access Points. These activities will only be completed by Motorola if Motorola quotes these services; otherwise, the completion of these services are solely the responsibility of the Customer.
QUOTE-3163917
Any sales transaction following Motorola's quote is based on and subject to the terms and conditions of the valid and executed written contract between Customer and Motorola (the ""Underlying Agreement"") that authorizes Customer to purchase equipment and/or services or license software (collectively ""Products""). If no Underlying Agreement exists between Motorola and Customer, then Motorola's Standard Terms of Use and Motorola's Standard Terms and Conditions of Sales and Supply shall govern the purchase of the Products.
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Customer Support Services Team
The Customer Support Services Team will provide on-going support to the Customer following Go-Live and final acceptance of the project.
Customer Project Roles and Responsibilities
Motorola has defined key resources that are critical to this project and must participate in all the activities defined in this SOW. During the Project Planning phase, the Customer will be required to provide names and contact information for the roles listed below. It is critical that these resources are empowered to make decisions based on the Customer’s operational and administration needs. The Customer Project Team will be engaged from Project Initiation through Beneficial Use of the system. In the event the Customer is unable to provide the resources identified in this section, Motorola may be able to supplement these resources at an additional cost.
Project Manager
The PM will act as the primary point of contact for the duration of the project. In the event the project involves multiple locations, Motorola will work exclusively with the Customer’s primary PM. The PM’s responsibilities will include, but are not limited to:
• Communicate and coordinate with other project participants. • Manage the Customer Project Team including subcontractors and third-party vendors. This includes timely facilitation of tasks and activities.
• Maintain project communications with the Motorola PM. • Identify tasks required of Customer staff that are outlined in this SOW and the Project Schedule. • Consolidate all project inquiries from Customer staff to present to Motorola PM. • Approve a deployment date offered by Motorola.
• Review Project Schedule with the Motorola PM and finalize tasks, dates, and responsibilities. • Measure and evaluate progress against the Project Schedule. • Monitor Project to ensure resources are available as required. • Attend status meetings.
• Provide timely responses to issues related to project progress. • Liaise and coordinate with other agencies, Customer vendors, contractors, and common carriers. • Review and administer change control procedures, hardware and software certification, and all related project tasks required to meet the deployment date.
• Ensure Customer vendors’ readiness ahead of the deployment date. • Assign one or more personnel to work with Motorola staff as needed for the duration of the project, including one or more representatives from the IT department.
• Identify a resource with authority to formally acknowledge and approve milestone recognition certificates, as well as, approve and release payments in a timely manner. • Provide Motorola personnel with access to all Customer facilities where system equipment is to be installed.
Temporary identification cards are to be issued to Motorola personnel, if required for access. • Ensure remote network connectivity and access for Motorola resources. • Assume responsibility for all fees pertaining to licenses, inspections and any delays associated with inspections due to required permits as applicable to this project. • Provide reasonable care to prevent equipment exposure from contaminants that may cause damage to the equipment or interruption of service.
• Ensure a safe working environment for Motorola personnel. • Identify and manage project risks.
QUOTE-3163917
Any sales transaction following Motorola's quote is based on and subject to the terms and conditions of the valid and executed written contract between Customer and Motorola (the ""Underlying Agreement"") that authorizes Customer to purchase equipment and/or services or license software (collectively ""Products""). If no Underlying Agreement exists between Motorola and Customer, then Motorola's Standard Terms of Use and Motorola's Standard Terms and Conditions of Sales and Supply shall govern the purchase of the Products.
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• Provide signature(s) of Motorola-provided milestone recognition certificate(s) within ten (10) business days of receipt.
IT Support
IT Support manages the technical efforts and ongoing activities of the Customer’s system. IT Support will be responsible for managing Customer provisioning and providing Motorola with the required information for LAN, WAN and client infrastructure.
The IT Support Team responsibilities include but are not limited to:
• Participate in delivery and training activities to understand the software and functionality of the system. • Participate with Customer Subject Matter Experts (SMEs) during the provisioning process and associated training.
• Authorize global provisioning decisions and be the Point of Contact (POC) for reporting and verifying problems.
• Maintain provisioning.
• Implement changes to Customer infrastructure in support of the proposed system.
Video Management Point of Contact (POC)
If CommandCentral DEMS Standard, CommandCentral DEMS Plus, or VideoManager EL Cloud device license(s) are included in the contract, the Video Manager POC will educate users on digital media policy, participate in Discovery tasks, and complete the Video Management Administration training. The Customer is responsible for its own creation and enforcement of media protection policies and procedures for any digital media created, extracted, or downloaded from the digital evidence management system.
Subject Matter Experts (SMEs)
SMEs are a core group of users involved with the analysis, training and provisioning process, including making decisions on global provisioning. The SMEs should be experienced users in their own respective field (evidence, dispatch, patrol, etc.) and should be empowered by the Customer to make decisions based on provisioning, workflows, and department policies related to the proposed system.
Training POC
The Training POC will act as the course facilitator and is considered the Customer’s educational monitor. The Training POC will work with Motorola when policy and procedural questions arise. They will be responsible for developing any agency specific training material(s) and configuring new users on the Motorola Learning eXperience Portal (LXP) system. This role will serve as the first line of support during Go-Live for the Customer’s end users.
General Customer Responsibilities
In addition to the Customer responsibilities listed above, the Customer is responsible for the following:
• All Customer-provided equipment, including third-party hardware and software needed for the proposed system but not listed as a Motorola deliverable. Examples include end user workstations, network equipment, connectivity etc.
• Configure, test, and maintain third-party system(s) that will interface with the proposed system. • Establish an Application Programming Interface (API) for applicable third-party system(s) and provide documentation that describes the integration to the Motorola system (if applicable).
QUOTE-3163917
Any sales transaction following Motorola's quote is based on and subject to the terms and conditions of the valid and executed written contract between Customer and Motorola (the ""Underlying Agreement"") that authorizes Customer to purchase equipment and/or services or license software (collectively ""Products""). If no Underlying Agreement exists between Motorola and Customer, then Motorola's Standard Terms of Use and Motorola's Standard Terms and Conditions of Sales and Supply shall govern the purchase of the Products.
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• Coordinate and facilitate communication between Motorola and Customer third-party vendor(s) as required. • Mitigate the impact of upgrading Customer third-party system(s) that will integrate with the proposed system.
Motorola strongly recommends working with the Motorola Project Team to understand the impact of such upgrades prior to taking action.
• Upgrades to Customer’s existing system(s) in order to support the proposed system. • Providing a facility with the required computer and audio-visual equipment for training and work sessions. • Ability to participate in remote project meetings using Google Meet or a mutually agreed upon Customerprovided remote conferencing tool.
Motorola is not responsible for any delays that arise from Customer’s failure to perform the responsibilities outlined in this SOW or delays caused by Customer’s third-party vendor(s) or subcontractor(s).
NETWORK AND HARDWARE REQUIREMENTS
The following requirements must be met by the Customer prior to Motorola installing the proposed system:
• Provide network connectivity for the transfer and exchange of data for the proposed system. • Provide devices such as workstations, tablets, and smartphones with Internet access for system usage.
Chrome is the recommended browser for optimal performance. • Provide and install antivirus software for workstation(s). • Provide Motorola with administrative rights to Active Directory for the purpose of installation, configuration, and support.
• Provide all environmental conditions such as power, uninterruptible power sources (UPS), HVAC, firewall and network requirements.
• Ensure required traffic is routed through Customer’s firewall.
Motorola is not responsible for any costs or delays that arise from Customer’s failure to meet network and hardware requirements.
QUOTE-3163917
Any sales transaction following Motorola's quote is based on and subject to the terms and conditions of the valid and executed written contract between Customer and Motorola (the ""Underlying Agreement"") that authorizes Customer to purchase equipment and/or services or license software (collectively ""Products""). If no Underlying Agreement exists between Motorola and Customer, then Motorola's Standard Terms of Use and Motorola's Standard Terms and Conditions of Sales and Supply shall govern the purchase of the Products.
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PROJECT PLANNING
A clear understanding of the needs and expectations of Motorola and the Customer is critical to fostering a collaborative environment of trust and mutual respect. Project Planning requires the gathering of specific information to set clear project expectations and guidelines, as well as lay the foundation for a successful implementation.
PROJECT PLANNING SESSION
A Project Planning Session will occur after the Contract has been executed. The Project Planning Session is an opportunity for the Motorola and Customer PM to meet before the Project Kickoff Meeting and review key elements of the project and expectations. Depending on the items purchased, the agenda will typically include:
• A high-level review of the following project elements:
- Quoting/ordering documents
- A summary of contracted applications and hardware as purchased. - Customer’s involvement in project activities to confirm understanding of scope and required time commitments.
- Data Migration questionnaire if migration is included in the Solution - The Business Process Review (BPR), used to document system configuration, agency recording, and retention policies
- A high-level Project Schedule with milestones and dates. • Confirm CJIS background investigations and fingerprint requirements for Motorola employees and/or subcontractors.
• Determine Customer location for Motorola to ship their equipment for installation.
Motorola Responsibilities
• Contact the customer to complete the Project Planning Session. • Request the assignment of Customer Project Team and any additional Customer resources that are instrumental to the project’s success.
• Baseline the Project Schedule, if applicable.
• Document mutually agreed upon Project Kickoff Meeting Agenda.
Customer Responsibilities
• Identify Customer Project Team and any additional Customer resources that are instrumental to the project’s success.
• Acknowledge the mutually agreed upon Project Kickoff Meeting Agenda. • Provide approval to proceed with the Project Kickoff Meeting.
Motorola Deliverables
• Project Kickoff Meeting Agenda.
• Data Migration Questionnaire (if applicable)
• BPR Workbook
QUOTE-3163917
Any sales transaction following Motorola's quote is based on and subject to the terms and conditions of the valid and executed written contract between Customer and Motorola (the ""Underlying Agreement"") that authorizes Customer to purchase equipment and/or services or license software (collectively ""Products""). If no Underlying Agreement exists between Motorola and Customer, then Motorola's Standard Terms of Use and Motorola's Standard Terms and Conditions of Sales and Supply shall govern the purchase of the Products.
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PROJECT KICKOFF
Motorola will work with the Customer to understand the impact of introducing a new solution and the preparedness needed for a successful implementation.
Note – The IT Questionnaire is completed during the pre-sales process and prior to Contract award. The IT Questionnaire is given to Motorola at the time of offer acceptance. A delay in completing the IT Questionnaire may delay the shipment of equipment. Motorola will not be responsible for any delays associated with or related to the completion of the IT Questionnaire.
Motorola Responsibilities
• Review Contract documents including project delivery requirements as described in this SOW. • Discuss the deployment start date and deliver the Deployment Checklist. • Discuss the equipment inventory process
• Discuss project team participants and their role(s) in the project with fulfilling the obligations of this SOW. • Review resource requirements.
• Provide the initial Project Schedule
• Discuss Motorola remote system access requirements.
• Review the BPR.
• Complete all necessary documentation (i.e. fingerprints, background checks, card keys, etc.) required for Motorola resources to gain access to Customer facilities. • Review the LXP training portal.
• Request user information required to establish the Customer in LXP. • Review and agree on completion criteria and the process for transitioning to support.
Customer Responsibilities
• Provide feedback and approval on project delivery requirements and schedule. • Review the Deployment Checklist.
• Review the roles of project participants to identify decision-making authority. • Validate non-disclosure agreements, approvals, and other related items are complete (if applicable). • Complete the BPR Workbook within 5 business days after the conclusion of the Project Kickoff for review during the Discovery Teleconference
• Provide all documentation (i.e. fingerprints, background checks, card keys, etc.) required for Motorola resources to gain access to Customer facilities.
• Provide Motorola with names and contact information of the designated LXP Administrator(s).
Motorola Deliverables
• Project Kickoff Meeting Minutes.
• Deployment Checklist.
DISCOVERY TELECONFERENCE
During the Discovery Teleconference, Motorola will meet with the Customer to review information documented in the BPR Workbook. The Data Migration Questionnaire will also be reviewed if migration is part of the Solution.
QUOTE-3163917
Any sales transaction following Motorola's quote is based on and subject to the terms and conditions of the valid and executed written contract between Customer and Motorola (the ""Underlying Agreement"") that authorizes Customer to purchase equipment and/or services or license software (collectively ""Products""). If no Underlying Agreement exists between Motorola and Customer, then Motorola's Standard Terms of Use and Motorola's Standard Terms and Conditions of Sales and Supply shall govern the purchase of the Products.
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Motorola Responsibilities
• Facilitate Discovery Teleconference.
• Confirm Customer-provided configuration inputs.
Customer Responsibilities
• Gather and review the information required to complete the BPR Workbook. • Schedule Customer Project Team and SMEs to attend the Discovery Teleconference. SMEs should be present to weigh in on hardware, software, and network components. Customer attendees should be empowered to convey policies and make modifications to policies as necessary.
Motorola Deliverables
• Completed BPR Workbook.
QUOTE-3163917
Any sales transaction following Motorola's quote is based on and subject to the terms and conditions of the valid and executed written contract between Customer and Motorola (the ""Underlying Agreement"") that authorizes Customer to purchase equipment and/or services or license software (collectively ""Products""). If no Underlying Agreement exists between Motorola and Customer, then Motorola's Standard Terms of Use and Motorola's Standard Terms and Conditions of Sales and Supply shall govern the purchase of the Products.
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PROJECT EXECUTION
HARDWARE PROCUREMENT AND INSTALLATION
Motorola will procure contracted hardware as part of the ordering process. The hardware will be configured with a basic profile in line with the information provided by the IT Questionnaire or Discovery Teleconference for installation and configuration of the system. The Customer is responsible for providing an installation environment that meets manufacturer’s specifications for the hardware, which includes but is not limited to:
• Power
• Heating and Cooling
• Network Connectivity
• Access and Security
• Conduit and Cabling
Motorola Responsibilities
• Procure contracted equipment and ship to the Customer's designated location. • Inventory equipment after arrival at Customer location • Conduct a power-on test to validate that the installed hardware is ready for configuration. • Verify remote connection to hardware.
• Complete Deployment Checklist which outlines the activities completed during configuration and testing of system hardware.
Customer Responsibilities
• Procure Customer-provided equipment and make it available at the installation location. • Confirm the installation room complies with environmental requirements (i.e. power, uninterruptible power, surge protection, heating/cooling, etc.).
• Provide, install, and maintain antivirus software workstation(s). • Enable outgoing network connection (external firewall) to Motorola’s Cloud Evidence Management System by utilizing the Customer’s Internet connection.
• Confirm access to Motorola’s Cloud Evidence Management System cloud on Customer-provided workstation(s).
Motorola Deliverables
• Contracted Equipment.
• Equipment Inventory
SVX Configuration as a Remote Speaker Microphone (if applicable) The Smart Dock(s) will be utilized to manage firmware updates on each SVX. In order for this process to be successfully completed, each Smart Dock must be connected to Motorola’s Cloud Evidence Management Solution through the Customer’s internet connection.
Motorola Responsibilities
• Configure Smart Dock(s) for connectivity to Motorola’s Cloud Evidence Management System.
QUOTE-3163917
Any sales transaction following Motorola's quote is based on and subject to the terms and conditions of the valid and executed written contract between Customer and Motorola (the ""Underlying Agreement"") that authorizes Customer to purchase equipment and/or services or license software (collectively ""Products""). If no Underlying Agreement exists between Motorola and Customer, then Motorola's Standard Terms of Use and Motorola's Standard Terms and Conditions of Sales and Supply shall govern the purchase of the Products.
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• Verifying the SVX Smart Dock(s) are connected to Motorola’s Cloud Evidence Management System through the Customer’s network. The Customer is responsible for ensuring Motorola has the correct IP address(es) for configuring the Smart Dock(s), and the Customer’s network is operational. • Verify all slots in each Smart Dock are functional.
• Provide documentation on how to pair the SVX(s) to Motorola APX NEXT and/or APX N70 radio(s) using Secure Near-Field Communications (NFC).
Customer Responsibilities
• Select physical location(s) for Smart Dock(s).
• Provide network information (IP address, gateway, DNS, and subnet mask) to Motorola for each Smart Dock(s).
• Enable Bluetooth, Bluetooth Tones, and Secure NFC Touch Pairing on Motorola APX NEXT and/or APX N70 radio(s).
• Motorola recommends “Power Down Standby Mode (hrs) = 1” to allow the SVX Bluetooth connection to quickly reconnect after power up within the 1-hour timeframe. • Pair the SVX(s) to Motorola APX NEXT and/or APX N70 radio(s) using Secure NFC. • Validate functionality of components and solution utilizing the Deployment Checklist. • Provide Motorola remote connection information and necessary credentials.
SVX Configuration as a Body Camera (if applicable)
If CommandCentral DEMS Standard, CommandCentral DEMS Plus, or VideoManager EL Cloud device license(s) are included in the contract, the Smart Dock(s) will be utilized to configure each SVX as a body camera.
Motorola Responsibilities
• Configure SVX(s) within Motorola’s Cloud Evidence Management System. • Check out SVX(s) and create a test recording.
• Verify video and audio upload to Motorola’s Cloud Evidence Management System for up to 25% of purchased SVX(s).
• Provide a demonstration of client software.
Customer Responsibilities
• Validate functionality of components and solution utilizing the Deployment Checklist. • Provide Motorola remote connection information and necessary credentials. • The Customer will verify whether the Smart Docks(s) are connected to their network. • Verify video and audio upload to Motorola’s Cloud Evidence Management System for the remainder of purchased SVX(s).
V700 Body Camera Configuration (if applicable)
The Transfer Station(s) will be utilized to configure each V700 body camera according to the Business Process Review. In order for this process to be successfully completed, each Transfer Station must be connected to Motorola’s Cloud Evidence Management Solution through the Customer’s internet connection.
Motorola Responsibilities
• Configure Transfer Station(s) for connectivity to the digital evidence management system. • Verify the Transfer Station(s) is configured properly and connected to the network.
QUOTE-3163917
Any sales transaction following Motorola's quote is based on and subject to the terms and conditions of the valid and executed written contract between Customer and Motorola (the ""Underlying Agreement"") that authorizes Customer to purchase equipment and/or services or license software (collectively ""Products""). If no Underlying Agreement exists between Motorola and Customer, then Motorola's Standard Terms of Use and Motorola's Standard Terms and Conditions of Sales and Supply shall govern the purchase of the Products.
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• Configure body camera(s) within the digital evidence management system. • Check out body camera(s) and create a test recording. • Verify video and audio upload to Motorola’s Cloud Evidence Management System for up to 25% of purchased V700(s).
• Verify completion of upload from body-worn camera(s) after it is docked in a Transfer Station or USB dock. • Install and provide a demonstration of client software as part of the same on-site engagement as Go-Live, unless otherwise outlined in this SOW.
Customer Responsibilities
• Select physical location(s) for Transfer Station(s).
• Provide and install workstation hardware.
• Complete installation of client software on remaining workstations and mobile devices. • Validate functionality of components and solution utilizing the Deployment Checklist. • Provide Motorola remote connection information and necessary credentials.
In-Car Video System Configuration (if applicable)
The Motorola-certified installer will complete the installation of the in-car video (ICV) system(s) within the Customer-provided vehicle(s). The installer may also be responsible for installing cellular routers or WiFi radios inside the vehicle(s) for wireless upload of video to the Customer’s digital evidence management system. These activities will only be completed by Motorola if Motorola quotes these services; otherwise, the completion of these services are solely the responsibility of the Customer.
The Customer vehicles must be available for the FE to complete the configuration and testing of the contractual number of ICVs. If the Customer does not have all vehicles available during the agreed upon date and time, the Customer may opt to sign-off on the number of ICV configurations completed.
If the Customer requires the FE to complete the full contractual number of ICVs at a later date and time, additional cost may be incurred. The following table shows the number of ICVs an FE is contractually obligated to configure and test based on the number of ICVs purchased.
Table 1:Number of Contractual ICV Configurations
Number of ICV Purchased Number of ICV to Test
1 1
2 2
3 3
4 4
5 - 25 5
26 - 50 10
51 - 75 15
76 - 100 20
101 - 150 30
QUOTE-3163917
Any sales transaction following Motorola's quote is based on and subject to the terms and conditions of the valid and executed written contract between Customer and Motorola (the ""Underlying Agreement"") that authorizes Customer to purchase equipment and/or services or license software (collectively ""Products""). If no Underlying Agreement exists between Motorola and Customer, then Motorola's Standard Terms of Use and Motorola's Standard Terms and Conditions of Sales and Supply shall govern the purchase of the Products.
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Number of ICV Purchased Number of ICV to Test
151 - 200 40
201+ 20%
Note – The Pricing Page will reflect in-car video installation services by Motorola if Motorola is responsible for the vehicle installations.
Motorola Responsibilities
• Setup ICV digital video recorder (DVR) configuration. • Create configuration USB used to complete ICV hardware configuration and validation. • Travel to the Customer site to conduct configuration and testing of ICVs. • The FE will verify whether the AP(s) are properly installed and connected to the network for in-car video system WiFi upload (if applicable).
• Complete ICV configuration on a single vehicle, and validate the configuration with the Customer. • Receive Customer approval to proceed with remaining ICV configurations. • Complete remaining contracted vehicle configurations. • Test a subset of completed ICV hardware configurations.
Motorola-Certified Installer Responsibilities (if applicable) These activities will only be completed by Motorola if Motorola quotes these services; otherwise, the completion of these services are solely the responsibility of the Customer. • Complete the installation of ICV hardware in Customer provided vehicles. • Complete the installation of cellular router and confirm placement of antenna mounting with Customer (if applicable).
• Install Customer-provided SIM card into cellular router and connect cellular router to ICV (if applicable). • Installation of Access Point(s) (APs) if provided by Motorola for in-car video system WiFi upload (if applicable).
Customer Responsibilities
• Provide Motorola with remote connection and access credentials to complete ICV hardware configuration. • Notify Motorola of the vehicle installation location. • Coordinate and schedule date and time for ICV hardware configuration(s). • Make ICV hardware available to Motorola for configuration and testing in accordance with the Project Schedule.
• Provide cellular SIM Card for Internet connectivity to the installer at time of vehicle installation (if applicable). • Install Customer-supplied APs (if applicable).
• Verify APs are properly installed and connected to the network (if applicable).
Motorola Deliverables
• Complete Functional Validation Plan as it applies to the proposed solution.
QUOTE-3163917
Any sales transaction following Motorola's quote is based on and subject to the terms and conditions of the valid and executed written contract between Customer and Motorola (the ""Underlying Agreement"") that authorizes Customer to purchase equipment and/or services or license software (collectively ""Products""). If no Underlying Agreement exists between Motorola and Customer, then Motorola's Standard Terms of Use and Motorola's Standard Terms and Conditions of Sales and Supply shall govern the purchase of the Products.
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NOTE - The Customer is responsible for having all vehicles and devices available for installation per the Project Schedule. All cellular data fees and Internet connectivity charges are the responsibility of the Customer. If a Motorola-certified installer is not used to install the ICV(s), Motorola is not responsible for any errors in hardware installation, performance or delays in the Project Schedule. In the event the Customer takes on the responsibility of installing the ICV(s) through a Motorola-certified installer, Motorola is also not responsible for any errors in hardware installation, performance or delays in the Project Schedule. For ALPR installations, an MDT is required for all vehicles.
M500 Automatic License Plate Recognition (ALPR) Configuration (if applicable) This section highlights the responsibilities of Motorola and the Customer when an M500 in-car video system interfaces with the VehicleManager database.
Motorola Responsibilities
• Create a Customer account in the VehicleManager system with user emails. • Verify the Customer has installed and launched the Vigilant Car Detector Mobile Software per the VehicleManager Quickstart Guide.
• Provide Mobile ALPR - Officer Safety Basic and Advanced Pre-Installation Checklist. • Provide Agency Manager with Training Materials and Car Detector Mobile MDC software installation guide. • Advise Agency Manager of different options available to add new users. • Confirm Agency Manager is aware of registration required for Hotlists. • Confirm Agency Manager understands how to set up data-sharing.
Customer Responsibilities
• Identify the Agency Manager.
• Register to receive access to Hotlists.
Interview Recording System Configuration (if applicable) When installation services are included as part of the contract, the Motorola-certified installer will complete the installation of the Interview Recording System(s) within the Customer-provided location(s).
The Customer location(s) must be available for the Motorola Resource and/or contracted third party to complete the configuration and testing of the contractual number of systems. If the Customer does not have all locations available during the agreed upon date and time, the Customer may opt to sign-off on the number of configurations completed. If the Customer requires the Motorola Resource and/or contracted third party to complete the full contractual number of systems at a later date and time, additional cost may be incurred.
Motorola Responsibilities
• Create configuration USB used to complete hardware configuration and validation. • Conduct configuration and testing of system(s).
• Complete configuration on a single system, and validate the configuration with the Customer. • Receive Customer approval to proceed with remaining configurations. • Complete remaining contracted system configurations.
• Test a subset of completed hardware configurations.
• When installation services for Motorola-certified installer are in the contract, complete the installation of the Interview Recording System (if applicable).
QUOTE-3163917
Any sales transaction following Motorola's quote is based on and subject to the terms and conditions of the valid and executed written contract between Customer and Motorola (the ""Underlying Agreement"") that authorizes Customer to purchase equipment and/or services or license software (collectively ""Products""). If no Underlying Agreement exists between Motorola and Customer, then Motorola's Standard Terms of Use and Motorola's Standard Terms and Conditions of Sales and Supply shall govern the purchase of the Products.
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Customer Responsibilities
• When installation services are being provided by the Customer, complete the installation of the Interview Recording System (if applicable).
• Provide Motorola with remote connection and access credentials to complete hardware configuration. • Notify Motorola of the installation location.
• Coordinate and schedule date and time for hardware configuration(s). • Make hardware available to Motorola for configuration and testing in accordance with the Project Schedule.
Motorola Deliverables
• Complete the Deployment Checklist and testing as it applies to the proposed solution.
SOFTWARE AND CONFIGURATION
CommandCentral DEMS (if applicable)
CommandCentral DEMS software is a cloud solution that does not require an onsite server. Section 3.2 does not apply to existing Motorola customers using VideoManager EL Cloud.
Motorola Responsibilities
• Use information provided in BPR Workbook to configure CommandCentral DEMS software. • Based on Customer feedback, perform the following activities:
• Create users, groups, and setup permissions.
• Create event categories.
• Set retention policies.
• Test software using applicable portions of the Functional Validation Plan. • Use the CommandCentral Admin Portal to provision users, groups, and rules based on Customer Active Directory data.
• Guide the Customer in the configuration of CommandCentral DEMS. • Ensure training POC can access the system.
Customer Responsibilities
• Supply access and credentials to Customer’s Active Directory for the purpose of Motorola conducting CommandCentral DEMS provisioning.
• Respond to Motorola’s inquiries regarding users, groups, and agency mapping to CommandCentral DEMS. • Provision policies, procedures, and user permissions. • Configure evidence as directed by Motorola.
• Verify traffic can be routed through Customer’s firewall and reaches end-user workstations.
DATA MIGRATION SERVICES (IF APPLICABLE*)
The Customer is responsible for partitioning data to be converted from Motorola on-premises digital evidence management system, or Customer’s Non-Motorola Digital Evidence Management System to Motorola’s cloud solution as part of this offer. The Customer will have ten (10) business days to provide feedback after Motorola validates the migrated data. If feedback is not received on or before ten (10) business days, Motorola will assume the migration is complete. *Data Migration Services may be subject to additional fees.
QUOTE-3163917
Any sales transaction following Motorola's quote is based on and subject to the terms and conditions of the valid and executed written contract between Customer and Motorola (the ""Underlying Agreement"") that authorizes Customer to purchase equipment and/or services or license software (collectively ""Products""). If no Underlying Agreement exists between Motorola and Customer, then Motorola's Standard Terms of Use and Motorola's Standard Terms and Conditions of Sales and Supply shall govern the purchase of the Products.
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Motorola Responsibilities
• Receive access to Customer video data.
• Perform contracted data migration and validation.
Customer Responsibilities
• Provide 24/7 remote access to partitioned data to be migrated. • Customer hardware or virtualization environment will be the sole responsibility of the Customer to troubleshoot and resolve issues.
• Validate migrated dataset and provide Motorola with feedback within ten (10) business days.
Completion Criteria
• A migrated dataset as defined in the Contract.
Motorola On-Premises Evidence Management System (if applicable) Motorola supports data migration of digital assets and associated metadata from our on-premises evidence management systems, Evidence Library 4 and VideoManager EL On-Prem (formally known as Evidence Library 5), to Motorola’s cloud solution.
Motorola Responsibilities
• Verify compatible platform(s) and upgrade if applicable Customer Responsibilities
• Provide internet connectivity from on-premises server to destination resources Non-Motorola Evidence Management System (if applicable) Motorola will perform data migration of digital assets and associated metadata from the Customer’s Non-Motorola Evidence Management system to the new Motorola Cloud Evidence Management System.
Motorola Responsibilities
• Facilitate the method of obtaining and consuming the data • Review data in the Motorola systems with the customer Customer Responsibilities
• Act as liaison between Motorola and third-party vendor(s) as required to establish connectivity to the NonMotorola digital evidence management system. • Provide internet connectivity from on-premises server to destination resources, if applicable. • Provide API connection to the source, if applicable
• Provide data and metadata information in a readable and consumable format • Assist with mapping metadata information into Motorola system
INTEGRATIONS AND THIRD-PARTY INTERFACES (IF APPLICABLE) The integration between Motorola’s Cloud Evidence Management System and the Customer’s third-party system may consist of an iterative series of activities depending on the complexity of accessing the third-party system.
QUOTE-3163917
Any sales transaction following Motorola's quote is based on and subject to the terms and conditions of the valid and executed written contract between Customer and Motorola (the ""Underlying Agreement"") that authorizes Customer to purchase equipment and/or services or license software (collectively ""Products""). If no Underlying Agreement exists between Motorola and Customer, then Motorola's Standard Terms of Use and Motorola's Standard Terms and Conditions of Sales and Supply shall govern the purchase of the Products.
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Interfaces will be installed and configured in accordance with the Project Schedule. The Customer is responsible for engaging third-party vendors as required to facilitate connectivity and testing of the interface(s).
Motorola Responsibilities
• Develop and configure interface(s) to support the functionality described in the Solution Description. • Establish and validate connectivity between Motorola and third-party systems. • Perform functional demonstration to confirm the interface(s) can transmit and receive data to the Customer’s digital evidence management system.
Customer Responsibilities
• Act as liaison between Motorola and third-party vendor(s) as required to establish connectivity to the thirdparty system. • Provide personnel authorized to make changes to the network and third-party systems to support Motorola’s integration efforts.
• Provide network connectivity between digital evidence management system and the third-party system(s). • Provide hardware to run any required interface components for on-prem interfaces when required. • Provide sample data and information on API, SDKs, data scheme, and any documentation necessary to establish interfaces with all local and remote systems. This information should be provided to the Motorola PM within ten (10) business days of the Interface Engagement Meeting.
NOTE - At the time of initial design, unknown circumstances, requirements or anomalies may present difficulties with interfacing Motorola products to a third-party application. These difficulties could result in a poorly performing or non-functional interface. Providing Motorola with this information early in the deployment process, will potentially allow us to mitigate these issues. If the resolution requires additional third-party integration, application upgrades, APIs, and/or additional software licenses, the Customer is responsible for addressing these issues at their cost. Motorola is not responsible for any delays or costs associated with third-party applications or Customer-provided third-party hardware or software.
QUOTE-3163917
Any sales transaction following Motorola's quote is based on and subject to the terms and conditions of the valid and executed written contract between Customer and Motorola (the ""Underlying Agreement"") that authorizes Customer to purchase equipment and/or services or license software (collectively ""Products""). If no Underlying Agreement exists between Motorola and Customer, then Motorola's Standard Terms of Use and Motorola's Standard Terms and Conditions of Sales and Supply shall govern the purchase of the Products.
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SYSTEM TRAINING
The objective of this section is to prepare for and deliver training. Motorola training consists of computer-based (online) and instructor-led (on-site or remote) depending on what is purchased. Our training delivery methods will vary depending on course content. Training will be delivered in accordance with the Education Plan. As part of our training delivery, Motorola will provide user guides and training materials in an electronic format.
ONLINE TRAINING
Online training is made available to the Customer through LXP. This subscription service provides customers with unlimited access to our online training content and provides users with the flexibility of learning the content at their own pace. Training content is added and updated on a regular basis to keep information current.
Through LXP, a list of available online training courses, Motorola User Guides, and Training Material are accessible in electronic format.
Motorola Responsibilities
• Designate a LXP Administrator to work with the Customer. • Establish an accessible instance of LXP for the Customer. • Configure a Customer-specific portal view.
• Organize content to align with Customer’s selected technologies. • Create initial Customer user accounts and a single Primary Administrator account. • During onboarding, assist the Customer with LXP usage. • Provide technical support for user account and access issues, LXP functionality, and Motorola managed content.
• Provide instruction to Customer LXP Administrator on building groups.
Customer Responsibilities
• Provide user information for the initial creation of accounts. • Complete LXP Administrator training.
• Ensure network and Internet connectivity for Customer access to LXP. • Customer's primary LXP Administrator is required to complete the following self-paced training: LXP Introduction (LXP0001), LXP Primary Site Administrator Overview (LXP0002), and LXP Group Administrator Overview (LXP0003).
• Advise users on the availability of training through LXP. • Ensure users complete LXP training in accordance with the Project Schedule. • Build groups as needed.
ON-SITE TRAINING
Instructor-led courses are based on products purchased and the Customer’s Education Plan. On-site instructorled classes will utilize the Customer’s hardware and software in order to provide the best training environment.
This will allow the Customer to engage in an environment that has been configured and deployed in alignment with this SOW.
QUOTE-3163917
Any sales transaction following Motorola's quote is based on and subject to the terms and conditions of the valid and executed written contract between Customer and Motorola (the ""Underlying Agreement"") that authorizes Customer to purchase equipment and/or services or license software (collectively ""Products""). If no Underlying Agreement exists between Motorola and Customer, then Motorola's Standard Terms of Use and Motorola's Standard Terms and Conditions of Sales and Supply shall govern the purchase of the Products.
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Motorola Responsibilities
• Deliver User Guides and training materials in an electronic format. • Perform training in accordance with the Education Plan. • Provide the Customer with training attendance rosters and summarize any pertinent information that may impact end user training.
Customer Responsibilities
• Supply classroom(s) based on the requirements listed in the Education Plan. • Designate training representatives who will work with the Motorola trainer(s) to deliver the training content. • Facilitate training of all Customer end users in accordance with the Customer’s Education Plan.
Motorola Deliverables
• Electronic versions of User Guides and training materials. • Attendance rosters.
QUOTE-3163917
Any sales transaction following Motorola's quote is based on and subject to the terms and conditions of the valid and executed written contract between Customer and Motorola (the ""Underlying Agreement"") that authorizes Customer to purchase equipment and/or services or license software (collectively ""Products""). If no Underlying Agreement exists between Motorola and Customer, then Motorola's Standard Terms of Use and Motorola's Standard Terms and Conditions of Sales and Supply shall govern the purchase of the Products.
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PROJECT GO-LIVE, CLOSURE, AND HANDOVER TO SUPPORT
Motorola will utilize the Deployment Checklist throughout the deployment process to verify features and functionality are in line with installation and configuration requirements. The Customer will witness the assigned Motorola Resource demonstrating the Deployment Checklist and provide feedback as features and functionality are demonstrated. The Customer is considered Live on the system after the equipment has been installed, configured, and made available for use, and training has been delivered or made available to the Customer.
Upon the conclusion of Go-Live, the project is prepared for closure. Project closure is defined as the completion of tasks and the Customer’s receipt of contracted components. The Deployment Checklist serves as the artifact that memorializes a project closure. A System Acceptance Certificate will be provided to the Customer for signature to formally close out the project. The Customer has ten (10) business days to provide Motorola with a signed System Acceptance Certificate. If the Customer does not sign off on this document or provide Motorola written notification rejecting project closure, the project will be deemed closed. Upon project closure, the Customer will engage with Technical Support for on-going needs in accordance with the Customer’s specific terms and conditions of support.
Motorola Responsibilities
• Provide the Customer with Motorola Technical Support engagement process and contact information. • Provide Technical Support with the contact information of Customer users who are authorized to engage Technical Support.
• Ensure Deployment Checklist is complete.
• Obtain Customer signature on the System Acceptance Certificate.
Customer Responsibilities
• Within ten (10) business days of receiving the System Acceptance Certificate, provide signatory approval signifying project closure.
• Provide Motorola with the contact information of users who are authorized to engage Motorola’s Technical Support.
• Engage Technical Support as needed.
Motorola Completion Criteria
Provide Customer with survey upon closure of the project.
QUOTE-3163917
Any sales transaction following Motorola's quote is based on and subject to the terms and conditions of the valid and executed written contract between Customer and Motorola (the ""Underlying Agreement"") that authorizes Customer to purchase equipment and/or services or license software (collectively ""Products""). If no Underlying Agreement exists between Motorola and Customer, then Motorola's Standard Terms of Use and Motorola's Standard Terms and Conditions of Sales and Supply shall govern the purchase of the Products.
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ASSUMPTIONS
This SOW is based on the following list of assumptions:
• Motorola’s Cloud Evidence Management System must be connected to the Microsoft Entra ID (formally known as Microsoft Azure Active Directory) for user authentication to the application. Microsoft Entra ID can be synchronized with the Customer's on-premises Active Directory using Azure AD Connect. If the Customer is using Microsoft Office 365, Motorola will be able to integrate with this Microsoft Entra ID. - If Microsoft Entra ID is not utilized by the Customer, Motorola will provide a free version of Entra ID for user authentication to the application.
• Must be 2003 or later for Microsoft Entra ID integration. • Upload Speed Requirements for SVX when used as a body camera:
- 5 Mbps + 3 Mbps per additional device.
This assumes it will take 8 hours to upload 5 GB of video on a device. - 40-50 Mbps per concurrent uploading device.
This assumes video is required to upload within 30-40 minutes with approximately 5 GB to upload.
• Cellular upload of ICVs and BWCs (if applicable) requires an Ethernet connection to an LTE modem in the vehicle.
• If the Customer is supplying their own Access Point for ICV WiFi upload, it must be 5 GHz 802.11n compatible.
QUOTE-3163917
Any sales transaction following Motorola's quote is based on and subject to the terms and conditions of the valid and executed written contract between Customer and Motorola (the ""Underlying Agreement"") that authorizes Customer to purchase equipment and/or services or license software (collectively ""Products""). If no Underlying Agreement exists between Motorola and Customer, then Motorola's Standard Terms of Use and Motorola's Standard Terms and Conditions of Sales and Supply shall govern the purchase of the Products.
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BB&K (2024)
ATTACHMENT “C”
INSURANCE REQUIREMENTS
1.1 Types of Insurance. Contractor shall procure and maintain, at its sole cost and expense, the insurance described herein. The insurance shall be for the duration of this Agreement and includes any extensions, unless otherwise specified in this Agreement. The insurance shall be procured in a form and content satisfactory to City. The insurance shall apply against claims which may arise from the Contractor's performance of Work under this Agreement, including Contractor's agents, representatives, or employees. In the event the City Manager determines that the Work or Services to be performed under this Agreement creates an increased or decreased risk of loss to the City, the Contractor agrees that the minimum limits of the insurance policies may be changed accordingly upon receipt of written notice from the City Manager or his designee. Contractor shall immediately substitute any insurer whose A.M. Best rating drops below the levels specified in this Agreement. Except as otherwise authorized below for contract liability (errors and omissions) insurance, all insurance provided under this Agreement shall be on an occurrence basis. The minimum amount of insurance required shall be as follows:
A. Errors and Omissions Insurance. Contractor shall obtain and maintain in full force and effect throughout the term of this Agreement, standard industry form contract liability (errors and omissions) insurance coverage in an amount of not less than one million dollars ($1,000,000.00) per occurrence and two-million dollars ($2,000,000.00) annual aggregate, in accordance with the provisions of this section.
required
X is not required;
(1) Contractor shall either: (a) certify in writing to the City that Contractor is unaware of any contract liability claims made against Contractor and is unaware of any facts which may lead to such a claim against Contractor; or (b) if Contractor does not provide the certification under (a), Contractor shall procure from the contract liability insurer an endorsement providing that the required limits of the policy shall apply separately to claims arising from errors and omissions in the rendition of services under this Agreement. (2) If the policy of insurance is written on a “claims made” basis, the policy shall be continued in full force and effect at all times during the term of this Agreement, and for a period of three (3) years from the date of the completion of the Services provided hereunder. In the event of termination of the policy during this period, Contractor shall obtain continuing insurance coverage for the prior acts or omissions of Contractor during the course of performing Services under the terms of this Agreement. The coverage shall be evidenced by either a new policy evidencing no gap in coverage, or by obtaining separate extended “tail” coverage with the present or new carrier or other insurance arrangements providing for complete coverage, either of which shall be subject to the written approval by the City Manager. (3) In the event the policy of insurance is written on an “occurrence” basis, the policy shall be continued in full force and effect during the term of this Agreement, or until completion of the Services provided for in this Agreement, whichever is later. In the event of termination of the policy during this period, new coverage shall immediately be obtained to ensure coverage during the entire course of performing the Services under the terms of this Agreement.
B. Workers’ Compensation Insurance. Contractor shall obtain and maintain,
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in full force and effect throughout the term of this Agreement, workers’ compensation insurance in at least the minimum statutory amounts, and in compliance with all other statutory requirements, as required by the State of California. Contractor agrees to waive and obtain endorsements from its workers’ compensation insurer waiving subrogation rights under its workers’ compensation insurance policy against the City and to require each of its subcontractors, if any, to do likewise under their workers’ compensation insurance policies. If Contractor has no employees, Contractor shall complete the City’s Request for Waiver of Workers’ Compensation Insurance Requirement form.
C. Commercial General Liability Insurance. Contractor shall obtain and maintain, in full force and effect throughout the term of this Agreement, a policy of commercial general liability insurance written on a per occurrence basis with a combined single limit of at least one million dollars ($1,000,000.00) and two million dollars ($2,000,000.00) general aggregate for bodily injury and property damage including coverages for contractual liability, personal injury, independent contractors, broad form property damage, products and completed operations.
D. Business Automobile Insurance. Contractor shall obtain and maintain, in full force and effect throughout the term of this Agreement, a policy of business automobile liability insurance written on a per occurrence basis with a single limit liability in the amount of one million dollars ($1,000,000.00) bodily injury and property damage. The policy shall include coverage for owned, non-owned, leased, and hired cars.
E. Employer Liability Insurance. Contractor shall obtain and maintain, in full force and effect throughout the term of this Agreement, a policy of employer liability insurance written on a per occurrence basis with a policy limit of at least one million dollars ($1,000,000.00) for bodily injury or disease.
1.2 Deductibles and Self-Insured Retentions. Any deductibles or self-insured retentions must be declared to and approved by the City Manager or his/her designee prior to commencing any work or services under this Agreement. Contractor guarantees payment of all deductibles and self-insured retentions. City reserves the right to reject deductibles or selfinsured retentions in excess of $10,000, and the City Manager or his/her designee may require evidence of pending claims and claims history as well as evidence of Contractor’s ability to pay claims for all deductible amounts and self-insured retentions proposed in excess of $10,000.
1.3 Other Insurance Requirements. The following provisions shall apply to the insurance policies required of Contractor under this Agreement:
A. For any claims related to this Agreement, Contractor’s coverage shall be primary insurance with respect to the City and its officers, council members, officials, employees, agents, and volunteers. Any insurance or self-insurance maintained by the City and its officers, council members, officials, employees, agents, and volunteers shall be in excess of Contractor’s insurance and shall not contribute with it.
B. Any failure to comply with reporting or other provisions of the policies, including breaches of warranties, shall not affect coverage provided to City and its officers, council members, officials, employees, agents, and volunteers.
C. All insurance coverage and limits provided by Contractor and available or applicable to this Agreement are intended to apply to each insured, including additional insureds, against whom a claim is made or suit is brought to the full extent of the policies. Nothing contained in this Agreement or any other agreement relating to the City or its operations shall limit the application of such insurance coverage.
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D. No required insurance coverages may include any limiting endorsement which substantially impairs the coverages set forth in this Agreement (e.g., elimination of contractual liability or reduction of discovery period), unless the endorsement has first been submitted to the City Manager and approved in writing.
E. Contractor agrees to require its insurer to modify insurance endorsements to delete any exculpatory wording stating that failure of the insurer to mail written notice of cancellation imposes no obligation, or that any party will "endeavor" (as opposed to being required) to comply with the requirements of the endorsements. Certificates of insurance will not be accepted in lieu of required endorsements, and submittal of certificates without required endorsements may delay commencement of the Project. It is Contractor’s obligation to ensure timely compliance with all insurance submittal requirements as provided in this Agreement.
F. Contractor agrees to ensure that subcontractors, and any other parties involved with the Project who are brought onto or involved in the Project by Contractor, provide the same minimum insurance coverage required of Contractor. Contractor agrees to monitor and review all such coverage and assumes all responsibility for ensuring that such coverage is provided in conformity with the requirements of this section. Contractor agrees that upon request, all agreements with subcontractors and others engaged in the Project will be submitted to the City for review.
G. Contractor acknowledges and agrees that any actual or alleged failure on the part of the City to inform Contractor of non-compliance with any insurance requirement in no way imposes any additional obligations on the City nor does it waive any rights in this or any other regard.
H. Contractor shall provide proof that policies of insurance required in this Agreement, expiring during the term of this Agreement, have been renewed or replaced with other policies providing at least the same coverage. Proof that such coverage has been ordered shall be submitted prior to expiration. Endorsements as required in this Agreement applicable to the renewing or new coverage shall be provided to City no later than ten (10) days prior to expiration of the lapsing coverage.
I. Requirements of specific insurance coverage features or limits contained in this section are not intended as limitations on coverage, limits, or other requirements, or as a waiver of any coverage normally provided by any given policy. Specific reference to a given coverage feature is for purposes of clarification only as it pertains to a given issue, and is not intended by any party or insured to be limiting or all-inclusive.
J. The requirements in this section supersede all other sections and provisions of this Agreement to the extent that any other section or provision conflicts with or impair the provisions of this section.
K. Contractor agrees to provide immediate notice to City of any claim or loss against Contractor arising out of the Work performed under this Agreement and for any other claim or loss which may reduce the insurance available to pay claims arising out of this Agreement. City assumes no obligation or liability by such notice, but has the right (but not the duty) to monitor the handling of any such claim or claims if they are likely to involve City, or to reduce or dilute insurance available for payment of potential claims.
L. Contractor agrees that the provisions of this section shall not be construed as limiting in any way the extent to which the Contractor may be held responsible for the payment
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of damages resulting from the Contractor’s activities or the activities of any person or person for which the Contractor is otherwise responsible.
1.4 Sufficiency of Insurers. Insurance required in this Agreement shall be provided by authorized insurers in good standing with the State of California. Coverage shall be provided by insurers admitted in the State of California with an A.M. Best’s Key Rating of B++, Class VII, or better, unless such requirements are waived in writing by the City Manager or his designee due to unique circumstances.
1.5 Verification of Coverage. Contractor shall furnish City with both certificates of insurance and endorsements, including additional insured endorsements, affecting all of the coverages required by this Agreement. The certificates and endorsements are to be signed by a person authorized by that insurer to bind coverage on its behalf. All proof of insurance is to be received and approved by the City before work commences. City reserves the right to require Contractor’s insurers to provide complete, certified copies of all required insurance policies at any time. Additional insured endorsements are not required for Errors and Omissions and Workers’ Compensation policies.
Verification of Insurance coverage may be provided by: (1) an approved General and/or Auto Liability Endorsement Form for the City of Palm Springs or (2) an acceptable Certificate of Liability Insurance Coverage with an approved Additional Insured Endorsement with the following endorsements stated on the certificate:
A. "The City of Palm Springs, its officials, employees, and agents are named as an additional insured…” ("as respects City of Palm Springs Contract No.___" or "for any and all work performed with the City" may be included in this statement).
B. "This insurance is primary and non-contributory over any insurance or selfinsurance the City may have..." ("as respects City of Palm Springs Contract No.___" or "for any and all work performed with the City" may be included in this statement).
C. "Should any of the above described policies be canceled before the expiration date thereof, the issuing company will mail 30 days written notice to the Certificate Holder named." Language such as, “endeavor to” mail and "but failure to mail such notice shall impose no obligation or liability of any kind upon the company, its agents or representative" is not acceptable and must be crossed out.
D. Both the Workers’ Compensation and Employers' Liability policies shall contain the insurer's waiver of subrogation in favor of City, its elected officials, officers, employees, agents, and volunteers.
In addition to the endorsements listed above, the City of Palm Springs shall be named the certificate holder on the policies. All certificates of insurance and endorsements are to be received and approved by the City before work commences. All certificates of insurance must be authorized by a person with authority to bind coverage, whether that is the authorized agent/broker or insurance underwriter. Failure to obtain the required documents prior to the commencement of work shall not waive the Contractor’s obligation to provide them.
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ATTACHMENT “D”
EXECUTIVE ORDER N-6-22 CERTIFICATION
Executive Order N-6-22 issued by Governor Gavin Newsom on March 4, 2022, directs all agencies and departments that are subject to the Governor’s authority to (a) terminate any contracts with any individuals or entities that are determined to be a target of economic sanctions against Russia and Russian entities and individuals; and (b) refrain from entering into any new contracts with such individuals or entities while the aforementioned sanctions are in effect.
Executive Order N-6-22 also requires that any contractor that: (1) currently has a contract with the City of Palm Springs funded through grant funds provided by the State of California; and/or (2) submits a bid or proposal or otherwise proposes to or enter into or renew a contract with the City of Palm Springs with State of California grant funds, certify that the person is not the target of any economic sanctions against Russia and Russian entities and individuals.
The contractor hereby certifies, SUBJECT TO PENALTY FOR PERJURY, that a) the contractor is not a target of any economic sanctions against Russian and Russian entities and individuals as discussed in Executive Order N-6-22 and b) the person signing below is duly authorized to legally bind the Contractor. This certification is made under the laws of the State of California.
Signature:
Printed Name: Norberto Colon
Title: VP, MSSSI Director of Sales
Firm Name: Motorola Solutions, Inc.
Date:
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CITY OF PALM SPRINGS
3200 E TAHQUITZ CANYON WAY, PALM
SPRINGS, CA 92262
(760) 322-8328
BUSINESS LICENSE CERTIFICATE
Fees Paid: $161.00
ISSUANCE OF THIS LICENSE DOES NOT ENTITLE THE
LICENSEE TO OPERATE OR MAINTAIN A BUSINESS
IN VIOLATION OF ANY OTHER LAW OR ORDINANCE.
THIS IS NOT AN ENDORSEMENT OF THE ACTIVITY
NOR OF THE APPLICANT'S QUALIFICATIONS.
Business Name: Motorola Solutions, Inc.
DBA:
Owner: Motorola Solutions, Inc.
Mailing Address: 500 W MONROE ST TAX DEP
44TH FL
CHICAGO, IL 60661
License Number: OC-007519-2024
Expiration Date: 10/30/2025
PLEASE NOTE THAT IT IS YOUR RESPONSIBILITY TO
RENEW AND UPDATE THIS LICENSE ANNUALLY.
Business Location: 500 W MONROE ST 44TH FL
TAX DEP, CHICAGO, IL 60661
Business Description: sales of safety and security
equipment, parts, services, and
rental
TO BE POSTED IN A CONSPICUOUS PLACE
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Holder Identifier : 7777777707070700077761616045571110766716117215557207442027772507300073741577156221030736055553067450207537011776365553070773265661766200741733647046663007744015352274570076727242035772000777777707000707007 7777777707070700073525677115456000732001406127113107033326243073000071223373520621010703333625316211107033326243063100071233372521720000703332735217310007122326343173100077756163351765540777777707000707007 Certificate No : 570113992392
CERTIFICATE OF LIABILITY INSURANCE DATE(MM/DD/YYYY)
06/30/2025
IMPORTANT: If the certificate holder is an ADDITIONAL INSURED, the policy(ies) must have ADDITIONAL INSURED provisions or be endorsed. If SUBROGATION IS WAIVED, subject to the terms and conditions of the policy, certain policies may require an endorsement. A statement on this certificate does not confer rights to the certificate holder in lieu of such endorsement(s).
THIS CERTIFICATE IS ISSUED AS A MATTER OF INFORMATION ONLY AND CONFERS NO RIGHTS UPON THE CERTIFICATE HOLDER. THIS
CERTIFICATE DOES NOT AFFIRMATIVELY OR NEGATIVELY AMEND, EXTEND OR ALTER THE COVERAGE AFFORDED BY THE POLICIES BELOW. THIS CERTIFICATE OF INSURANCE DOES NOT CONSTITUTE A CONTRACT BETWEEN THE ISSUING INSURER(S), AUTHORIZED REPRESENTATIVE OR PRODUCER, AND THE CERTIFICATE HOLDER.
PRODUCER
Aon Risk Services Central, Inc.
Chicago IL Office
200 East Randolph
Chicago IL 60601 USA
PHONE
(A/C. No. Ext):
E-MAIL
ADDRESS:
INSURER(S) AFFORDING COVERAGE NAIC #
(866) 283-7122
INSURED INSURER A: Liberty Mutual Fire Ins Co 23035
INSURER B: Liberty Insurance Corporation 42404
INSURER C: Lexington Insurance Company 19437
INSURER D:
INSURER E:
INSURER F:
FAX
(A/C. No.): (800) 363-0105
CONTACT
NAME:
Motorola Solutions, Inc.
Attn Stephanie Lampi
500 West Monroe
Chicago IL 60661 USA
COVERAGES CERTIFICATE NUMBER: 570113992392 REVISION NUMBER:
THIS IS TO CERTIFY THAT THE POLICIES OF INSURANCE LISTED BELOW HAVE BEEN ISSUED TO THE INSURED NAMED ABOVE FOR THE POLICY PERIOD INDICATED. NOTWITHSTANDING ANY REQUIREMENT, TERM OR CONDITION OF ANY CONTRACT OR OTHER DOCUMENT WITH RESPECT TO WHICH THIS
CERTIFICATE MAY BE ISSUED OR MAY PERTAIN, THE INSURANCE AFFORDED BY THE POLICIES DESCRIBED HEREIN IS SUBJECT TO ALL THE TERMS, EXCLUSIONS AND CONDITIONS OF SUCH POLICIES. LIMITS SHOWN MAY HAVE BEEN REDUCED BY PAID CLAIMS. Limits shown are as requested
POLICY EXP
(MM/DD/YYYY)
POLICY EFF
(MM/DD/YYYY)
SUBR
WVD
INSR
LTR
ADDL TYPE OF INSURANCE INSD POLICY NUMBER LIMITS
COMMERCIAL GENERAL LIABILITY
CLAIMS-MADE OCCUR
POLICY LOC
EACH OCCURRENCE
DAMAGE TO RENTED
PREMISES (Ea occurrence)
MED EXP (Any one person)
PERSONAL & ADV INJURY
GENERAL AGGREGATE
PRODUCTS - COMP/OP AGG
X
X
X
GEN'L AGGREGATE LIMIT APPLIES PER:
$1,000,000
$250,000
$10,000
$1,000,000
$2,000,000
$2,000,000
A Y TB2641005169075 07/01/2025 07/01/2026
PROJECT
OTHER:
AUTOMOBILE LIABILITY
ANY AUTO
OWNED
AUTOS ONLY
SCHEDULED
AUTOS
HIRED AUTOS
ONLY
NON-OWNED
AUTOS ONLY
BODILY INJURY ( Per person)
PROPERTY DAMAGE
(Per accident)
X
BODILY INJURY (Per accident)
$1,000,000 A Y 07/01/2025 07/01/2026 COMBINED SINGLE LIMIT (Ea accident)
AS2-641-005169-015
EXCESS LIAB
OCCUR
CLAIMS-MADE AGGREGATE
EACH OCCURRENCE
DED
UMBRELLA LIAB
RETENTION
E.L. DISEASE-EA EMPLOYEE
E.L. DISEASE-POLICY LIMIT
E.L. EACH ACCIDENT $1,000,000
X
OTHER
B 07/01/2025 07/01/2026 PER STATUTE
All Other States
B WC7641005169095 07/01/2025 07/01/2026
$1,000,000
Y / N
(Mandatory in NH)
ANY PROPRIETOR / PARTNER / EXECUTIVE
OFFICER/MEMBER EXCLUDED? N / A
Y
N Y
WI
WORKERS COMPENSATION AND
EMPLOYERS' LIABILITY
If yes, describe under
DESCRIPTION OF OPERATIONS below
$1,000,000
WA764D005169085
016006739 07/01/2025 07/01/2026 Each Claim
Professional/Cyber/E&O Aggregate $1,000,000
E&O - Miscellaneous
Professional-Primary
C
SIR applies per policy terms & conditions
$1,000,000
DESCRIPTION OF OPERATIONS / LOCATIONS / VEHICLES (ACORD 101, Additional Remarks Schedule, may be attached if more space is required) RE: Blanket PO. The City of Palm Springs is included as Additional Insured with respect to the General Liability and Automobile Liability policies on a Primary and Non-Contributory basis where required in writing and executed contract. Waiver of Subrogation is provided under the Workers' Compensation policy where required in writing and executed contract.
CERTIFICATE HOLDER CANCELLATION
City of Palm Springs AUTHORIZED REPRESENTATIVE
3200 East Tahquitz Canyon Way
Palm Springs CA 92263 USA
ACORD 25 (2016/03)
©1988-2015 ACORD CORPORATION. All rights reserved.
The ACORD name and logo are registered marks of ACORD
SHOULD ANY OF THE ABOVE DESCRIBED POLICIES BE CANCELLED BEFORE THE
EXPIRATION DATE THEREOF, NOTICE WILL BE DELIVERED IN ACCORDANCE WITH THE POLICY PROVISIONS.
I – Page 543 of 1558
CITY COUNCIL STAFF REPORT
DATE: DECEMBER 10, 2025 CONSENT CALENDAR
SUBJECT: A REQUEST BY PRESA HALL, ON BEHALF OF SPIRIT OF SOFIA, LLC, FOR APPROVAL OF AN ART MURAL TITLED “SPIRIT OF SOFIA” ON
THE EAST ELEVATION OF THE PERIMETER WALL AT AN EXISTING HOTEL LOCATED AT 1491 SOUTH VIA SOLEDAD (CASE MUR-2025- 0002)
FROM: Scott C. Stiles, City Manager
BY: Department of Planning Services
SUMMARY:
This is a request for the City Council to consider the approval of a proposed art mural titled “Spirit of Sofia”, which will be installed on the east (parking lot-facing) elevation of the perimeter wall at an existing hotel, Spirit of Sofia, in accordance with Palm Springs Municipal Code (PSMC) Chapter 5.81 (“Art Murals on Private Property”).
RECOMMENDATION:
Adopt a resolution entitled, “A RESOLUTION OF THE CITY COUNCIL OF THE CITY OF PALM SPRINGS, CALIFORNIA, APPROVING AN ART MURAL TITLED “SPIRIT OF SOFIA” ON THE EAST ELEVATION OF THE PERIMETER WALL AT AN EXISTING HOTEL, SPIRIT OF SOFIA, LOCATED AT 1491 SOUTH VIA SOLEDAD (CASE MUR2025-0002).” BUSINESS PRINCIPAL DISCLOSURE:
The Public Integrity Disclosure Form is attached to this staff report (Attachment C).
BACKGROUND:
The application proposes to install an art mural titled “Spirit of Sofia” on the parking lotfacing (east) elevation of an existing perimeter wall at an existing hotel located at 1491 South Via Soledad. The dimensions of the proposed art mural are approximately 5.83 feet in height and 39.81 feet in length.
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City Council Staff Report
December 10, 2025 -- Page 2
Case MUR-2025-0002
The proposed art mural is titled “Spirit of Sofia”, and it will be installed by an artist named Presa Hall. The artist will hand-paint the art mural with acrylic paint and finish it with antigraffiti and UV protective varnish. According to the maintenance plan provided by the applicant (Attachment E), the art mural will be inspected by the property owner annually and necessary maintenance and restoration work will be performed in coordination with the artist following installation.
At its meeting on November 6, 2025, the Public Arts Commission reviewed this application and voted unanimously to recommend approval to the City Council. The notice of the Public Arts Commission to consider the Art Mural application was distributed to the owners of the properties located within five hundred (500) feet of the project site. A copy of the adopted resolution is attached to this staff report (Attachment F).
STAFF ANALYSIS:
Pursuant to Palm Springs Municipal Code (PSMC) Section 5.81.020, an art mural is defined as follows:
“…a painting or artwork temporarily or permanently affixed to a building wall, freestanding wall, or fence, which can be seen from the public right-of-way, and is distinguished from signage in that it does not advertise a business, commercial endeavor, or product sold or offered on the site or off-site.” In the Justification Letter, the design of the art mural is described as “…a feminine archetype, surrounded by roses, hummingbirds, and local flora, with the Palm Springs mountain-scape anchoring the backdrop. These symbolic elements were chosen to reflect themes of vitality, resilience, and natural beauty, aligning with the Spirit of Sofia’s vision. The use of vibrant colors and flowing, dynamic lines is intended to bring energy, movement, and warmth to the wall, enhancing the aesthetic appeal of the hotel while engaging the surrounding community…” (Attachment D). The project site is a hotel.
While the artistic expression of the art mural may be tied to the theme of the hotel, it does not depict any services or products the business has to offer. Additionally, the art mural does not include any elements that graphically convey the use of the property to the audience. Therefore, the proposed art mural is not signage, and it may be permitted with Art Mural application approval.
The Art Mural application is subject to the regulations stated in Palm Springs Municipal Code (PSMC) Chapter 5.81 (“Art Murals on Private Property”). The required standards and regulations for the approval of an Art Mural application are provided in PSMC Section
5.81.060 (“Regulations”). Staff analyzed the Art Mural application in accordance with the applicable regulations below:
a. Any alteration to an approval mural shall require approval in accordance with procedures listed in Section 5.81.040.
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City Council Staff Report
December 10, 2025 -- Page 3
Case MUR-2025-0002
Staff is recommending a set of conditions should the City Council decide to approve the application, MUR-2025-0002. One of the recommended conditions, PLN 3 (Attachment B), requires any alteration to the approved art mural to be reviewed and approved in accordance with the procedures stipulated under PSMC Section 5.81.040. As conditioned, the project meets this requirement. b. No part of a mural shall exceed the height of the structure to which it is tiled, painted, or affixed.
The proposed art mural will be installed on an existing perimeter wall, which is approximately 5.83 feet in height. The painted art mural does not extend beyond the top of the perimeter wall and meets this requirement. c. No part of a mural shall extend more than six (6) inches from the plane of the wall upon which it is tiled, painted, or affixed.
The proposed art mural will be hand painted with acrylic paint, and it will be finished with anti-graffiti and UV protective varnish. The art mural does not involve any other medium which includes dimensional elements. Therefore, the proposed project meets this requirement.
d. Unless otherwise authorized by City Council upon making findings of no resulting impacts, no mural may consist of, or contain, electrical or mechanical components, or changing images (moving structural elements, flashing or sequential lights, lighting elements, or other automated methods that result in movement, the appearance of movement, or change of mural image or message, not including static illumination turned off and back on not more than once every 24 hours).
The project proposes the installation of a painted art mural. The proposed work does not include any electrical and/or mechanical components, and it will not move or flash. Therefore, the proposed project meets this requirement. e. No mural shall be placed on a lot that is improved with only one single-family residential structure and accessory structures.
The project site is a commercial property which is developed with a hotel.
Therefore, the project meets this requirement.
f. No mural shall be arranged and illuminated in a manner that will produce light intensity of greater than three footcandles above ambient lighting, as measured at the property lie of the nearest residential zoned property.
As stated above (Section d), the proposed art mural does not include any electrical or mechanical components, and there is no lighting fixture being proposed to illuminate the art mural. Therefore, the proposed project meets this requirement.
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City Council Staff Report
December 10, 2025 -- Page 4
Case MUR-2025-0002
g. Digitally printed image murals shall receive approval of both the Fire Department and Department of Building and Safety.
The proposed art mural will be hand-painted; therefore, the project is not subject to review and approval by the Fire Department and the Department of Building and Safety. Hence, the proposed project meets this requirement. h. A mural shall not be created without the final authorization of the Palm Springs City Council.
The applicant has filed an Art Mural application, MUR-2025-0002, in accordance with PSMC Section 5.81.030. With City Council approval, the project meets this requirement.
Palm Springs Municipal Code Section 5.81.050 (“Requirements”) requires the property owner to record a covenant stipulating that the art mural will be maintained at all times in full compliance with the requirements of PSMC Chapter 5.81. The execution of this covenant is required as a condition of approval as stated in condition PLN 4 of Exhibit A (Attachment B).
ENVIRONMENTAL ASSESSMENT:
The installation of the art mural is considered a “project” pursuant to the terms of the California Environmental Quality Act (“CEQA”), and it has been determined to be categorically exempt from further environmental review pursuant to Section 15301(a) of the CEQA Guidelines (Class 1, Existing Facilities). The projects categorized under Class 1 exemption include minor alterations to an existing private structure which do not involve any expansion of the existing use.
ALIGNMENT WITH STRATEGIC PLANNING:
Economic Development – The proposed art mural will add character and uniqueness to the property which contributes to the promotion of local tourism.
FISCAL IMPACT:
None.
REVIEWED BY:
Department Director: Christopher Hadwin
Assistant City Manager: Flinn Fagg
City Manager: Scott Stiles
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City Council Staff Report
December 10, 2025 -- Page 5
Case MUR-2025-0002
ATTACHMENTS:
A. Vicinity Map
B. Draft Resolution & Exhibit A (Conditions of Approval) C. Public Integrity Disclosure Form
D. Justification Letter
E. Art Mural Maintenance Plan
F. Resolution No. MUR-2025-002 (Public Arts Commission) G. Exhibits
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ATTACHMENT A
(500-Foot Radius Map)
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Department of Planning Services
Vicinity Map
CITY OF PALM SPRINGS
Case MUR-2025-0002
1491 South Via Soledad (APN: 508-344-009)
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ATTACHMENT B
(Resolution & Exhibit A)
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Resolution No. _____
RESOLUTION NO. _____
A RESOLUTION OF THE CITY COUNCIL OF THE CITY OF
PALM SPRINGS, CALIFORNIA, APPROVING AN ART
MURAL TITLED “SPIRIT OF SOFIA” ON THE EAST
ELEVATION OF THE PERIMETER WALL AT AN EXISTING
HOTEL, SPIRIT OF SOFIA, LOCATED AT 1491 SOUTH VIA
SOLEDAD (CASE MUR-2025-0002).
WHEREAS, Presa Hall, on behalf of Spirit of Sofia, LLC (“Applicant”), has filed an Art Mural application with the City pursuant to Chapter 5.81 of the Palm Springs Municipal Code (PSMC) for an art mural titled “Sprit of Sofia” for the east (parking lot-facing) elevation of the perimeter wall at an existing hotel, Spirit of Sofia, located at 1491 South Via Soledad, Zone R-2/R-3 (Case MUR-2205-0002) (“Application”).
WHEREAS, on November 6, 2025, the Public Arts Commission considered the application at a public hearing and voted unanimously to recommend approval of the Application to the City Council.
WHEREAS, on December 10, 2025, the City Council considered the Application at a regularly scheduled public meeting in accordance with applicable law.
WHEREAS, the application is considered a “project” pursuant to the terms of the California Environmental Quality Act (“CEQA”) and is exempt from further environmental review pursuant to Section 15301 (“Existing Facilities”) of the CEQA Guidelines.
WHEREAS, the City Council has carefully reviewed and considered all of the evidence presented in connection with the Application, including, but not limited to, the staff report, and all written and oral testimony presented.
WHEREAS, pursuant to Palm Springs Municipal Code Section 5.81.060 (“Regulations”), the City Council finds as follows:
a. Any alteration to an approval mural shall require approval in accordance with procedures listed in Section 5.81.040.
One of the conditions, PLN 3 (Exhibit A), requires any alteration to the approved art mural to be reviewed and approved in accordance with the procedures stipulated under PSMC Section 5.81.040. As conditioned, the project meets this requirement.
b. No part of a mural shall exceed the height of the structure to which it is tiled, painted, or affixed.
The proposed art mural will be installed on an existing perimeter wall, which is approximately 5.83 feet in height. The painted art mural does not extend beyond the top of the perimeter wall and meets this requirement.
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Resolution No. _____
c. No part of a mural shall extend more than six (6) inches from the plane of the wall upon which it is tiled, painted, or affixed.
The proposed art mural will be hand painted with acrylic paint, and it will be finished with anti-graffiti and UV protective varnish. The art mural does not involve any other medium which includes dimensional elements. Therefore, the proposed project meets this requirement.
d. Unless otherwise authorized by City Council upon making findings of no resulting impacts, no mural may consist of, or contain, electrical or mechanical components, or changing images (moving structural elements, flashing or sequential lights, lighting elements, or other automated methods that result in movement, the appearance of movement, or change of mural image or message, not including static illumination turned off and back on not more than once every 24 hours).
The project proposes the installation of a painted art mural. The proposed work does not include any electrical and/or mechanical components, and it will not move or flash. Therefore, the proposed project meets this requirement. e. No mural shall be placed on a lot that is improved with only one single-family residential structure and accessory structures.
The project site is a commercial property which is developed with a hotel.
Therefore, the project meets this requirement.
f. No mural shall be arranged and illuminated in a manner that will produce light intensity of greater than three foot candles above ambient lighting, as measured at the property lie of the nearest residential zoned property.
As stated above (section d), the proposed art mural does not include any electrical or mechanical components, and there is no lighting fixture being proposed to illuminate the art mural. Therefore, the proposed project meets this requirement.
g. Digitally printed image murals shall receive approval of both the Fire Department and Department of Building and Safety.
The proposed art mural will be hand-painted; therefore, the project is not subject to review and approval by the Fire Department and the Department of Building and Safety. Hence, the proposed project meets this requirement. h. A mural shall not be created without the final authorization of the Palm Springs City Council.
The applicant has filed an Art Mural application, MUR-2025-0002, in
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Resolution No. _____
accordance with PSMC Section 5.81.030. With City Council approval, the project meets this requirement.
THE CITY COUNCIL OF THE CITY OF PALM SPRINGS DOES HEREBY RESOLVE AS FOLLOWS:
SECTION 1. That the findings and determinations reflected above are true and correct, and are incorporated by this reference herein as the cause and foundation for the action taken by and through this resolution.
SECTION 2. That the City Council hereby approves Case MUR-2025-0002 for the installation of an art mural titled “Spirit of Sofia” on the east (parking lot-facing) elevation of the perimeter wall at an existing hotel, Spirit of Sofia, located at 1491 South Via Soledad, subject to the conditions of approval attached herein as Exhibit A.
ADOPTED THIS 10TH DAY OF DECEMBER, 2025.
SCOTT C. STILES
CITY MANAGER
ATTEST:
BRENDA PREE, MMC
CITY CLERK
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Resolution No. _____
CERTIFICATION
STATE OF CALIFORNIA )
COUNTY OF RIVERSIDE ) ss.
CITY OF PALM SPRINGS )
I, Brenda Pree, City Clerk of the City of Palm Springs, hereby certify that Resolution No. ____ is a full, true and correct copy, and was duly adopted at a regular meeting of the City Council of the City of Palm Springs on December 10, 2025 by the following vote:
AYES:
NOES:
ABSENT:
ABSTAIN:
IN WITNESS WHEREOF, I have hereunto set my hand and affixed the official seal of the City of Palm Springs, California, this ______ day of ______________, _________.
BRENDA PREE, MMC
CITY CLERK
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Resolution No. _____
EXHIBIT A
Case MUR-2025-0002
“Spirit of Sofia”
1491 South Via Soledad
December 10, 2025
CONDITIONS OF APPROVAL
Before final acceptance of the project, all conditions listed below shall be completed to the satisfaction of the Director of Planning Services, the Director of Building and Safety, or the Director of Housing & Community Development Department, depending on which department recommended the condition.
Any agreements, easements or covenants required to be entered into shall be in a form approved by the City Attorney.
ADMINISTRATIVE CONDITIONS
ADM 1. Project Description. This approval is for the project described per Case MUR2025-0002, except as modified by the conditions below.
ADM 2. Reference Documents. The art mural shall be installed and maintained in accordance with the approved application which is on file with the Department of Planning Services, except as modified by the conditions below.
ADM 3. Conform to all Codes and Regulations. The project shall conform to the conditions contained herein, all applicable regulations of the Palm Springs Zoning Ordinance, Municipal Code, and any other City County, State and Federal Codes, ordinances, resolutions and laws that may apply.
ADM 4. Indemnification. The owner shall defend, indemnify, and hold harmless the City of Palm Springs, its agents, officers, and employees from any claim, action, or proceeding against the City of Palm Springs or its agents, officers or employees to attach, set aside, void or annul, an approval of the City of Palm Springs, its legislative body, advisory agencies, or administrative officers concerning Case MUR-2025-0022. The City of Palm Springs will promptly notify the applicant of any such claim, action, or proceeding against the City of Palm Springs and the applicant will either undertake defense of the matter and pay the City's associated legal costs or will advance funds to pay for defense of the matter by the City Attorney. If the City of Palm Springs fails to promptly notify the applicant of any such claim, action or proceeding or fails to cooperate fully in the defense, the applicant shall not, thereafter, be responsible to defend, indemnify, or hold harmless the City of Palm Springs. Notwithstanding the
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Resolution No. _____
foregoing, the City retains the right to settle or abandon the matter without the applicant's consent but should it do so, the City shall waive the indemnification herein, except, the City's decision to settle or abandon a matter following an adverse judgment or failure to appeal, shall not cause a waiver of the indemnification rights herein.
ADM 5. Covenant. The covenant shall be delivered to the Office of the City Clerk for recordation in a form approved by the City Attorney, unless otherwise waived.
The covenant shall provide that the mural will be installed and maintained at all times in full compliance Chapter 5.81 of the Palm Springs Municipal Code. In addition, the covenant shall remain in force for as long as the mural exists.
ADM 6. Maintenance Plan. Spirit of Sofia, LLC, the property owner(s), or any successors and assignees in interest shall maintain and repair the mural in accordance with the maintenance plan approved in conjunction with this application. This condition shall be included in the recorded covenant agreement for the property as required by the City.
ADM 7. Grounds for Revocation. Non-compliance with any of the conditions of this approval or with City codes and ordinances may result in proceedings to revoke the approval. In addition, violations of the City Codes and Ordinances will result in enforcement actions which may include citations, arrest, temporary business closure, or revocation of this permit in accordance with law.
PLANNING DEPARTMENT CONDITIONS
PLN 1. Lighting. There shall be no direct illumination of the art mural. If proposed, the illumination shall be submitted for review by the Department of Planning Services for conformance to Chapter 5.81 of the Municipal Code prior to installation.
PLN 2. Removal of Mural. Should the mural be removed in the future, the property owner shall contact the Department of Planning Services prior to the painting of the affected area. Minor architectural (MAA) review may be required.
PLN 3. Alterations. Any alteration to the approved art mural shall be reviewed and approved in accordance with Palm Springs Municipal Code Sections
5.81.060(a) and 5.81.040.
PLN 4. Covenant. A covenant shall be executed and delivered to the Office of the City Clerk for recordation in a form approved by the City Attorney, unless otherwise waived. The covenant shall provide that the mural will be installed and maintained at all times in full compliance with this Chapter. In addition, the covenant shall remain in force for as long as the mural exists.
END OF CONDITIONS
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ATTACHMENT C
(Public Integrity Disclosure Form)
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CITY OF PALM SPRINGS – PUBLIC INTEGRITY DISCLOSURE
APPLICANT DISCLOSURE FORM
(Revised 05/16/19)
PUBLIC INTEGRITY DISCLOSURE
APPLICANT DISCLOSURE FORM
1. Name of Entity
2. Address of Entity (Principle Place of Business)
3. Local or California Address (if different than #2)
4. State where Entity is Registered with Secretary of State If other than California, is the Entity also registered in California? Yes No
5. Type of Entity
Corporation Limited Liability Company Partnership Trust Other (please specify)
6. Officers, Directors, Members, Managers, Trustees, Other Fiduciaries (please specify) Note: If any response is not a natural person, please identify all officers, directors, members, managers and other fiduciaries for the member, manager, trust or other entity _________________________________________________ Officer Director Member Manager [name]
General Partner Limited Partner
Other ____________________________________
_________________________________________________ Officer Director Member Manager [name]
General Partner Limited Partner
Other ____________________________________
_________________________________________________ Officer Director Member Manager [name]
General Partner Limited Partner
Other ____________________________________
Spirit of Sofia LLC 1491 Via Soledad, Palm Springs, CA 92264 California Philip Kang
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CITY OF PALM SPRINGS – PUBLIC INTEGRITY DISCLOSURE
APPLICANT DISCLOSURE FORM
(Revised 05/16/19)
7. Owners/Investors with a 5% beneficial interest in the Applicant Entity or a related entity
EXAMPLE
JANE DOE
[name of owner/investor]
50%, ABC COMPANY, Inc.
[percentage of beneficial interest in entity
and name of entity]
A.
[name of owner/investor] [percentage of beneficial interest in entity and name of entity]
B.
[name of owner/investor] [percentage of beneficial interest in entity and name of entity]
C.
[name of owner/investor] [percentage of beneficial interest in entity and name of entity]
D.
[name of owner/investor] [percentage of beneficial interest in entity and name of entity]
E.
[name of owner/investor] [percentage of beneficial interest in entity and name of entity]
I DECLARE UNDER PENALTY OF PERJURY UNDER THE LAWS OF THE STATE OF CALIFORNIA THAT THE FOREGOING IS TRUE AND CORRECT.
Signature of Disclosing Party, Printed Name, Title Date
PENALTIES
Falsification of information or failure to report information required to be reported may subject you to administrative action by the City.
Philip Kang
Verified by pdfFiller
09/25/2025
Philip Kang 100%
09/25/2025
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ATTACHMENT D
(Justification Letter)
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PRESA HALL
Justification Letter
Project Title: Spirit of Sofia
Location: 1491 Via Soledad, Palm Springs, CA
To the City of Palm Springs Public Arts Commission,
The proposed mural, Spirit of Sofia, is designed to bring vibrancy to the exterior of the Spirit of Sofia Hotel and to further celebrate artistic expression in Palm Springs. This new exterior piece complements the existing interior murals I have created for the hotel, extending the property’s artistic identity outward into the public sphere.
The design centers on a feminine archetype, surrounded by roses, hummingbirds, and local flora, with the Palm Springs mountain-scape anchoring the backdrop. These symbolic elements were chosen to reflect themes of vitality, resilience, and natural beauty, aligning with the Spirit of Sofia’s vision. The use of vibrant colors and flowing, dynamic lines is intended to bring energy, movement, and warmth to the wall, enhancing the aesthetic appeal of the hotel while engaging the surrounding community.
Importantly, this wall has been designated by the property owner as a dedicated space for showcasing my artistic style and work. This authorization ensures continuity of purpose for the wall as an evolving canvas that both honors my practice as a muralist and contributes to Palm Springs’ tradition of bold, colorful public art.
The mural’s overall goal is to create a landmark visual experience — one that uplifts residents, visitors, and hotel guests while contributing to the cultural vibrancy of Palm Springs.
Respectfully submitted,
Presa Hall
-Founder & Artist, Art by Presa LLC
[email protected]
www.artbypresa.com
Website: www.ArtbyPresa.com
Email: [email protected]
Tel: 917-575-2448
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ATTACHMENT E
(Maintenance Plan)
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PRESA HALL
Maintenance Plan
Project Title: Spirit of Sofia
Location: 1491 Via Soledad, Palm Springs, CA
The Spirit of Sofia mural will be painted with Montana Gold spray paint and Behr Ultra exterior acrylic paints, both rated for exterior durability. Upon completion, the mural will be sealed with a UV- and anti-graffiti protective varnish to ensure long-term preservation.
The property owner has agreed to maintain the mural as part of their ongoing building upkeep. This includes inspecting the wall annually for fading, weathering, or damage. In the event of graffiti or surface damage, the property owner will notify the artist, and repairs will be coordinated within a reasonable timeframe. Minor touch-ups may be completed by the owner’s maintenance team, while more significant restoration will be performed by the artist or a qualified mural conservator.
This plan ensures the mural remains vibrant, safe, and in good condition, continuing to contribute positively to the site and surrounding community for years to come.
Respectfully,
Presa Hall
-Founder & Artist, Art by Presa LLC
[email protected]
www.artbypresa.com
Website: www.ArtbyPresa.com
Email: [email protected]
Tel: 917-575-2448
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ATTACHMENT F
(Resolution – Public Arts
Commission)
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J –
J –
ATTACHMENT G
(Exhibits)
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Proposed Art Mural
Installation Location
NORTH
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Art Mural Installation Location (Existing Site Photo)
Proposed Art Mural
39.81 Feet (L) x 5.83 Feet (H)
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CITY COUNCIL STAFF REPORT
DATE: DECEMBER 10, 2025 CONSENT CALENDAR
SUBJECT: APPROVE PROFESSIONAL SERVICES AGREEMENT NO. 25Q441
WITH GLOBALMELK LLC FOR URBAN DESIGN SERVICES, AND
PROFESSIONAL SERVICES AGREEMENT NO. 25Q442 WITH
MULTISTUDIO, INC. FOR BRANDING AND MARKETING FOR THE
CONVENTION CENTER CONNECTOR PROJECT
FROM: Scott C. Stiles, City Manager
BY: Economic Development
SUMMARY:
This action will award professional services agreements with Globalmelk LLC for urban design services for an amount not to exceed $750,000 and Multistudio, Inc. for branding and marketing services for an amount not to exceed $500,000 for the convention center connector project.
RECOMMENDATION:
1) Approve Professional Services Agreement No. 25Q441 (Attachment A) with Globalmelk LLC to provide urban design services for the convention center connector project for a term commencing on January 1, 2026, and continuing through December 31, 2028, for an amount not to exceed $750,000;
2) Approve Professional Services Agreement No. 25Q442 (Attachment B) with Multistudio, Inc. to provide branding and marketing services for the convention center connector project for a term commencing on January 1, 2026, and continuing through December 31, 2028, for an amount not to exceed $500,000; 3) Authorize the City Manager or designee to execute all necessary documents.
BUSINESS PRINCIPAL DISCLOSURE:
According to the Public Integrity Disclosure forms (Attachment C) submitted in October 2025 Globalmelk LLC is registered in the state of New York and Multistudio, Inc. is registered in the state of California.
K – Page 573 of 1558
City Council Staff Report
December 10, 2025 -- Page 2
Convention Center Connector Project
BACKGROUND:
The Palm Springs Convention Center (PSCC), a cornerstone of the city’s hospitality and tourism economy, has served as a premier venue for conferences, exhibitions, and community events since its original construction in 1984. A major expansion and modernization effort was completed in 2005, significantly increasing the facility’s capacity and enhancing its amenities. Despite these improvements, many of the Convention Center’s core systems, finishes, and functional spaces now require further upgrades to meet current industry standards and user expectations.
In response to evolving market demands and the need to maintain competitiveness in the regional convention landscape, the City of Palm Springs is initiating a comprehensive renovation and expansion of the PSCC. The City, together with its hospitality stakeholders, has expressed the intent to establish an identifiable, branded convention district that links the PSCC with adjacent properties and the downtown core while enhancing the pedestrian experience, resolving traffic conflicts, and providing graphic continuity through placemaking and wayfinding.
The City of Palm Springs solicited qualifications from urban design and landscape architecture teams, along with branding and marketing teams, to lead the planning and design of a district scale urban connectivity strategy that links the PSCC with adjacent properties and the downtown core and identifies the PSCC District in harmony with the world class destination of Palm Springs. This work will be a critical component of a broader PSCC Renovation and Expansion Project for the Convention Center.
On September 10, 2025, the City Council unanimously authorized staff to advance the Palm Springs Convention Center modernization and connectivity project. The award of the urban design and branding and marketing agreements are a milestone and reflective of months of planning, engagement, and fiscal diligence, and the dedication of the City Manager’s Stakeholder Group. A subset of Urban Planning working group participated in advisement to City staff of the goals of the RFQ, reviewing and scoring of written statements of qualifications and scoring of interviews.
STAFF ANALYSIS:
On September 25, 2025, the Procurement and Contracting Department issued Request for Qualifications 14-25 (RFQ 14-25) for Urban Design Services for Convention Center Connector project to be completed in tandem with the renovation and expansion project for the Economic Development Department. RFQ 14-25 was advertised in the local newspaper, published on the PlanetBids website with notification to 540 registered vendors, 490 vendors through Bid Broadcast, and citywide notification through the Department of Communications. This extended outreach resulted in 54 attendees at the Pre-Qualification Conference on October 8, 2025, and the submission of 12 Statements of Qualifications (SOQs) for Urban Design and 11 SOQs for Branding and Marketing services.
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City Council Staff Report
December 10, 2025 -- Page 3
Convention Center Connector Project
The following firms submitted SOQs for consideration by the October 30, 2025, deadline.
Urban Design – Part 1
• CMG Landscape Architecture – San Francisco, CA
• Design Workshop Inc. – Stateline, NV
• First Forty Feet LLC – Portland, OR
• Globalmelk LLC – New York, NY
• Munden Fry Landscape Associates – San Francisco, CA
• MIG, Inc. – Berkeley, CA (Non-Responsive)
• Multistudio, Inc. – San Francisco, CA
• Perkins Eastman Architects, D.P.C. – Los Angeles, CA
• RC Design Collaborative, LLC dba SITELAB urban studio – San Francisco, CA • Stantec Architecture, Inc. – Santa Monica, CA
• Surface Design, Inc. – San Francisco, CA
• TDG Engineering, Inc. – Silver Springs, MD
Branding and Marketing – Part 2
• JNS Next – Palm Desert, CA
• Johnnie Studio LLC – Dallas, TX
• LMNL LLC – Mill Valley, CA
• MIG, Inc. – Berkeley, CA – Non-Responsive
• Multistudio, Inc. – San Francisco, CA
• Perkins Eastman Architects, D.P.C. – Los Angeles, CA
• RC Design Collaborative, LLC dba SITELAB urban studio – San Francisco, CA • Stantec Architecture, Inc. – Santa Monica, CA
• Surface Design, Inc. – San Francisco, CA
• TDG Engineering, Inc. – Silver Springs, MD
• Voyager Group, Inc. – San Juan Capistrano, CA
An evaluation committee consisting of City staff from Economic Development, Planning Services, as well as external committee members representing Agua Caliente Band of Cahuilla Indians, Urban Design Stakeholder Group and PS Resorts representative, Chair of the Public Art Commission and Chair of Planning Commission reviewed and scored the statements of qualifications received against the criteria published in the Request for Qualifications. Criteria included the firm’s experience, references, staff’s experience, understanding the scope of work and demonstrated understanding of City goals and values, local tourism marketing organizations, and economic value of a branded district.
Based on the review of the statements of qualifications, interviews and scoring, staff recommend approval of professional services agreements with the highest scoring firms, Globalmelk LLC, for urban design services for a contract amount not to exceed $750,000
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City Council Staff Report
December 10, 2025 -- Page 4
Convention Center Connector Project
and Multistudio, Inc. for branding and marketing services for a contract amount not to exceed $500,000 for the Convention Center connector for terms commencing on January 1, 2026, and continuing through December 31, 2028.
ENVIRONMENTAL ASSESSMENT:
The requested City Council action is not a “Project” as defined by the California Environmental Quality Act (CEQA). Pursuant to Section 15378(a), a “Project” means the whole of an action, which has a potential for resulting in either a direct physical change in the environment, or a reasonably foreseeable indirect physical change in the environment. The requested action is to approve contracts for the above-mentioned services, and is exempt from CEQA pursuant to Section 15378(b), in that a “Project” does not include: (5) Organizational or administrative activities of governments that will not result in direct or indirect physical changes in the environment.
ALIGNMENT WITH STRATEGIC PLANNING:
This item aligns with the following City Council Strategic Plan Foundation: Economic Development to support a vibrant economy, including tourism.
FISCAL IMPACT:
The Measure J Commission approved expenditures up to $9.9M in design costs related to the Palm Springs Convention Center Modernization. The approval was conditioned by reimbursement to Measure J from debt proceeds issued when the capital project begins later in 2026. Therefore, this initial $1.25M not to exceed will be funded entirely by Measure J funds, with reimbursement to Measure J once debt is issued. The award of these contracts will result in a total expense not to exceed $1.25 million.
REVIEWED BY:
Department Director: Wayne Olson
Procurement & Contracting Manager: Tabitha Richards
City Manager: Scott Stiles
ATTACHMENTS:
A. Professional Services Agreement 25Q441
B. Professional Services Agreement 25Q442
C. Public Integrity Disclosure Forms
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ATTACHMENT A
Professional Services
Agreement 25Q441
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PROFESSIONAL SERVICES AGREEMENT 25Q441
URBAN DESIGN SERVICES FOR CONVENTION
CENTER CONNECTOR
This Professional Services Agreement (“Agreement”) is entered into this 1st day of January, 2026 (“Effective Date”), by and between the City of Palm Springs, a California charter city and municipal corporation, (“City”) and Globalmelk (“!melk”) a limited liability company, (“Consultant”). City and Consultant are individually referred to as “Party” and are collectively referred to as the “Parties.”
RECITALS
A. City requires the services of a qualified firm, for urban design services to develop a comprehensive design vision and implementation strategy for an urban connector that enhances vehicular, pedestrian, and bicycle access between the PSCC and its surrounding downtown context (“Project”).
B. Consultant has submitted to City a proposal to provide urban design services, to City under the terms of this Agreement.
C. Consultant is qualified by virtue of its experience, training, education, reputation, and expertise to provide these services and has agreed to provide such services as provided in this Agreement.
D. City desires to retain Consultant to provide such professional services.
NOW, THEREFORE, in consideration of the promises and mutual obligations, covenants, and conditions contained herein, and other valuable consideration, the receipt and sufficiency of which are hereby acknowledged, the Parties agree as follows:
AGREEMENT
1. SERVICES OF CONSULTANT
1.1 Scope of Services. In compliance with all terms and conditions of this Agreement, Consultant agrees to perform the professional services set forth in the Scope of Services described in Exhibit “A” (the “Services” or “Work”), which is attached and incorporated herein by this reference. As a material inducement to the City entering into this Agreement, Consultant represents and warrants that Consultant is a provider of first class work and professional services and that Consultant is experienced in performing the Work contemplated and, in light of such status and experience, Consultant covenants that it shall perform the Work in a competent, professional, and satisfactory manner consistent with the level of care and skill ordinarily exercised by high quality, experienced and well qualified members of the profession currently practicing under similar conditions.
1.2 Contract Documents. The Agreement between the Parties shall consist of the following: (1) this Agreement; (2) the Scope of Services; (3) the City’s Request for Proposals; and, (4) the Consultant’s signed, original proposal submitted to the City (“Consultant’s Proposal”), (collectively referred to as the “Contract Documents”). The City’s Request for Proposals and the Consultant’s Proposal, which are both attached as Exhibit “B”, respectively, are incorporated
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herein by this reference and are made a part of this Agreement. The Scope of Services shall include the Consultant’s Proposal. All provisions of the Scope of Services, the City’s Request for Proposals and the Consultant’s Proposal shall be binding on the Parties. Should any conflict or inconsistency exist in the Contract Documents, the conflict or inconsistency shall be resolved by applying the provisions in the highest priority document, which shall be determined in the following order of priority: (1st) the provisions of the Scope of Services (Exhibit “A”); (2nd) the provisions of the City’s Request for Proposal; (3rd) the terms of this Agreement; and, (4th) the provisions of the Consultant’s Proposal.
1.3 Compliance with Law. Consultant warrants that all Services rendered shall be performed in accordance with all applicable federal, state, and local laws, statutes, ordinances lawful orders, rules, and regulations. Consultant shall be liable for all violations of such laws and regulations in connection with the Services and this Agreement.
1.4 Licenses, Permits, Fees, and Assessments. Consultant represents and warrants to City that it has obtained all licenses, permits, qualifications, and approvals of whatever nature that are legally required to practice its profession and perform the Work required by this Agreement. Consultant represents and warrants to City that Consultant shall, at its sole cost and expense, keep in effect at all times during the term of this Agreement, any license, permit, qualification, or approval that is legally required for Consultant to perform the Work and under this Agreement.
1.5 Familiarity with Work. By executing this Agreement, Consultant warrants that Consultant: (a) has thoroughly investigated and considered the Scope of Services to be performed, (b) has carefully considered how the Services should be performed, and (c) fully understands the facilities, difficulties, and restrictions attending performance of the Services under this Agreement. If the Services involve work upon any site, Consultant warrants that Consultant has or will investigate the site and is or will be fully acquainted with the conditions there existing, prior to commencement of any Services. Should the Consultant discover any latent or unknown conditions that will materially affect the performance of the Services, Consultant shall immediately inform the City of such fact and shall not proceed except at Consultant's risk until written instructions are received from the City.
2. COMPENSATION
2.1 Maximum Contract Amount. For the Services rendered under this Agreement, Consultant shall be compensated by City in accordance with the Schedule of Compensation, which is attached as Exhibit “B” and incorporated herein by this reference. Compensation shall not exceed the maximum contract amount of Seven Hundred Fifty Thousand Dollars ($750,000) ("Maximum Contract Amount"), except as may be provided under Section 2.3. The method of compensation shall be as set forth in Exhibit “B.” Compensation for necessary expenditures must be approved in advance by the Contract Officer designated under Section 4.2. The Maximum Contract Amount shall include the attendance of Consultant at all project meetings reasonably deemed necessary by the City. Consultant shall not be entitled to any increase in the Maximum Contract Amount for attending these meetings.
2.2. Method of Payment. Unless another method of payment is specified in the Schedule of Compensation (Exhibit “B”), in any month in which Consultant wishes to receive payment, Consultant shall submit to the City an invoice for Services rendered prior to the date of the invoice. The invoice shall be in a form approved by the City’s Finance Director and must be submitted no later than the tenth (10th) working day of such month. Such requests shall be based
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upon the amount and value of the Services performed by Consultant and accompanied by such reporting data including an itemized breakdown of all costs incurred and tasks performed during the period covered by the invoice, as may be required by the City. City shall use reasonable efforts to make payments to Consultant within forty-five (45) days after receipt of the invoice or as soon as is reasonably practical. There shall be a maximum of one payment per month.
2.3 Changes in Scope. In the event any change or changes in the Scope of Services is requested by City, the Parties shall execute a written amendment to this Agreement, specifying all proposed amendments, including, but not limited to, any additional fees. An amendment may be entered into:
A. To provide for revisions or modifications to documents, work product, or work, when required by the enactment or revision of any subsequent law; or B. To provide for additional services not included in this Agreement or not customarily furnished in accordance with generally accepted practice in Consultant’s profession.
2.4 Appropriations. This Agreement is subject to and contingent upon funds being appropriated by the City Council for each fiscal year covered by the Agreement. If such appropriations are not made, this Agreement shall automatically terminate without penalty to the City.
3. SCHEDULE OF PERFORMANCE
3.1 Term. Unless earlier terminated in accordance with Section 4.5 of this Agreement, this Agreement shall continue in full force and effect for a period of three-years, commencing on the Effective Date, and ending on December 31, 2028, unless extended by mutual written agreement of the Parties. However, the term shall not exceed three years from the Effective Date, except as otherwise provided in the Schedule of Performance described in Section 3.4 below.
3.2 Termination Prior to Expiration of Term. The City may terminate this Agreement at any time, with or without cause, upon thirty (30) days written notice to Consultant.
Where termination is due to the fault of Consultant and constitutes an immediate danger to health, safety, and general welfare, the period of notice shall be such shorter time as may be determined by the City. Upon receipt of the notice of termination, Consultant shall immediately cease all Services except such as may be specifically approved by the Contract Officer. Consultant shall be entitled to compensation for all Services rendered prior to receipt of the notice of termination and for any Services authorized by the Contract Officer after such notice. City shall not be liable for any costs other than the charges or portions thereof which are specified herein. Consultant shall not be entitled to payment for unperformed Services, and shall not be entitled to damages or compensation for termination of Work. Consultant may not terminate this Agreement except for cause, upon thirty (30) days written notice to City.
3.3 Schedule of Performance. Consultant shall commence the Services under this Agreement upon receipt of a written notice to proceed and shall perform all Services within the time period(s) established in the Schedule of Performance. When requested by Consultant, extensions to the time period(s) specified in the Schedule of Performance may be approved in writing by the Contract Officer, but such extensions shall not exceed one hundred eighty (180) days cumulatively; however, the City shall not be obligated to grant such an extension.
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3.4 Force Majeure. The time for performance of Services to be rendered under this Agreement may be extended because of any delays due to a Force Majeure Event, if Consultant notifies the Contract Officer within ten (10) days of the commencement of the Force Majeure Event. A Force Majeure Event shall mean an event that materially affects the Consultant’s performance and is one or more of the following: (1) Acts of God or other natural disasters occurring at the project site; (2) terrorism or other acts of a public enemy; (3) orders of governmental authorities (including, without limitation, unreasonable and unforeseeable delay in the issuance of permits or approvals by governmental authorities that are required for the Work); and (4) pandemics, epidemics or quarantine restrictions. For purposes of this section, “orders of governmental authorities,” includes ordinances, emergency proclamations and orders, rules to protect the public health, welfare and safety, and other actions of the City in its capacity as a municipal authority. After Consultant notification, the Contract Officer shall investigate the facts and the extent of any necessary delay, and extend the time for performing the Services for the period of the enforced delay when and if, in the Contract Officer’s judgment, such delay is justified.
The Contract Officer’s determination shall be final and conclusive upon the Parties to this Agreement. The Consultant will not receive an adjustment to the contract price or any other compensation. Notwithstanding the foregoing, the City may still terminate this Agreement in accordance with the termination provisions of this Agreement.
4. COORDINATION OF WORK
4.1 Representative of Consultant. The following principal of Consultant is designated as being the principal and representative of Consultant authorized to act in its behalf and make all decisions with respect to the Services to be performed under this Agreement: Jerry van Eyck, Founder and President. It is expressly understood that the experience, knowledge, education, capability, expertise, and reputation of the foregoing principal is a substantial inducement for City to enter into this Agreement. Therefore, the foregoing principal shall be responsible during the term of this Agreement for directing all activities of Consultant and devoting sufficient time to personally supervise the Services performed hereunder. The foregoing principal may not be changed by Consultant without prior written approval of the Contract Officer.
4.2 Contract Officer. The Contract Officer shall be the City Manager or his/her designee ("Contract Officer"). Consultant shall be responsible for keeping the Contract Officer fully informed of the progress of the performance of the Services. Consultant shall refer any decisions that must be made by City to the Contract Officer. Unless otherwise specified, any approval of City shall mean the approval of the Contract Officer.
4.3 Prohibition Against Subcontracting or Assignments. The experience, knowledge, education, capability, and reputation of Consultant, its principals and employees, were a substantial inducement for City to enter into this Agreement. Consultant shall not contract with any other individual or entity to perform any Services required under this Agreement without the City's express written approval. In addition, neither this Agreement nor any interest may be assigned or transferred, voluntarily or by operation of law, without the prior written approval of City. Subcontracts, if any, shall contain a provisions making them subject to all provisions stipulated in this Agreement including without limitation the insurance and indemnification requirements. If Consultant is permitted to subcontract any part of this Agreement by City, Consultant shall be responsible to City for the acts and omissions of its subconsultant(s) in the same manner as it is for persons directly employed. Nothing contained in this Agreement shall create any contractual relationships between any subconsultant and City. All persons engaged in the Work will be considered employees of Consultant. City will deal directly with and will make all payments to Consultant. In addition, neither this Agreement nor any interest in this Agreement
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may be transferred, assigned, conveyed, hypothecated, or encumbered voluntarily or by operation of law, whether for the benefit of creditors or otherwise, without the prior written consent of City.In the event of any such unapproved transfer, including any bankruptcy proceeding, this Agreement shall be void. No approved transfer shall release Consultant or any surety of Consultant from any liability under this Agreement without the express written consent of City.
4.4 Independent Consultant. The legal relationship between the Parties is that of an independent Consultant, and nothing shall be deemed to make Consultant a City employee.
A. During the performance of this Agreement, Consultant and its officers, employees, and agents shall act in an independent capacity and shall not act or represent themselves as City officers or employees. The personnel performing the Services under this Agreement on behalf of Consultant shall at all times be under Consultant’s exclusive direction and control. Neither City nor any of its officers, employees, or agents shall have control over the conduct of Consultant or any of its officers, employees, or agents, except as set forth in this Agreement. Consultant, its officers, employees, or agents shall not maintain an office or any other type of fixed business location at City’s offices. City shall have no voice in the selection, discharge, supervision, or control of Consultant’s employees, servants, representatives, or agents, or in fixing their number, compensation, or hours of service. Consultant shall pay all wages, salaries, and other amounts due its employees in connection with this Agreement and shall be responsible for all reports and obligations respecting them, including but not limited to social security income tax withholding, unemployment compensation, workers’ compensation, and other similar matters. City shall not in any way or for any purpose be deemed to be a partner of Consultant in its business or otherwise a joint venturer or a member of any joint enterprise with Consultant.
B. Consultant shall not have any authority to bind City in any manner. This includes the power to incur any debt, obligation, or liability against City.
C. No City benefits shall be available to Consultant, its officers, employees, or agents in connection with any performance under this Agreement. Except for professional fees paid to Consultant as provided for in this Agreement, City shall not pay salaries, wages, or other compensation to Consultant for the performance of Services under this Agreement. City shall not be liable for compensation or indemnification to Consultant, its officers, employees, or agents, for injury or sickness arising out of performing Services. If for any reason any court or governmental agency determines that the City has financial obligations, other than under Section 2 and Subsection 1.8 in this Agreement, of any nature relating to salary, taxes, or benefits of Consultant’s officers, employees, servants, representatives, subconsultants, or agents, Consultant shall indemnify City for all such financial obligations.
4.5 California Labor Code Requirements.
A. Consultant is aware of the requirements of California Labor Code Sections 1720 et seq. and 1770 et seq., which require the payment of prevailing wage rates and the performance of other requirements on certain “public works” and “maintenance” projects (“Prevailing Wage Laws”). If the Services are being performed as part of an applicable “public works” or “maintenance” project, as defined by the Prevailing Wage Laws, and if the total compensation is $15,000 or more for maintenance or $25,000 or more for construction, alteration, demolition, installation, or repair, Consultant agrees to fully comply with such Prevailing Wage Laws. Consultant shall defend, indemnify and hold the City, its officials, officers, employees and agents free and harmless from any claims, liabilities, costs, penalties or interest arising out of any
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failure or alleged failure to comply with the Prevailing Wage Laws. It shall be mandatory upon the Consultant and all subcontractors to comply with all California Labor Code provisions, which include but are not limited to prevailing wages (Labor Code Sections 1771, 1774 and 1775), employment of apprentices (Labor Code Section 1777.5), certified payroll records (Labor Code Sections 1771.4 and 1776), hours of labor (Labor Code Sections 1813 and 1815) and debarment of contractors and subcontractors (Labor Code Section 1777.1).
B. If the Services are being performed as part of an applicable “public works” or “maintenance” project and if the total compensation is $15,000 or more for maintenance or $25,000 or more for construction, alteration, demolition, installation, or repair, then pursuant to Labor Code Sections 1725.5 and 1771.1, the Consultant and all subcontractors performing such Services must be registered with the Department of Industrial Relations. Consultant shall maintain registration for the duration of the Project and require the same of any subcontractors, as applicable. This Agreement may also be subject to compliance monitoring and enforcement by the Department of Industrial Relations. It shall be Consultant’s sole responsibility to comply with all applicable registration and labor compliance requirements.
5. INSURANCE
5.1 Types of Insurance. Consultant shall procure and maintain, at its sole cost and expense, the insurance described herein. The insurance shall be for the duration of this Agreement and includes any extensions, unless otherwise specified in this Agreement. The insurance shall be procured in a form and content satisfactory to City. The insurance shall apply against claims which may arise from the Consultant's performance of Work under this Agreement, including Consultant's agents, representatives, or employees. In the event the City Manager determines that the Work or Services to be performed under this Agreement creates an increased or decreased risk of loss to the City, the Consultant agrees that the minimum limits of the insurance policies may be changed accordingly upon receipt of written notice from the City Manager or his designee. Consultant shall immediately substitute any insurer whose A.M. Best rating drops below the levels specified in this Agreement. Except as otherwise authorized below for professional liability (errors and omissions) insurance, all insurance provided under this Agreement shall be on an occurrence basis. The minimum amount of insurance required shall be as follows:
A. Errors and Omissions Insurance. Contractor shall obtain and maintain in full force and effect throughout the term of this Agreement, standard industry form contract liability (errors and omissions) insurance coverage in an amount of not less than one million dollars ($1,000,000.00) per occurrence and two-million dollars ($2,000,000.00) annual aggregate, in accordance with the provisions of this section.
X required
is not required;
(1) Consultant shall either: (a) certify in writing to the City that Consultant is unaware of any professional liability claims made against Consultant and is unaware of any facts which may lead to such a claim against Consultant; or (b) if Consultant does not provide the certification under (a), Consultant shall procure from the professional liability insurer an endorsement providing that the required limits of the policy shall apply separately to claims arising from errors and omissions in the rendition of services under this Agreement.
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(2) If the policy of insurance is written on a “claims made” basis, the policy shall be continued in full force and effect at all times during the term of this Agreement, and for a period of three (3) years from the date of the completion of the Services provided hereunder. In the event of termination of the policy during this period, Consultant shall obtain continuing insurance coverage for the prior acts or omissions of Consultant during the course of performing Services under the terms of this Agreement. The coverage shall be evidenced by either a new policy evidencing no gap in coverage, or by obtaining separate extended “tail” coverage with the present or new carrier or other insurance arrangements providing for complete coverage, either of which shall be subject to the written approval by the City Manager. (3) In the event the policy of insurance is written on an “occurrence” basis, the policy shall be continued in full force and effect during the term of this Agreement, or until completion of the Services provided for in this Agreement, whichever is later. In the event of termination of the policy during this period, new coverage shall immediately be obtained to ensure coverage during the entire course of performing the Services under the terms of this Agreement.
B. Workers’ Compensation Insurance. Consultant shall obtain and maintain, in full force and effect throughout the term of this Agreement, workers’ compensation insurance in at least the minimum statutory amounts, and in compliance with all other statutory requirements, as required by the State of California. Consultant agrees to waive and obtain endorsements from its workers’ compensation insurer waiving subrogation rights under its workers’ compensation insurance policy against the City and to require each of its subconsultants, if any, to do likewise under their workers’ compensation insurance policies. If Consultant has no employees, Consultant shall complete the City’s Request for Waiver of Workers’ Compensation Insurance Requirement form.
C. Commercial General Liability Insurance. Consultant shall obtain and maintain, in full force and effect throughout the term of this Agreement, a policy of commercial general liability insurance written on a per occurrence basis with a combined single limit of at least one million dollars ($1,000,000.00) and two million dollars ($2,000,000.00) general aggregate for bodily injury and property damage including coverages for contractual liability, personal injury, independent Consultants, broad form property damage, products and completed operations.
D. Business Automobile Insurance. Consultant shall obtain and maintain, in full force and effect throughout the term of this Agreement, a policy of business automobile liability insurance written on a per occurrence basis with a single limit liability in the amount of one million dollars ($1,000,000.00) bodily injury and property damage. The policy shall include coverage for owned, non-owned, leased, and hired cars.
E. Employer Liability Insurance. Consultant shall obtain and maintain, in full force and effect throughout the term of this Agreement, a policy of employer liability insurance written on a per occurrence basis with a policy limit of at least one million dollars ($1,000,000.00) for bodily injury or disease.
5.2 Deductibles and Self-Insured Retentions. Any deductibles or self-insured retentions must be declared to and approved by the City Manager or his/her designee prior to commencing any work or services under this Agreement. Consultant guarantees payment of all deductibles and self-insured retentions. City reserves the right to reject deductibles or selfinsured retentions in excess of $10,000, and the City Manager or his/her designee may require evidence of pending claims and claims history as well as evidence of Consultant’s ability to pay claims for all deductible amounts and self-insured retentions proposed in excess of $10,000.
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5.3 Other Insurance Requirements. The following provisions shall apply to the insurance policies required of Consultant under this Agreement:
A. For any claims related to this Agreement, Consultant’s coverage shall be primary insurance with respect to the City and its officers, council members, officials, employees, agents, and volunteers. Any insurance or self-insurance maintained by the City and its officers, council members, officials, employees, agents, and volunteers shall be in excess of Consultant’s insurance and shall not contribute with it.
B. Any failure to comply with reporting or other provisions of the policies, including breaches of warranties, shall not affect coverage provided to City and its officers, council members, officials, employees, agents, and volunteers.
C. All insurance coverage and limits provided by Consultant and available or applicable to this Agreement are intended to apply to each insured, including additional insureds, against whom a claim is made or suit is brought to the full extent of the policies. Nothing contained in this Agreement or any other agreement relating to the City or its operations shall limit the application of such insurance coverage.
D. No required insurance coverages may include any limiting endorsement which substantially impairs the coverages set forth in this Agreement (e.g., elimination of contractual liability or reduction of discovery period), unless the endorsement has first been submitted to the City Manager and approved in writing.
E. Consultant agrees to require its insurer to modify insurance endorsements to delete any exculpatory wording stating that failure of the insurer to mail written notice of cancellation imposes no obligation, or that any party will "endeavor" (as opposed to being required) to comply with the requirements of the endorsements. Certificates of insurance will not be accepted in lieu of required endorsements, and submittal of certificates without required endorsements may delay commencement of the Project. It is Consultant’s obligation to ensure timely compliance with all insurance submittal requirements as provided in this Agreement.
F. Consultant agrees to ensure that subconsultants, and any other parties involved with the Project who are brought onto or involved in the Project by Consultant, provide the same minimum insurance coverage required of Consultant. Consultant agrees to monitor and review all such coverage and assumes all responsibility for ensuring that such coverage is provided in conformity with the requirements of this section. Consultant agrees that upon request, all agreements with subconsultants and others engaged in the Project will be submitted to the City for review.
G. Consultant acknowledges and agrees that any actual or alleged failure on the part of the City to inform Consultant of non-compliance with any insurance requirement in no way imposes any additional obligations on the City nor does it waive any rights in this or any other regard.
H. Consultant shall provide proof that policies of insurance required in this Agreement, expiring during the term of this Agreement, have been renewed or replaced with other policies providing at least the same coverage. Proof that such coverage has been ordered shall be submitted prior to expiration. Endorsements as required in this Agreement applicable to the renewing or new coverage shall be provided to City no later than ten (10) days prior to expiration
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of the lapsing coverage.
I. Requirements of specific insurance coverage features or limits contained in this section are not intended as limitations on coverage, limits, or other requirements, or as a waiver of any coverage normally provided by any given policy. Specific reference to a given coverage feature is for purposes of clarification only as it pertains to a given issue, and is not intended by any party or insured to be limiting or all-inclusive.
J. The requirements in this section supersede all other sections and provisions of this Agreement to the extent that any other section or provision conflicts with or impair the provisions of this section.
K. Consultant agrees to provide immediate notice to City of any claim or loss against Consultant arising out of the Work performed under this Agreement and for any other claim or loss which may reduce the insurance available to pay claims arising out of this Agreement. City assumes no obligation or liability by such notice, but has the right (but not the duty) to monitor the handling of any such claim or claims if they are likely to involve City, or to reduce or dilute insurance available for payment of potential claims.
L. Consultant agrees that the provisions of this section shall not be construed as limiting in any way the extent to which the Consultant may be held responsible for the payment of damages resulting from the Consultant’s activities or the activities of any person or person for which the Consultant is otherwise responsible.
5.4 Sufficiency of Insurers. Insurance required in this Agreement shall be provided by authorized insurers in good standing with the State of California. Coverage shall be provided by insurers admitted in the State of California with an A.M. Best’s Key Rating of B++, Class VII, or better, unless such requirements are waived in writing by the City Manager or his designee due to unique circumstances.
5.5 Verification of Coverage. Consultant shall furnish City with both certificates of insurance and endorsements, including additional insured endorsements, affecting all of the coverages required by this Agreement. The certificates and endorsements are to be signed by a person authorized by that insurer to bind coverage on its behalf. All proof of insurance is to be received and approved by the City before work commences. City reserves the right to require Consultant’s insurers to provide complete, certified copies of all required insurance policies at any time. Additional insured endorsements are not required for Errors and Omissions and Workers’ Compensation policies.
Verification of Insurance coverage may be provided by: (1) an approved General and/or Auto Liability Endorsement Form for the City of Palm Springs or (2) an acceptable Certificate of Liability Insurance Coverage with an approved Additional Insured Endorsement with the following endorsements stated on the certificate:
A. "The City of Palm Springs, its officials, employees, and agents are named as an additional insured…” ("as respects City of Palm Springs Contract No.___" or "for any and all work performed with the City" may be included in this statement).
B. "This insurance is primary and non-contributory over any insurance or selfinsurance the City may have..." ("as respects City of Palm Springs Contract No.___" or "for any and all work performed with the City" may be included in this statement).
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C. "Should any of the above described policies be canceled before the expiration date thereof, the issuing company will mail 30 days written notice to the Certificate Holder named." Language such as, “endeavor to” mail and "but failure to mail such notice shall impose no obligation or liability of any kind upon the company, its agents or representative" is not acceptable and must be crossed out.
D. Both the Workers’ Compensation and Employers' Liability policies shall contain the insurer's waiver of subrogation in favor of City, its elected officials, officers, employees, agents, and volunteers.
In addition to the endorsements listed above, the City of Palm Springs shall be named the certificate holder on the policies. All certificates of insurance and endorsements are to be received and approved by the City before work commences. All certificates of insurance must be authorized by a person with authority to bind coverage, whether that is the authorized agent/broker or insurance underwriter. Failure to obtain the required documents prior to the commencement of work shall not waive the Consultant’s obligation to provide them.
6. INDEMNIFICATION
6.1 Indemnification and Reimbursement. To the fullest extent permitted by law, Consultant shall defend (at Consultant’s sole cost and expense), indemnify, protect, and hold harmless City, its elected officials, officers, employees, agents, and volunteers (collectively the “Indemnified Parties”), from and against any and all liabilities, actions, suits, claims, demands, losses, costs, judgments, arbitration awards, settlements, damages, demands, orders, penalties, and expenses including legal costs and attorney fees (collectively “Claims”), including but not limited to, Claims arising from injuries to or death of persons (Consultant’s employees included), for damage to property, including property owned by City, for any violation of any federal, state, or local law or ordinance or in any manner arising out of, pertaining to, or incident to any acts, errors or omissions, or willful misconduct committed by Consultant, its officers, employees, representatives, and agents, that arise out of or relate to Consultant’s performance of Services or this Agreement. This indemnification clause excludes Claims arising from the sole negligence or willful misconduct of the Indemnified Parties. Under no circumstances shall the insurance requirements and limits set forth in this Agreement be construed to limit Consultant’s indemnification obligation or other liability under this Agreement. Consultant’s indemnification obligation shall survive the expiration or earlier termination of this Agreement until all actions against the Indemnified Parties for such matters indemnified are fully and finally barred by the applicable statute of limitations or, if an action is timely filed, until such action is final.
6.2 Design Professional Services Indemnification and Reimbursement. If Consultant’s obligation to defend, indemnify, and/or hold harmless arises out of Consultant’s performance as a “design professional” (as that term is defined under Civil Code section 2782.8), then, and only to the extent required by Civil Code section 2782.8, which is fully incorporated herein, Consultant’s indemnification obligation shall be limited to the extent which the Claims arise out of, pertain to, or relate to the negligence, recklessness, or willful misconduct of the Consultant in the performance of the Services or this Agreement, and, upon Consultant obtaining a final adjudication by a court of competent jurisdiction, Consultant’s liability for such claim, including the cost to defend, shall not exceed the Consultant’s proportionate percentage of fault.
7. REPORTS AND RECORDS
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7.1 Accounting Records. Consultant shall keep complete, accurate, and detailed accounts of all time, costs, expenses, and expenditures pertaining in any way to this Agreement.
Consultant shall keep such books and records as shall be necessary to properly perform the Services required by this Agreement and to enable the Contract Officer to evaluate the performance of such Services. The Contract Officer shall have full and free access to such books and records at all reasonable times, including the right to inspect, copy, audit, and make records and transcripts from such records.
7.2 Reports. Consultant shall periodically prepare and submit to the Contract Officer such reports concerning the performance of the Services required by this Agreement, or as the Contract Officer shall require. Consultant acknowledges that the City is greatly concerned about the cost of the Work to be performed under this Agreement. For this reason, Consultant agrees that Consultant shall promptly notify the Contract Officer the estimated increased or decreased cost if Consultant becomes aware of any facts, circumstances, techniques, or events that may or will materially increase or decrease the cost of the Services. If Consultant is providing design services, Consultant shall promptly notify the Contract Officer the estimated increased or decreased cost for the project being designed if Consultant becomes aware of any facts, circumstances, techniques, or events that may or will materially increase or decrease the cost of the design services.
7.3 Ownership of Documents. All drawings, specifications, reports, records, documents, memoranda, correspondence, computations, and other materials prepared by Consultant, its employees, subconsultants, and agents in the performance of this Agreement shall be the property of City and shall be promptly delivered to City upon request of the Contract Officer or upon the termination of this Agreement. Consultant shall have no claim for further employment or additional compensation as a result of the exercise by City of its full rights of ownership of the documents and materials. Any use of such completed documents for other projects and/or use of incomplete documents without specific written authorization by the Consultant will be at the City's sole risk and without liability to Consultant, and the City shall indemnify the Consultant for all resulting damages. Consultant may retain copies of such documents for their own use.
Consultant shall have an unrestricted right to use the concepts embodied tin this Agreement.
Consultant shall ensure that all its subconsultants shall provide for assignment to City of any documents or materials prepared by them. In the event Consultant fails to secure such assignment, Consultant shall indemnify City for all resulting damages.
7.4 Release of Documents. All drawings, specifications, reports, records, documents, and other materials prepared by Consultant in the performance of Services under this Agreement shall not be released publicly without the prior written approval of the Contract Officer.
All information gained by Consultant in the performance of this Agreement shall be considered confidential and shall not be released by Consultant without City’s prior written authorization.
7.5 Audit and Inspection of Records. After receipt of reasonable notice and during the regular business hours of City, Consultant shall provide City, or other agents of City, such access to Consultant’s books, records, payroll documents, and facilities as City deems necessary to examine, copy, audit, and inspect all accounting books, records, work data, documents, and activities directly related to Consultant’s performance under this Agreement. Consultant shall maintain such books, records, data, and documents in accordance with generally accepted accounting principles and shall clearly identify and make such items readily accessible to such parties during the term of this Agreement and for a period of three (3) years from the date of final payment by City hereunder.
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8. ENFORCEMENT OF AGREEMENT
8.1 California Law and Venue. This Agreement shall be construed and interpreted both as to validity and as to performance of the Parties in accordance with the laws of the State of California. Legal actions concerning any dispute, claim, or matter arising out of or in relation to this Agreement shall be instituted in the Superior Court of the County of Riverside, State of California, or any other appropriate court in such County, and Consultant covenants and agrees to submit to the personal jurisdiction of such court in the event of such action.
8.2 Interpretation. This Agreement shall be construed as a whole according to its fair language and common meaning to achieve the objectives and purposes of the Parties. The terms of this Agreement are contractual and the result of negotiation between the Parties. Accordingly, any rule of construction of contracts (including, without limitation, California Civil Code Section 1654) that ambiguities are to be construed against the drafting party, shall not be employed in the interpretation of this Agreement. The caption headings of the various sections and paragraphs of this Agreement are for convenience and identification purposes only and shall not be deemed to limit, expand, or define the contents of the respective sections or paragraphs.
8.3 Default of Consultant. Consultant’s failure to comply with any provision of this Agreement shall constitute a default.
A. If the City Manager, or his designee, determines that Consultant is in default in the performance of any of the terms or conditions of this Agreement, he/she shall notify Consultant in writing of such default. Consultant shall have ten (10) days, or such longer period as City may designate, to cure the default by rendering satisfactory performance. In the event Consultant fails to cure its default within such period of time, City shall have the right, notwithstanding any other provision of this Agreement, to terminate this Agreement without further notice and without prejudice of any remedy to which City may be entitled at law, in equity, or under this Agreement. Consultant shall be liable for all reasonable costs incurred by City as a result of such default. Compliance with the provisions of this section shall not constitute a waiver of any City right to take legal action in the event that the dispute is not cured, provided that nothing shall limit City’s right to terminate this Agreement without cause under Section 3.2.
B. If termination is due to the failure of the Consultant to fulfill its obligations under this Agreement, City may, after compliance with the provisions of Section 8.3(A), take over the work and prosecute the same to completion by contract or otherwise. The Consultant shall be liable to the extent that the total cost for completion of the Services required hereunder exceeds the Maximum Contract Amount (provided that the City shall use reasonable efforts to mitigate such damages). The City may withhold any payments to the Consultant for the purpose of set-off or partial payment of the amounts owed the City as previously stated. The withholding or failure to withhold payments to Consultant shall not limit Consultant’s liability for completion of the Services as provided in this Agreement.
8.4 Waiver. No waiver of any provision of this Agreement shall be effective unless in writing and signed by a duly authorized representative of the Party against whom enforcement of a waiver is sought. Any waiver by the Parties of any default or breach of any covenant, condition, or term contained in this Agreement, shall not be construed to be a waiver of any subsequent or other default or breach, nor shall failure by the Parties to require exact, full, and complete compliance with any of the covenants, conditions, or terms contained in this Agreement be construed as changing the terms of this Agreement in any manner or preventing the Parties from enforcing the full provisions.
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8.5 Rights and Remedies Cumulative. Except with respect to rights and remedies expressly declared to be exclusive in this Agreement, the rights and remedies of the Parties are cumulative and the exercise by either Party of one or more of such rights or remedies shall not preclude the exercise by it, at the same or different times, of any other rights or remedies for the same default or any other default by the other Party.
8.6 Legal Action. In addition to any other rights or remedies, either Party may take legal action, in law or in equity, to cure, correct, remedy or recover damages for any default, to compel specific performance of this Agreement, to obtain declaratory or injunctive relief, or to obtain any other remedy consistent with the purposes of this Agreement.
8.7 Attorney Fees. In the event any dispute between the Parties with respect to this Agreement results in litigation or any non-judicial proceeding, the prevailing Party shall be entitled, in addition to such other relief as may be granted, to recover from the non-prevailing Party all reasonable costs and expenses. These include but are not limited to reasonable attorney fees, expert consultant fees, court costs and all fees, costs, and expenses incurred in any appeal or in collection of any judgment entered in such proceeding. To the extent authorized by law, in the event of a dismissal by the plaintiff or petitioner of the litigation or non-judicial proceeding within thirty (30) days of the date set for trial or hearing, the other Party shall be deemed to be the prevailing Party in such litigation or proceeding.
9. CITY OFFICERS AND EMPLOYEES: NON-DISCRIMINATION
9.1 Non-liability of City Officers and Employees. No officer or employee of the City shall be personally liable to the Consultant, or any successor-in-interest, in the event of any default or breach by the City or for any amount which may become due to the Consultant or to its successor, or for breach of any obligation of the terms of this Agreement.
9.2 Conflict of Interest. Consultant acknowledges that no officer or employee of the City has or shall have any direct or indirect financial interest in this Agreement nor shall Consultant enter into any agreement of any kind with any such officer or employee during the term of this Agreement and for one (1) year thereafter. Consultant warrants that Consultant has not paid or given, and will not pay or give, any third party any money or other consideration in exchange for obtaining this Agreement.
9.3 Covenant Against Discrimination. In connection with its performance under this Agreement, Consultant shall not discriminate against any employee or applicant for employment because of actual or perceived race, religion, color, sex, age, marital status, ancestry, national origin ( i.e., place of origin, immigration status, cultural or linguistic characteristics, or ethnicity), sexual orientation, gender identity, gender expression, physical or mental disability, or medical condition (each a “prohibited basis”). Consultant shall ensure that applicants are employed, and that employees are treated during their employment, without regard to any prohibited basis. As a condition precedent to City’s lawful capacity to enter this Agreement, and in executing this Agreement, Consultant certifies that its actions and omissions hereunder shall not incorporate any discrimination arising from or related to any prohibited basis in any Consultant activity, including but not limited to the following: employment, upgrading, demotion or transfer; recruitment or recruitment advertising; layoff or termination; rates of pay or other forms of compensation; and selection for training, including apprenticeship; and further, that Consultant is in full compliance with the provisions of Palm Springs Municipal Code Section 7.09.040, including without limitation the provision of benefits, relating to non-discrimination in city contracting.
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10. MISCELLANEOUS PROVISIONS
10.1 Patent and Copyright Infringement. To the fullest extent permissible under law, and in lieu of any other warranty by City or Consultant against patent or copyright infringement, statutory or otherwise:
A. It is agreed that Consultant shall defend at its expense any claim or suit against City on account of any allegation that any item furnished under this Agreement, or the normal use or sale arising out of the performance of this Agreement, infringes upon any presently existing U.S. letters patent or copyright and Consultant shall pay all costs and damages finally awarded in any such suit or claim, provided that Consultant is promptly notified in writing of the suit or claim and given authority, information and assistance at Consultant’s expense for the defense of same, and provided such suit or claim arises out of, pertains to, or is related to the negligence, recklessness or willful misconduct of Consultant. However, Consultant will not indemnify City if the suit or claim results from: (1) City's alteration of a deliverable, such that City’s alteration of such deliverable created the infringement upon any presently existing U.S. letters patent or copyright; or (2) the use of a deliverable in combination with other material not provided by Consultant when it is such use in combination which infringes upon an existing U.S. letters patent or copyright.
B. Consultant shall have sole control of the defense of any such claim or suit and all negotiations for settlement in the event City fails to cooperate in the defense of any suit or claim, provided, however, that such defense shall be at Consultant’s expense. Consultant shall not be obligated to indemnify City under any settlement that is made without Consultant’s consent, which shall not be unreasonably withheld. If the use or sale of such item is enjoined as a result of the suit or claim, Consultant, at no expense to City, shall obtain for City the right to use and sell the item, or shall substitute an equivalent item acceptable to City and extend this patent and copyright indemnity thereto.
10.2 Notice. Any notice, demand, request, consent, approval, or communication that either party desires, or is required to give to the other party or any other person shall be in writing.
All notices shall be personally delivered, sent by pre-paid First Class U.S. Mail, registered or certified mail, postage prepaid, return receipt requested, or delivered or sent by facsimile with attached evidence of completed transmission. All notices shall be deemed received upon the earlier of (i) the date of delivery to the address of the person to receive such notice if delivered personally or by messenger or overnight courier; (ii) five (5) business days after the date of posting by the United States Post Office if by mail; or (iii) when sent if given by facsimile. Any notice, request, demand, direction, or other communication sent by facsimile must be confirmed within forty-eight (48) hours by letter mailed or delivered. Other forms of electronic transmission such as e-mails, text messages, and instant messages are not acceptable manners of notice required hereunder. Notices or other communications shall be addressed as follows:
To City: City of Palm Springs
Attention: City Manager & City Clerk
3200 E. Tahquitz Canyon Way
Palm springs, California 92262
Telephone: (760) 323-8204
Facsimile: (760) 323-8332
To Consultant: Globalmelk LLC
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Attention: Jerry van Eyck, President
48 Wall Street, Fl 11
New York, NY 10005
Telephone: (212) 513-1025
10.3 Integrated Agreement. This Agreement constitutes the entire understanding between the Parties and supersedes and cancels all prior negotiations, arrangements, agreements, representations, and understandings, if any, made by or among the Parties with respect to the subject matter in this Agreement.
10.4 Amendment. No amendments or other modifications of this Agreement shall be binding unless through written agreement signed by all Parties.
10.5 Severability. Whenever possible, each provision of this Agreement shall be interpreted in such a manner as to be effective and valid under applicable law. If any provision of this Agreement shall be determined to be invalid by a final judgment or decree of a court of competent jurisdiction, such provision shall be ineffective only to the extent of such prohibition or invalidity, without invalidating the reminder of that provision, or the remaining provisions of this Agreement unless the invalid provision is so material that its invalidity deprives either Party of the basic benefit of their bargain or renders this Agreement meaningless.
10.5 Successors in Interest. This Agreement shall be binding upon and inure to the benefit of the Parties’ successors and assignees.
10.6 Third Party Beneficiary. Except as may be expressly provided for in this Agreement, nothing contained in this Agreement is intended to confer, nor shall this Agreement be construed as conferring, any rights, including, without limitation, any rights as a third-party beneficiary or otherwise, upon any entity or person not a party to this Agreement.
10.7 Recitals. The above-referenced Recitals are hereby incorporated into the Agreement as though fully set forth in this Agreement and each Party acknowledges and agrees that such Party is bound, for purposes of this Agreement, by the same.
10.8. Corporate Authority. Each of the undersigned represents and warrants that (i) the Party for which he or she is executing this Agreement is duly authorized and existing, (ii) he or she is duly authorized to execute and deliver this Agreement on behalf of the Party for which he or she is signing, (iii) by so executing this Agreement, the Party for which he or she is signing is formally bound to the provisions of this Agreement, and (iv) the entering into this Agreement does not violate any provision of any other Agreement to which the Party for which he or she is signing is bound.
10.9 Counterparts. This Agreement may be signed in counterparts, each of which shall constitute an original.
10.10 Compliance with Economic Sanctions in Response to Russia's Actions in Ukraine. When funding for the services is provided, in whole or in part, by an agency controlled of the State of California, Consultant shall fully and adequately comply with California Executive Order N-6-22 (“Russian Sanctions Program”). As part of this compliance process, Consultant shall also certify compliance with the Russian Sanctions Program by completing the form located in Exhibit “C” (Russian Sanctions Certification), attached hereto and incorporated herein by
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reference. Consultant shall also require any subconsultants to comply with the Russian Sanctions Program and certify compliance pursuant to this Section. [SIGNATURES ON NEXT PAGE]
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SIGNATURE PAGE TO PROFESSIONAL SERVICES AGREEMENT BY AND BETWEEN
THE CITY OF PALM SPRINGS AND GLOBALMELK LLC
IN WITNESS WHEREOF, the Parties have executed this Agreement as of the dates stated below.
CONSULTANT:
By: ______________________________ By: _______________________________ Jerry van Eyck President Ian Hampson, Director
Date: __ Date:
CITY OF PALM SPRINGS:
APPROVED BY CITY COUNCIL:
Date: _______________ Item No.
APPROVED AS TO FORM: ATTEST:
By: ___________________________ By: _______________________________ City Attorney City Clerk
APPROVED:
By: _______________________________ Date:
City Manager –up to $150,000
Deputy/Assistant City Manager – up to $50,000
Director – up to $25,000
Manager – up to $5,000
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EXHIBIT “A”
SCOPE OF SERVICES
1.1. Background:
In response to evolving market demands and the need to maintain competitiveness in the regional convention landscape, the City of Palm Springs is initiating a comprehensive renovation and expansion of the Palm Springs Convention Center (PSCC). A cornerstone of the City’s hospitality and tourism economy, the PSCC has served as a premier venue for conferences, exhibitions, and community events since its original construction in 1984. A major expansion and modernization effort was completed in 2005, significantly increasing the facility’s capacity and enhancing its amenities. Despite these improvements, many of the PSCC’s core systems, finishes, and functional spaces now require further upgrades to meet current industry standards and user expectations.
The City, together with its hospitality stakeholders, has expressed the intent to establish a identifiable, branded convention district that links the PSCC with adjacent properties and the downtown core while enhancing the pedestrian experience, resolving traffic conflicts, and providing graphic continuity through placemaking and wayfinding.
The City of Palm Springs is soliciting qualifications from urban design and landscape architecture teams, along with brand and marketing teams, to lead the planning and design of a district scale urban connectivity strategy that links the PSCC with adjacent properties and the downtown core and identifies the PSCC District in harmony with the world class destination of Palm Springs. This work will be a critical component of a broader PSCC Renovation and Expansion Project for the Convention Center, which is being delivered in multiple stages in a separate solicitation (RFQ #16-25):
1.2. Scope of Work:
Urban Connectivity Objectives
Part 1: Connectivity Strategy and Urban Design
The Consultant shall be responsible for developing a comprehensive design vision and implementation strategy for an urban connector that enhances vehicular, pedestrian, and bicycle access between the PSCC and its surrounding downtown context. In addition, a component of the work product will include branding the convention center district which will carry through, but not limited to, signage, experience, and advertising.
A. Defining Urban Connector District Boundaries
a. Consultant shall consider the following area as a recommendation and starting point.
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Initial boundary was recommended by the Palm Springs joint City and Public Urban Connectivity Working Group. i. Arenas Road and Amado Road routes from the Convention Center to the downtown corridor shall be considered as the key connector with the outer areas as support connectors.
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b. General Information
i. Implementation will happen in stages.
ii. Each stage will have different areas of emphasis but must be approached with the wider district plan in mind.
iii. There will be varying levels of development/improvement throughout the district.
c. Identify other districts/points of interest to connect. i. Include strengthened connections to downtown, hotels, the Agua Caliente Cultural Museum, and the Agua Caliente Casino Palm Springs. d. Integrate the PSCC district master plan with the Section 14 Specific Plan as required.
i. https://www.palmspringsca.gov/home/showpublisheddocument/32127/6 35947779722900000
B. Comprehensive Assessment of Existing Conditions
a. Including, but not limited to land use, zoning, compilation of city provided surveys.
b. Deliverables should include but not limited to
i. A written existing conditions report (in PDF format) including maps, tables, and narrative analysis.
ii. GIS data files or shapefiles if applicable
iii. Summary matrix of key findings and implications for project scope C. Develop District Kit of Parts in concert with the Brand Identification Scope and offer design solutions to implement in this and other downtown areas/nodes. a. This deliverable will be used by the City Council and stakeholders as a menu of options from which to direct the final engineered design solution. The kit of parts should be interchangeable and include multiple options at varying costs such that the final design can be assembled in whole from individual recommended urban design elements.
b. Elements to include but not limited to:
i. Lighting
ii. Public Art
iii. Shade structure(s)
iv. Streetscape improvements
v. District wayfinding/placemaking strategies
vi. Green infrastructure
D. Anticipated professional services:
Consultant shall provide the following professional services.
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a. Urban design
b. Landscape architecture
c. Lighting design
d. Communications and public engagement
E. Deliverables:
a. Understanding of existing master plan goals and identification on path forward for improvements
b. Visioning and strategic planning report
c. Conceptual planning and phasing
d. Develop District Kit of Parts (in concert with Brand Identity) i. Rough Order of Magnitude cost estimate for each design element (to inform the entire Urban Design implementation and construction budgeting process)
e. Public engagement reporting in conjunction with the City i. Working group presentations
ii. City Council presentations
1.3. Schedule:
Work will commence on January 1, 2026, and all work shall be completed by December 31, 2027. Current project planning is based on the following milestones.
Architectural services contract award November2025
District Planning design services contract award December 2025 Stage 1 Construction Begins June 2026
Stage 1 Construction Complete February 2027
Stage 2 Construction Begins March 2027
Stage 2 Construction Complete June 2028
District Improvements Construction Begins January 2027
District Improvements Construction Complete December 2027 Consultant shall coordinate with the other PSCC projects to align the urban planning scope to be designed, permitted and constructed to match the PSCC Renovation and Expansion substantial completion timeline.
1.4. Compensation:
Work will be compensated on an hourly rate basis in accordance with individually approved proposals resulting in the issuance of purchase orders.
Contract pricing includes all labor, expenses, and incidentals to complete the work outlined in the contract scope. The Consultant may request monthly payments
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based on the percentage of work completed for the previous month as long as a detailed progress report is provided to support the amount requested. No additional compensation will be due by the City unless the contract is modified for additional work requested by the City.
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EXHIBIT “B”
SCHEDULE OF COMPENSATION
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EXHIBIT “C”
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ATTACHMENT B
Professional Services
Agreement 25Q442
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PROFESSIONAL SERVICES AGREEMENT 25Q442
BRANDING AND MARKETING FOR CONVENTION
CENTER CONNECTOR
This Professional Services Agreement (“Agreement”) is entered into this 1st day of January 2026 (“Effective Date”), by and between the City of Palm Springs, a California charter city and municipal corporation, (“City”) and Multistudio, a Kansas corporation, (“Consultant”). City and Consultant are individually referred to as “Party” and are collectively referred to as the “Parties.”
RECITALS
A. City requires the services of a qualified firm to provide branding and marketing specialists integrated with the urban design firm and project team that establishes a convention center district identity that will visually connect the user and the Palm Springs Convention Center (PSCC) from the facility to downtown (“Project”).
B. Consultant has submitted to City a proposal to provide branding and marketing, to City under the terms of this Agreement.
C. Consultant is qualified by virtue of its experience, training, education, reputation, and expertise to provide these services and has agreed to provide such services as provided in this Agreement.
D. City desires to retain Consultant to provide such professional services.
NOW, THEREFORE, in consideration of the promises and mutual obligations, covenants, and conditions contained herein, and other valuable consideration, the receipt and sufficiency of which are hereby acknowledged, the Parties agree as follows:
AGREEMENT
1. SERVICES OF CONSULTANT
1.1 Scope of Services. In compliance with all terms and conditions of this Agreement, Consultant agrees to perform the professional services set forth in the Scope of Services described in Exhibit “A” (the “Services” or “Work”), which is attached and incorporated herein by this reference. As a material inducement to the City entering into this Agreement, Consultant represents and warrants that Consultant is a provider of first class work and professional services and that Consultant is experienced in performing the Work contemplated and, in light of such status and experience, Consultant covenants that it shall perform the Work in a competent, professional, and satisfactory manner consistent with the level of care and skill ordinarily exercised by high quality, experienced and well qualified members of the profession currently practicing under similar conditions.
1.2 Contract Documents. The Agreement between the Parties shall consist of the following: (1) this Agreement; (2) the Scope of Services; (3) the City’s Request for Proposals; and, (4) the Consultant’s signed, original proposal submitted to the City (“Consultant’s Proposal”), (collectively referred to as the “Contract Documents”). The City’s Request for Proposals and the Consultant’s Proposal, which are both attached as Exhibit “B”, respectively, are incorporated
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herein by this reference and are made a part of this Agreement. The Scope of Services shall include the Consultant’s Proposal. All provisions of the Scope of Services, the City’s Request for Proposals and the Consultant’s Proposal shall be binding on the Parties. Should any conflict or inconsistency exist in the Contract Documents, the conflict or inconsistency shall be resolved by applying the provisions in the highest priority document, which shall be determined in the following order of priority: (1st) the provisions of the Scope of Services (Exhibit “A”); (2nd) the provisions of the City’s Request for Proposal; (3rd) the terms of this Agreement; and, (4th) the provisions of the Consultant’s Proposal.
1.3 Compliance with Law. Consultant warrants that all Services rendered shall be performed in accordance with all applicable federal, state, and local laws, statutes, ordinances lawful orders, rules, and regulations. Consultant shall be liable for all violations of such laws and regulations in connection with the Services and this Agreement.
1.4 Licenses, Permits, Fees, and Assessments. Consultant represents and warrants to City that it has obtained all licenses, permits, qualifications, and approvals of whatever nature that are legally required to practice its profession and perform the Work required by this Agreement. Consultant represents and warrants to City that Consultant shall, at its sole cost and expense, keep in effect at all times during the term of this Agreement, any license, permit, qualification, or approval that is legally required for Consultant to perform the Work and under this Agreement.
1.5 Familiarity with Work. By executing this Agreement, Consultant warrants that Consultant: (a) has thoroughly investigated and considered the Scope of Services to be performed, (b) has carefully considered how the Services should be performed, and (c) fully understands the facilities, difficulties, and restrictions attending performance of the Services under this Agreement. If the Services involve work upon any site, Consultant warrants that Consultant has or will investigate the site and is or will be fully acquainted with the conditions there existing, prior to commencement of any Services. Should the Consultant discover any latent or unknown conditions that will materially affect the performance of the Services, Consultant shall immediately inform the City of such fact and shall not proceed except at Consultant's risk until written instructions are received from the City.
2. COMPENSATION
2.1 Maximum Contract Amount. For the Services rendered under this Agreement, Consultant shall be compensated by City in accordance with the Schedule of Compensation, which is attached as Exhibit “B” and incorporated herein by this reference. Compensation shall not exceed the maximum contract amount of Five Hundred Thousand Dollars ($500,000) ("Maximum Contract Amount"), except as may be provided under Section 2.3. The method of compensation shall be as set forth in Exhibit “B.” Compensation for necessary expenditures must be approved in advance by the Contract Officer designated under Section 4.2. The Maximum Contract Amount shall include the attendance of Consultant at all project meetings reasonably deemed necessary by the City. Consultant shall not be entitled to any increase in the Maximum Contract Amount for attending these meetings.
2.2. Method of Payment. Unless another method of payment is specified in the Schedule of Compensation (Exhibit “B”), in any month in which Consultant wishes to receive payment, Consultant shall submit to the City an invoice for Services rendered prior to the date of the invoice. The invoice shall be in a form approved by the City’s Finance Director and must be submitted no later than the tenth (10th) working day of such month. Such requests shall be based
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upon the amount and value of the Services performed by Consultant and accompanied by such reporting data including an itemized breakdown of all costs incurred and tasks performed during the period covered by the invoice, as may be required by the City. City shall use reasonable efforts to make payments to Consultant within forty-five (45) days after receipt of the invoice or as soon as is reasonably practical. There shall be a maximum of one payment per month.
2.3 Changes in Scope. In the event any change or changes in the Scope of Services is requested by City, the Parties shall execute a written amendment to this Agreement, specifying all proposed amendments, including, but not limited to, any additional fees. An amendment may be entered into:
A. To provide for revisions or modifications to documents, work product, or work, when required by the enactment or revision of any subsequent law; or B. To provide for additional services not included in this Agreement or not customarily furnished in accordance with generally accepted practice in Consultant’s profession.
2.4 Appropriations. This Agreement is subject to and contingent upon funds being appropriated by the City Council for each fiscal year covered by the Agreement. If such appropriations are not made, this Agreement shall automatically terminate without penalty to the City.
3. SCHEDULE OF PERFORMANCE
3.1 Term. Unless earlier terminated in accordance with Section 4.5 of this Agreement, this Agreement shall continue in full force and effect for a period of three years, commencing on the Effective Date, and ending on December 31, 2028, unless extended by mutual written agreement of the Parties. However, the term shall not exceed three years from the Effective Date, except as otherwise provided in the Schedule of Performance described in Section 3.4 below.
3.2 Termination Prior to Expiration of Term. The City may terminate this Agreement at any time, with or without cause, upon thirty (30) days written notice to Consultant.
Where termination is due to the fault of Consultant and constitutes an immediate danger to health, safety, and general welfare, the period of notice shall be such shorter time as may be determined by the City. Upon receipt of the notice of termination, Consultant shall immediately cease all Services except such as may be specifically approved by the Contract Officer. Consultant shall be entitled to compensation for all Services rendered prior to receipt of the notice of termination and for any Services authorized by the Contract Officer after such notice. City shall not be liable for any costs other than the charges or portions thereof which are specified herein. Consultant shall not be entitled to payment for unperformed Services, and shall not be entitled to damages or compensation for termination of Work. Consultant may not terminate this Agreement except for cause, upon thirty (30) days written notice to City.
3.3 Schedule of Performance. Consultant shall commence the Services under this Agreement upon receipt of a written notice to proceed and shall perform all Services within the time period(s) established in the Schedule of Performance. When requested by Consultant, extensions to the time period(s) specified in the Schedule of Performance may be approved in writing by the Contract Officer, but such extensions shall not exceed one hundred eighty (180) days cumulatively; however, the City shall not be obligated to grant such an extension.
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3.4 Force Majeure. The time for performance of Services to be rendered under this Agreement may be extended because of any delays due to a Force Majeure Event, if Consultant notifies the Contract Officer within ten (10) days of the commencement of the Force Majeure Event. A Force Majeure Event shall mean an event that materially affects the Consultant’s performance and is one or more of the following: (1) Acts of God or other natural disasters occurring at the project site; (2) terrorism or other acts of a public enemy; (3) orders of governmental authorities (including, without limitation, unreasonable and unforeseeable delay in the issuance of permits or approvals by governmental authorities that are required for the Work); and (4) pandemics, epidemics or quarantine restrictions. For purposes of this section, “orders of governmental authorities,” includes ordinances, emergency proclamations and orders, rules to protect the public health, welfare and safety, and other actions of the City in its capacity as a municipal authority. After Consultant notification, the Contract Officer shall investigate the facts and the extent of any necessary delay, and extend the time for performing the Services for the period of the enforced delay when and if, in the Contract Officer’s judgment, such delay is justified.
The Contract Officer’s determination shall be final and conclusive upon the Parties to this Agreement. The Consultant will not receive an adjustment to the contract price or any other compensation. Notwithstanding the foregoing, the City may still terminate this Agreement in accordance with the termination provisions of this Agreement.
4. COORDINATION OF WORK
4.1 Representative of Consultant. The following principal of Consultant is designated as being the principal and representative of Consultant authorized to act in its behalf and make all decisions with respect to the Services to be performed under this Agreement:
Amanda Harper, Principal It is expressly understood that the experience, knowledge, education, capability, expertise, and reputation of the foregoing principal is a substantial inducement for City to enter into this Agreement. Therefore, the foregoing principal shall be responsible during the term of this Agreement for directing all activities of Consultant and devoting sufficient time to personally supervise the Services performed hereunder. The foregoing principal may not be changed by Consultant without prior written approval of the Contract Officer.
4.2 Contract Officer. The Contract Officer shall be the City Manager or his/her designee ("Contract Officer"). Consultant shall be responsible for keeping the Contract Officer fully informed of the progress of the performance of the Services. Consultant shall refer any decisions that must be made by City to the Contract Officer. Unless otherwise specified, any approval of City shall mean the approval of the Contract Officer.
4.3 Prohibition Against Subcontracting or Assignments. The experience, knowledge, education, capability, and reputation of Consultant, its principals and employees, were a substantial inducement for City to enter into this Agreement. Consultant shall not contract with any other individual or entity to perform any Services required under this Agreement without the City's express written approval. In addition, neither this Agreement nor any interest may be assigned or transferred, voluntarily or by operation of law, without the prior written approval of City. Subcontracts, if any, shall contain a provisions making them subject to all provisions stipulated in this Agreement including without limitation the insurance and indemnification requirements. If Consultant is permitted to subcontract any part of this Agreement by City, Consultant shall be responsible to City for the acts and omissions of its subconsultant(s) in the same manner as it is for persons directly employed. Nothing contained in this Agreement shall create any contractual relationships between any subconsultant and City. All persons engaged in the Work will be considered employees of Consultant. City will deal directly with and will make all payments to Consultant. In addition, neither this Agreement nor any interest in this Agreement
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may be transferred, assigned, conveyed, hypothecated, or encumbered voluntarily or by operation of law, whether for the benefit of creditors or otherwise, without the prior written consent of City.In the event of any such unapproved transfer, including any bankruptcy proceeding, this Agreement shall be void. No approved transfer shall release Consultant or any surety of Consultant from any liability under this Agreement without the express written consent of City.
4.4 Independent Consultant. The legal relationship between the Parties is that of an independent Consultant, and nothing shall be deemed to make Consultant a City employee.
A. During the performance of this Agreement, Consultant and its officers, employees, and agents shall act in an independent capacity and shall not act or represent themselves as City officers or employees. The personnel performing the Services under this Agreement on behalf of Consultant shall at all times be under Consultant’s exclusive direction and control. Neither City nor any of its officers, employees, or agents shall have control over the conduct of Consultant or any of its officers, employees, or agents, except as set forth in this Agreement. Consultant, its officers, employees, or agents shall not maintain an office or any other type of fixed business location at City’s offices. City shall have no voice in the selection, discharge, supervision, or control of Consultant’s employees, servants, representatives, or agents, or in fixing their number, compensation, or hours of service. Consultant shall pay all wages, salaries, and other amounts due its employees in connection with this Agreement and shall be responsible for all reports and obligations respecting them, including but not limited to social security income tax withholding, unemployment compensation, workers’ compensation, and other similar matters. City shall not in any way or for any purpose be deemed to be a partner of Consultant in its business or otherwise a joint venturer or a member of any joint enterprise with Consultant.
B. Consultant shall not have any authority to bind City in any manner. This includes the power to incur any debt, obligation, or liability against City.
C. No City benefits shall be available to Consultant, its officers, employees, or agents in connection with any performance under this Agreement. Except for professional fees paid to Consultant as provided for in this Agreement, City shall not pay salaries, wages, or other compensation to Consultant for the performance of Services under this Agreement. City shall not be liable for compensation or indemnification to Consultant, its officers, employees, or agents, for injury or sickness arising out of performing Services. If for any reason any court or governmental agency determines that the City has financial obligations, other than under Section 2 and Subsection 1.8 in this Agreement, of any nature relating to salary, taxes, or benefits of Consultant’s officers, employees, servants, representatives, subconsultants, or agents, Consultant shall indemnify City for all such financial obligations.
4.5 California Labor Code Requirements.
A. Consultant is aware of the requirements of California Labor Code Sections 1720 et seq. and 1770 et seq., which require the payment of prevailing wage rates and the performance of other requirements on certain “public works” and “maintenance” projects (“Prevailing Wage Laws”). If the Services are being performed as part of an applicable “public works” or “maintenance” project, as defined by the Prevailing Wage Laws, and if the total compensation is $15,000 or more for maintenance or $25,000 or more for construction, alteration, demolition, installation, or repair, Consultant agrees to fully comply with such Prevailing Wage Laws. Consultant shall defend, indemnify and hold the City, its officials, officers, employees and agents free and harmless from any claims, liabilities, costs, penalties or interest arising out of any
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failure or alleged failure to comply with the Prevailing Wage Laws. It shall be mandatory upon the Consultant and all subcontractors to comply with all California Labor Code provisions, which include but are not limited to prevailing wages (Labor Code Sections 1771, 1774 and 1775), employment of apprentices (Labor Code Section 1777.5), certified payroll records (Labor Code Sections 1771.4 and 1776), hours of labor (Labor Code Sections 1813 and 1815) and debarment of contractors and subcontractors (Labor Code Section 1777.1).
B. If the Services are being performed as part of an applicable “public works” or “maintenance” project and if the total compensation is $15,000 or more for maintenance or $25,000 or more for construction, alteration, demolition, installation, or repair, then pursuant to Labor Code Sections 1725.5 and 1771.1, the Consultant and all subcontractors performing such Services must be registered with the Department of Industrial Relations. Consultant shall maintain registration for the duration of the Project and require the same of any subcontractors, as applicable. This Agreement may also be subject to compliance monitoring and enforcement by the Department of Industrial Relations. It shall be Consultant’s sole responsibility to comply with all applicable registration and labor compliance requirements.
5. INSURANCE
5.1 Types of Insurance. Consultant shall procure and maintain, at its sole cost and expense, the insurance described herein. The insurance shall be for the duration of this Agreement and includes any extensions, unless otherwise specified in this Agreement. The insurance shall be procured in a form and content satisfactory to City. The insurance shall apply against claims which may arise from the Consultant's performance of Work under this Agreement, including Consultant's agents, representatives, or employees. In the event the City Manager determines that the Work or Services to be performed under this Agreement creates an increased or decreased risk of loss to the City, the Consultant agrees that the minimum limits of the insurance policies may be changed accordingly upon receipt of written notice from the City Manager or his designee. Consultant shall immediately substitute any insurer whose A.M. Best rating drops below the levels specified in this Agreement. Except as otherwise authorized below for professional liability (errors and omissions) insurance, all insurance provided under this Agreement shall be on an occurrence basis. The minimum amount of insurance required shall be as follows:
A. Errors and Omissions Insurance. Contractor shall obtain and maintain in full force and effect throughout the term of this Agreement, standard industry form contract liability (errors and omissions) insurance coverage in an amount of not less than one million dollars ($1,000,000.00) per occurrence and two-million dollars ($2,000,000.00) annual aggregate, in accordance with the provisions of this section. required
X is not required;
(1) Consultant shall either: (a) certify in writing to the City that Consultant is unaware of any professional liability claims made against Consultant and is unaware of any facts which may lead to such a claim against Consultant; or (b) if Consultant does not provide the certification under (a), Consultant shall procure from the professional liability insurer an endorsement providing that the required limits of the policy shall apply separately to claims arising from errors and omissions in the rendition of services under this Agreement.
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(2) If the policy of insurance is written on a “claims made” basis, the policy shall be continued in full force and effect at all times during the term of this Agreement, and for a period of three (3) years from the date of the completion of the Services provided hereunder. In the event of termination of the policy during this period, Consultant shall obtain continuing insurance coverage for the prior acts or omissions of Consultant during the course of performing Services under the terms of this Agreement. The coverage shall be evidenced by either a new policy evidencing no gap in coverage, or by obtaining separate extended “tail” coverage with the present or new carrier or other insurance arrangements providing for complete coverage, either of which shall be subject to the written approval by the City Manager. (3) In the event the policy of insurance is written on an “occurrence” basis, the policy shall be continued in full force and effect during the term of this Agreement, or until completion of the Services provided for in this Agreement, whichever is later. In the event of termination of the policy during this period, new coverage shall immediately be obtained to ensure coverage during the entire course of performing the Services under the terms of this Agreement.
B. Workers’ Compensation Insurance. Consultant shall obtain and maintain, in full force and effect throughout the term of this Agreement, workers’ compensation insurance in at least the minimum statutory amounts, and in compliance with all other statutory requirements, as required by the State of California. Consultant agrees to waive and obtain endorsements from its workers’ compensation insurer waiving subrogation rights under its workers’ compensation insurance policy against the City and to require each of its subconsultants, if any, to do likewise under their workers’ compensation insurance policies. If Consultant has no employees, Consultant shall complete the City’s Request for Waiver of Workers’ Compensation Insurance Requirement form.
C. Commercial General Liability Insurance. Consultant shall obtain and maintain, in full force and effect throughout the term of this Agreement, a policy of commercial general liability insurance written on a per occurrence basis with a combined single limit of at least one million dollars ($1,000,000.00) and two million dollars ($2,000,000.00) general aggregate for bodily injury and property damage including coverages for contractual liability, personal injury, independent Consultants, broad form property damage, products and completed operations.
D. Business Automobile Insurance. Consultant shall obtain and maintain, in full force and effect throughout the term of this Agreement, a policy of business automobile liability insurance written on a per occurrence basis with a single limit liability in the amount of one million dollars ($1,000,000.00) bodily injury and property damage. The policy shall include coverage for owned, non-owned, leased, and hired cars.
E. Employer Liability Insurance. Consultant shall obtain and maintain, in full force and effect throughout the term of this Agreement, a policy of employer liability insurance written on a per occurrence basis with a policy limit of at least one million dollars ($1,000,000.00) for bodily injury or disease.
5.2 Deductibles and Self-Insured Retentions. Any deductibles or self-insured retentions must be declared to and approved by the City Manager or his/her designee prior to commencing any work or services under this Agreement. Consultant guarantees payment of all deductibles and self-insured retentions. City reserves the right to reject deductibles or selfinsured retentions in excess of $10,000, and the City Manager or his/her designee may require evidence of pending claims and claims history as well as evidence of Consultant’s ability to pay claims for all deductible amounts and self-insured retentions proposed in excess of $10,000.
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5.3 Other Insurance Requirements. The following provisions shall apply to the insurance policies required of Consultant under this Agreement:
A. For any claims related to this Agreement, Consultant’s coverage shall be primary insurance with respect to the City and its officers, council members, officials, employees, agents, and volunteers. Any insurance or self-insurance maintained by the City and its officers, council members, officials, employees, agents, and volunteers shall be in excess of Consultant’s insurance and shall not contribute with it.
B. Any failure to comply with reporting or other provisions of the policies, including breaches of warranties, shall not affect coverage provided to City and its officers, council members, officials, employees, agents, and volunteers.
C. All insurance coverage and limits provided by Consultant and available or applicable to this Agreement are intended to apply to each insured, including additional insureds, against whom a claim is made or suit is brought to the full extent of the policies. Nothing contained in this Agreement or any other agreement relating to the City or its operations shall limit the application of such insurance coverage.
D. No required insurance coverages may include any limiting endorsement which substantially impairs the coverages set forth in this Agreement (e.g., elimination of contractual liability or reduction of discovery period), unless the endorsement has first been submitted to the City Manager and approved in writing.
E. Consultant agrees to require its insurer to modify insurance endorsements to delete any exculpatory wording stating that failure of the insurer to mail written notice of cancellation imposes no obligation, or that any party will "endeavor" (as opposed to being required) to comply with the requirements of the endorsements. Certificates of insurance will not be accepted in lieu of required endorsements, and submittal of certificates without required endorsements may delay commencement of the Project. It is Consultant’s obligation to ensure timely compliance with all insurance submittal requirements as provided in this Agreement.
F. Consultant agrees to ensure that subconsultants, and any other parties involved with the Project who are brought onto or involved in the Project by Consultant, provide the same minimum insurance coverage required of Consultant. Consultant agrees to monitor and review all such coverage and assumes all responsibility for ensuring that such coverage is provided in conformity with the requirements of this section. Consultant agrees that upon request, all agreements with subconsultants and others engaged in the Project will be submitted to the City for review.
G. Consultant acknowledges and agrees that any actual or alleged failure on the part of the City to inform Consultant of non-compliance with any insurance requirement in no way imposes any additional obligations on the City nor does it waive any rights in this or any other regard.
H. Consultant shall provide proof that policies of insurance required in this Agreement, expiring during the term of this Agreement, have been renewed or replaced with other policies providing at least the same coverage. Proof that such coverage has been ordered shall be submitted prior to expiration. Endorsements as required in this Agreement applicable to the renewing or new coverage shall be provided to City no later than ten (10) days prior to expiration
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of the lapsing coverage.
I. Requirements of specific insurance coverage features or limits contained in this section are not intended as limitations on coverage, limits, or other requirements, or as a waiver of any coverage normally provided by any given policy. Specific reference to a given coverage feature is for purposes of clarification only as it pertains to a given issue, and is not intended by any party or insured to be limiting or all-inclusive.
J. The requirements in this section supersede all other sections and provisions of this Agreement to the extent that any other section or provision conflicts with or impair the provisions of this section.
K. Consultant agrees to provide immediate notice to City of any claim or loss against Consultant arising out of the Work performed under this Agreement and for any other claim or loss which may reduce the insurance available to pay claims arising out of this Agreement. City assumes no obligation or liability by such notice, but has the right (but not the duty) to monitor the handling of any such claim or claims if they are likely to involve City, or to reduce or dilute insurance available for payment of potential claims.
L. Consultant agrees that the provisions of this section shall not be construed as limiting in any way the extent to which the Consultant may be held responsible for the payment of damages resulting from the Consultant’s activities or the activities of any person or person for which the Consultant is otherwise responsible.
5.4 Sufficiency of Insurers. Insurance required in this Agreement shall be provided by authorized insurers in good standing with the State of California. Coverage shall be provided by insurers admitted in the State of California with an A.M. Best’s Key Rating of B++, Class VII, or better, unless such requirements are waived in writing by the City Manager or his designee due to unique circumstances.
5.5 Verification of Coverage. Consultant shall furnish City with both certificates of insurance and endorsements, including additional insured endorsements, affecting all of the coverages required by this Agreement. The certificates and endorsements are to be signed by a person authorized by that insurer to bind coverage on its behalf. All proof of insurance is to be received and approved by the City before work commences. City reserves the right to require Consultant’s insurers to provide complete, certified copies of all required insurance policies at any time. Additional insured endorsements are not required for Errors and Omissions and Workers’ Compensation policies.
Verification of Insurance coverage may be provided by: (1) an approved General and/or Auto Liability Endorsement Form for the City of Palm Springs or (2) an acceptable Certificate of Liability Insurance Coverage with an approved Additional Insured Endorsement with the following endorsements stated on the certificate:
A. "The City of Palm Springs, its officials, employees, and agents are named as an additional insured…” ("as respects City of Palm Springs Contract No.___" or "for any and all work performed with the City" may be included in this statement).
B. "This insurance is primary and non-contributory over any insurance or selfinsurance the City may have..." ("as respects City of Palm Springs Contract No.___" or "for any and all work performed with the City" may be included in this statement).
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C. "Should any of the above described policies be canceled before the expiration date thereof, the issuing company will mail 30 days written notice to the Certificate Holder named." Language such as, “endeavor to” mail and "but failure to mail such notice shall impose no obligation or liability of any kind upon the company, its agents or representative" is not acceptable and must be crossed out.
D. Both the Workers’ Compensation and Employers' Liability policies shall contain the insurer's waiver of subrogation in favor of City, its elected officials, officers, employees, agents, and volunteers.
In addition to the endorsements listed above, the City of Palm Springs shall be named the certificate holder on the policies. All certificates of insurance and endorsements are to be received and approved by the City before work commences. All certificates of insurance must be authorized by a person with authority to bind coverage, whether that is the authorized agent/broker or insurance underwriter. Failure to obtain the required documents prior to the commencement of work shall not waive the Consultant’s obligation to provide them.
6. INDEMNIFICATION
6.1 Indemnification and Reimbursement. To the fullest extent permitted by law, Consultant shall defend (at Consultant’s sole cost and expense), indemnify, protect, and hold harmless City, its elected officials, officers, employees, agents, and volunteers (collectively the “Indemnified Parties”), from and against any and all liabilities, actions, suits, claims, demands, losses, costs, judgments, arbitration awards, settlements, damages, demands, orders, penalties, and expenses including legal costs and attorney fees (collectively “Claims”), including but not limited to, Claims arising from injuries to or death of persons (Consultant’s employees included), for damage to property, including property owned by City, for any violation of any federal, state, or local law or ordinance or in any manner arising out of, pertaining to, or incident to any acts, errors or omissions, or willful misconduct committed by Consultant, its officers, employees, representatives, and agents, that arise out of or relate to Consultant’s performance of Services or this Agreement. This indemnification clause excludes Claims arising from the sole negligence or willful misconduct of the Indemnified Parties. Under no circumstances shall the insurance requirements and limits set forth in this Agreement be construed to limit Consultant’s indemnification obligation or other liability under this Agreement. Consultant’s indemnification obligation shall survive the expiration or earlier termination of this Agreement until all actions against the Indemnified Parties for such matters indemnified are fully and finally barred by the applicable statute of limitations or, if an action is timely filed, until such action is final.
6.2 Design Professional Services Indemnification and Reimbursement. If Consultant’s obligation to defend, indemnify, and/or hold harmless arises out of Consultant’s performance as a “design professional” (as that term is defined under Civil Code section 2782.8), then, and only to the extent required by Civil Code section 2782.8, which is fully incorporated herein, Consultant’s indemnification obligation shall be limited to the extent which the Claims arise out of, pertain to, or relate to the negligence, recklessness, or willful misconduct of the Consultant in the performance of the Services or this Agreement, and, upon Consultant obtaining a final adjudication by a court of competent jurisdiction, Consultant’s liability for such claim, including the cost to defend, shall not exceed the Consultant’s proportionate percentage of fault.
7. REPORTS AND RECORDS
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7.1 Accounting Records. Consultant shall keep complete, accurate, and detailed accounts of all time, costs, expenses, and expenditures pertaining in any way to this Agreement.
Consultant shall keep such books and records as shall be necessary to properly perform the Services required by this Agreement and to enable the Contract Officer to evaluate the performance of such Services. The Contract Officer shall have full and free access to such books and records at all reasonable times, including the right to inspect, copy, audit, and make records and transcripts from such records.
7.2 Reports. Consultant shall periodically prepare and submit to the Contract Officer such reports concerning the performance of the Services required by this Agreement, or as the Contract Officer shall require. Consultant acknowledges that the City is greatly concerned about the cost of the Work to be performed under this Agreement. For this reason, Consultant agrees that Consultant shall promptly notify the Contract Officer the estimated increased or decreased cost if Consultant becomes aware of any facts, circumstances, techniques, or events that may or will materially increase or decrease the cost of the Services. If Consultant is providing design services, Consultant shall promptly notify the Contract Officer the estimated increased or decreased cost for the project being designed if Consultant becomes aware of any facts, circumstances, techniques, or events that may or will materially increase or decrease the cost of the design services.
7.3 Ownership of Documents. All drawings, specifications, reports, records, documents, memoranda, correspondence, computations, and other materials prepared by Consultant, its employees, subconsultants, and agents in the performance of this Agreement shall be the property of City and shall be promptly delivered to City upon request of the Contract Officer or upon the termination of this Agreement. Consultant shall have no claim for further employment or additional compensation as a result of the exercise by City of its full rights of ownership of the documents and materials. Any use of such completed documents for other projects and/or use of incomplete documents without specific written authorization by the Consultant will be at the City's sole risk and without liability to Consultant, and the City shall indemnify the Consultant for all resulting damages. Consultant may retain copies of such documents for their own use.
Consultant shall have an unrestricted right to use the concepts embodied tin this Agreement.
Consultant shall ensure that all its subconsultants shall provide for assignment to City of any documents or materials prepared by them. In the event Consultant fails to secure such assignment, Consultant shall indemnify City for all resulting damages.
7.4 Release of Documents. All drawings, specifications, reports, records, documents, and other materials prepared by Consultant in the performance of Services under this Agreement shall not be released publicly without the prior written approval of the Contract Officer.
All information gained by Consultant in the performance of this Agreement shall be considered confidential and shall not be released by Consultant without City’s prior written authorization.
7.5 Audit and Inspection of Records. After receipt of reasonable notice and during the regular business hours of City, Consultant shall provide City, or other agents of City, such access to Consultant’s books, records, payroll documents, and facilities as City deems necessary to examine, copy, audit, and inspect all accounting books, records, work data, documents, and activities directly related to Consultant’s performance under this Agreement. Consultant shall maintain such books, records, data, and documents in accordance with generally accepted accounting principles and shall clearly identify and make such items readily accessible to such parties during the term of this Agreement and for a period of three (3) years from the date of final payment by City hereunder.
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8. ENFORCEMENT OF AGREEMENT
8.1 California Law and Venue. This Agreement shall be construed and interpreted both as to validity and as to performance of the Parties in accordance with the laws of the State of California. Legal actions concerning any dispute, claim, or matter arising out of or in relation to this Agreement shall be instituted in the Superior Court of the County of Riverside, State of California, or any other appropriate court in such County, and Consultant covenants and agrees to submit to the personal jurisdiction of such court in the event of such action.
8.2 Interpretation. This Agreement shall be construed as a whole according to its fair language and common meaning to achieve the objectives and purposes of the Parties. The terms of this Agreement are contractual and the result of negotiation between the Parties. Accordingly, any rule of construction of contracts (including, without limitation, California Civil Code Section 1654) that ambiguities are to be construed against the drafting party, shall not be employed in the interpretation of this Agreement. The caption headings of the various sections and paragraphs of this Agreement are for convenience and identification purposes only and shall not be deemed to limit, expand, or define the contents of the respective sections or paragraphs.
8.3 Default of Consultant. Consultant’s failure to comply with any provision of this Agreement shall constitute a default.
A. If the City Manager, or his designee, determines that Consultant is in default in the performance of any of the terms or conditions of this Agreement, he/she shall notify Consultant in writing of such default. Consultant shall have ten (10) days, or such longer period as City may designate, to cure the default by rendering satisfactory performance. In the event Consultant fails to cure its default within such period of time, City shall have the right, notwithstanding any other provision of this Agreement, to terminate this Agreement without further notice and without prejudice of any remedy to which City may be entitled at law, in equity, or under this Agreement. Consultant shall be liable for all reasonable costs incurred by City as a result of such default. Compliance with the provisions of this section shall not constitute a waiver of any City right to take legal action in the event that the dispute is not cured, provided that nothing shall limit City’s right to terminate this Agreement without cause under Section 3.2.
B. If termination is due to the failure of the Consultant to fulfill its obligations under this Agreement, City may, after compliance with the provisions of Section 8.3(A), take over the work and prosecute the same to completion by contract or otherwise. The Consultant shall be liable to the extent that the total cost for completion of the Services required hereunder exceeds the Maximum Contract Amount (provided that the City shall use reasonable efforts to mitigate such damages). The City may withhold any payments to the Consultant for the purpose of set-off or partial payment of the amounts owed the City as previously stated. The withholding or failure to withhold payments to Consultant shall not limit Consultant’s liability for completion of the Services as provided in this Agreement.
8.4 Waiver. No waiver of any provision of this Agreement shall be effective unless in writing and signed by a duly authorized representative of the Party against whom enforcement of a waiver is sought. Any waiver by the Parties of any default or breach of any covenant, condition, or term contained in this Agreement, shall not be construed to be a waiver of any subsequent or other default or breach, nor shall failure by the Parties to require exact, full, and complete compliance with any of the covenants, conditions, or terms contained in this Agreement be construed as changing the terms of this Agreement in any manner or preventing the Parties from enforcing the full provisions.
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8.5 Rights and Remedies Cumulative. Except with respect to rights and remedies expressly declared to be exclusive in this Agreement, the rights and remedies of the Parties are cumulative and the exercise by either Party of one or more of such rights or remedies shall not preclude the exercise by it, at the same or different times, of any other rights or remedies for the same default or any other default by the other Party.
8.6 Legal Action. In addition to any other rights or remedies, either Party may take legal action, in law or in equity, to cure, correct, remedy or recover damages for any default, to compel specific performance of this Agreement, to obtain declaratory or injunctive relief, or to obtain any other remedy consistent with the purposes of this Agreement.
8.7 Attorney Fees. In the event any dispute between the Parties with respect to this Agreement results in litigation or any non-judicial proceeding, the prevailing Party shall be entitled, in addition to such other relief as may be granted, to recover from the non-prevailing Party all reasonable costs and expenses. These include but are not limited to reasonable attorney fees, expert consultant fees, court costs and all fees, costs, and expenses incurred in any appeal or in collection of any judgment entered in such proceeding. To the extent authorized by law, in the event of a dismissal by the plaintiff or petitioner of the litigation or non-judicial proceeding within thirty (30) days of the date set for trial or hearing, the other Party shall be deemed to be the prevailing Party in such litigation or proceeding.
9. CITY OFFICERS AND EMPLOYEES: NON-DISCRIMINATION
9.1 Non-liability of City Officers and Employees. No officer or employee of the City shall be personally liable to the Consultant, or any successor-in-interest, in the event of any default or breach by the City or for any amount which may become due to the Consultant or to its successor, or for breach of any obligation of the terms of this Agreement.
9.2 Conflict of Interest. Consultant acknowledges that no officer or employee of the City has or shall have any direct or indirect financial interest in this Agreement nor shall Consultant enter into any agreement of any kind with any such officer or employee during the term of this Agreement and for one (1) year thereafter. Consultant warrants that Consultant has not paid or given, and will not pay or give, any third party any money or other consideration in exchange for obtaining this Agreement.
9.3 Covenant Against Discrimination. In connection with its performance under this Agreement, Consultant shall not discriminate against any employee or applicant for employment because of actual or perceived race, religion, color, sex, age, marital status, ancestry, national origin ( i.e., place of origin, immigration status, cultural or linguistic characteristics, or ethnicity), sexual orientation, gender identity, gender expression, physical or mental disability, or medical condition (each a “prohibited basis”). Consultant shall ensure that applicants are employed, and that employees are treated during their employment, without regard to any prohibited basis. As a condition precedent to City’s lawful capacity to enter this Agreement, and in executing this Agreement, Consultant certifies that its actions and omissions hereunder shall not incorporate any discrimination arising from or related to any prohibited basis in any Consultant activity, including but not limited to the following: employment, upgrading, demotion or transfer; recruitment or recruitment advertising; layoff or termination; rates of pay or other forms of compensation; and selection for training, including apprenticeship; and further, that Consultant is in full compliance with the provisions of Palm Springs Municipal Code Section 7.09.040, including without limitation the provision of benefits, relating to non-discrimination in city contracting.
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10. MISCELLANEOUS PROVISIONS
10.1 Patent and Copyright Infringement. To the fullest extent permissible under law, and in lieu of any other warranty by City or Consultant against patent or copyright infringement, statutory or otherwise:
A. It is agreed that Consultant shall defend at its expense any claim or suit against City on account of any allegation that any item furnished under this Agreement, or the normal use or sale arising out of the performance of this Agreement, infringes upon any presently existing U.S. letters patent or copyright and Consultant shall pay all costs and damages finally awarded in any such suit or claim, provided that Consultant is promptly notified in writing of the suit or claim and given authority, information and assistance at Consultant’s expense for the defense of same, and provided such suit or claim arises out of, pertains to, or is related to the negligence, recklessness or willful misconduct of Consultant. However, Consultant will not indemnify City if the suit or claim results from: (1) City's alteration of a deliverable, such that City’s alteration of such deliverable created the infringement upon any presently existing U.S. letters patent or copyright; or (2) the use of a deliverable in combination with other material not provided by Consultant when it is such use in combination which infringes upon an existing U.S. letters patent or copyright.
B. Consultant shall have sole control of the defense of any such claim or suit and all negotiations for settlement in the event City fails to cooperate in the defense of any suit or claim, provided, however, that such defense shall be at Consultant’s expense. Consultant shall not be obligated to indemnify City under any settlement that is made without Consultant’s consent, which shall not be unreasonably withheld. If the use or sale of such item is enjoined as a result of the suit or claim, Consultant, at no expense to City, shall obtain for City the right to use and sell the item, or shall substitute an equivalent item acceptable to City and extend this patent and copyright indemnity thereto.
10.2 Notice. Any notice, demand, request, consent, approval, or communication that either party desires, or is required to give to the other party or any other person shall be in writing.
All notices shall be personally delivered, sent by pre-paid First Class U.S. Mail, registered or certified mail, postage prepaid, return receipt requested, or delivered or sent by facsimile with attached evidence of completed transmission. All notices shall be deemed received upon the earlier of (i) the date of delivery to the address of the person to receive such notice if delivered personally or by messenger or overnight courier; (ii) five (5) business days after the date of posting by the United States Post Office if by mail; or (iii) when sent if given by facsimile. Any notice, request, demand, direction, or other communication sent by facsimile must be confirmed within forty-eight (48) hours by letter mailed or delivered. Other forms of electronic transmission such as e-mails, text messages, and instant messages are not acceptable manners of notice required hereunder. Notices or other communications shall be addressed as follows:
To City: City of Palm Springs
Attention: City Manager & City Clerk
3200 E. Tahquitz Canyon Way
Palm springs, California 92262
Telephone: (760) 323-8204
Facsimile: (760) 323-8332
To Consultant: Multistudio, Inc.
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Attention: Amanda Harper
4200 Pennsylvania Ave
Kansas City MO 64111
10.3 Integrated Agreement. This Agreement constitutes the entire understanding between the Parties and supersedes and cancels all prior negotiations, arrangements, agreements, representations, and understandings, if any, made by or among the Parties with respect to the subject matter in this Agreement.
10.4 Amendment. No amendments or other modifications of this Agreement shall be binding unless through written agreement signed by all Parties.
10.5 Severability. Whenever possible, each provision of this Agreement shall be interpreted in such a manner as to be effective and valid under applicable law. If any provision of this Agreement shall be determined to be invalid by a final judgment or decree of a court of competent jurisdiction, such provision shall be ineffective only to the extent of such prohibition or invalidity, without invalidating the reminder of that provision, or the remaining provisions of this Agreement unless the invalid provision is so material that its invalidity deprives either Party of the basic benefit of their bargain or renders this Agreement meaningless.
10.5 Successors in Interest. This Agreement shall be binding upon and inure to the benefit of the Parties’ successors and assignees.
10.6 Third Party Beneficiary. Except as may be expressly provided for in this Agreement, nothing contained in this Agreement is intended to confer, nor shall this Agreement be construed as conferring, any rights, including, without limitation, any rights as a third-party beneficiary or otherwise, upon any entity or person not a party to this Agreement.
10.7 Recitals. The above-referenced Recitals are hereby incorporated into the Agreement as though fully set forth in this Agreement and each Party acknowledges and agrees that such Party is bound, for purposes of this Agreement, by the same.
10.8. Corporate Authority. Each of the undersigned represents and warrants that (i) the Party for which he or she is executing this Agreement is duly authorized and existing, (ii) he or she is duly authorized to execute and deliver this Agreement on behalf of the Party for which he or she is signing, (iii) by so executing this Agreement, the Party for which he or she is signing is formally bound to the provisions of this Agreement, and (iv) the entering into this Agreement does not violate any provision of any other Agreement to which the Party for which he or she is signing is bound.
10.9 Counterparts. This Agreement may be signed in counterparts, each of which shall constitute an original.
10.10 Compliance with Economic Sanctions in Response to Russia's Actions in Ukraine. When funding for the services is provided, in whole or in part, by an agency controlled of the State of California, Consultant shall fully and adequately comply with California Executive Order N-6-22 (“Russian Sanctions Program”). As part of this compliance process, Consultant shall also certify compliance with the Russian Sanctions Program by completing the form located in Exhibit “C” (Russian Sanctions Certification), attached hereto and incorporated herein by reference. Consultant shall also require any subconsultants to comply with the Russian Sanctions Program and certify compliance pursuant to this Section.
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[SIGNATURES ON NEXT PAGE]
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SIGNATURE PAGE TO PROFESSIONAL SERVICES AGREEMENT BY AND BETWEEN THE CITY OF PALM SPRINGS AND MULTISTUDIO, INC.
IN WITNESS WHEREOF, the Parties have executed this Agreement as of the dates stated below.
CONSULTANT:
By: ______________________________ By: _______________________________ Signature Signature
Date: __ Date:
CITY OF PALM SPRINGS:
APPROVED BY CITY COUNCIL:
Date: _______________ Item No.
APPROVED AS TO FORM: ATTEST:
By: ___________________________ By: _______________________________ City Attorney City Clerk
APPROVED:
By: _______________________________ Date:
City Manager –up to $150,000
Deputy/Assistant City Manager – up to $50,000
Director – up to $25,000
Manager – up to $5,000
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EXHIBIT “A”
SCOPE OF SERVICES
1.1. Background:
In response to evolving market demands and the need to maintain competitiveness in the regional convention landscape, the City of Palm Springs is initiating a comprehensive renovation and expansion of the Palm Springs Convention Center (PSCC). A cornerstone of the City’s hospitality and tourism economy, the PSCC has served as a premier venue for conferences, exhibitions, and community events since its original construction in 1984. A major expansion and modernization effort was completed in 2005, significantly increasing the facility’s capacity and enhancing its amenities. Despite these improvements, many of the PSCC’s core systems, finishes, and functional spaces now require further upgrades to meet current industry standards and user expectations.
The City, together with its hospitality stakeholders, has expressed the intent to establish a identifiable, branded convention district that links the PSCC with adjacent properties and the downtown core while enhancing the pedestrian experience, resolving traffic conflicts, and providing graphic continuity through placemaking and wayfinding.
The City of Palm Springs is soliciting qualifications from urban design and landscape architecture teams, along with brand and marketing teams, to lead the planning and design of a district scale urban connectivity strategy that links the PSCC with adjacent properties and the downtown core and identifies the PSCC District in harmony with the world class destination of Palm Springs. This work will be a critical component of a broader PSCC Renovation and Expansion Project for the Convention Center, which is being delivered in multiple stages in a separate solicitation (RFQ #16-25):
Part 2: Brand Identity and District Marketing
In addition, a major component of work product will include branding and marketing specialists integrated with the urban design and project team that establishes a convention center district identity that will visually connect the user and the PSCC from the facility to downtown.
A. Objectives
a. Develop a compelling and authentic brand identity that reflects the unique character of the district and Palm Springs as a whole.
b. Engage community stakeholders to ensure the brand resonates with diverse audiences and reflects the values of Palm Springs.
c. Create professional standards for consistent brand use across all platforms. d. Deliver a coordinated launch plan to introduce the district locally, regionally, and nationally, working in collaboration with stakeholders, the city and city consultants.
e. Provide both near-term and long-term marketing strategies to sustain momentum and visibility.
B. Discovery & Research
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a. Conduct stakeholder interviews, listening sessions, and community engagement workshops to gather insights.
b. Audit existing convention center, downtown, and tourism marketing assets for alignment and opportunities.
c. Analyze comparable districts and destinations to identify positioning opportunities that are unique to Palm Springs.
C. Brand Identity Development
a. Propose a naming strategy and brand story that articulates the district’s vision and purpose.
b. Create a comprehensive visual identity system (logo, color palette, typography, iconography, templates).
c. Draft key messaging and brand voice guidelines for consistent communication. d. Deliver a Brand Standards & Guidelines Manual for City, partners, and stakeholders.
D. Participation in Community Engagement Plan
a. Facilitate multiple listening and design feedback sessions with residents, businesses, tourism partners, and cultural organizations. b. Incorporate feedback to refine brand deliverables.
c. Develop clear communication materials to ensure transparency and community buy-in working in collaboration with the City, partners and stakeholders. d. Include a stakeholder engagement strategy that ensures residents, user groups, associations, and other relevant parties are provided meaningful opportunities to participate in the development of the urban design concept. e. Provide written records and summaries of the results of all public processes and communications strategies.
f. Help to build consensus and agreement on the plan and if consensus is not possible, provide information for informed decision marking. g. Demonstrate how the urban connector concept will address the needs and priorities of key stakeholder groups, including residents, local businesses, Tribal communities, and visitors.
h. Conduct various public workshops or charrettes feeding directly into concept design of the urban connectors, including one student/youth focused event and one design community round table.
E. Marketing and Communications Strategy
a. Develop a launch plan with timelines, tactics, and channels (earned, owned, paid media).
b. Recommend public events, activations, and press strategies for unveiling the district brand.
c. Create a Short-Term Marketing Plan (first 12-18 months) focused on awareness and adoption.
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d. Create a Long-Term Marketing Plan (2-5 years) to sustain and grow recognition, with recommendations for partnerships and campaigns.
e. Develop launch and “evergreen” video assets for use by the City F. Project Management and Collaboration
a. Regular progress meetings with City staff, designated working committee, and City consultants.
b. Periodic milestone presentations for feedback and approval. c. Project schedule with clear phases, deliverables, and decision points. d. Final deliver of all source files and rights for City ownership and use.
G. Anticipated professional services:
a. Environmental Graphics
b. Branding and Marketing
c. Video design and production
H. Deliverables (in collaboration with the Urban Design deliverables):
a. Stakeholder research summary report,
b. District brand identity package (digital and print-ready formats) c. Video asset(s)
d. Brand Standards and Guidelines Manual.
e. Marketing launch plan.
f. Stort-term (12-18 month) marketing strategy.
g. Long-term (2-5 year) marketing roadmap.
1.2. Schedule:
Work will commence on January 1, 2026, and all work shall be completed by December 31, 2027. Current project planning is based on the following milestones.
Architectural services contract award November2025
District Planning design services contract award December 2025 Stage 1 Construction Begins June 2026
Stage 1 Construction Complete February 2027
Stage 2 Construction Begins March 2027
Stage 2 Construction Complete June 2028
District Improvements Construction Begins January 2027
District Improvements Construction Complete December 2027 Consultant shall coordinate with the other PSCC projects to align the urban planning scope to be designed, permitted and constructed to match the PSCC Renovation and Expansion substantial completion timeline.
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1.3. Compensation:
Work will be compensated on an hourly rate basis in accordance with individually approved proposals resulting in the issuance of purchase orders. Contract pricing includes all labor, expenses, and incidentals to complete the work outlined in the contract scope. The Consultant may request monthly payments based on the percentage of work completed for the previous month as long as a detailed progress report is provided to support the amount requested. No additional compensation will be due by the City unless the contract is modified for additional work requested by the City.
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EXHIBIT “B”
SCHEDULE OF COMPENSATION
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EXHIBIT “C”
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ATTACHMENT C
Public Integrity
Disclosure Forms
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CITY COUNCIL STAFF REPORT
DATE: DECEMBER 10, 2025 CONSENT CALENDAR
SUBJECT: AWARD OF A CONSTRUCTION CONTRACT TO MATICH
CORPORATION IN THE AMOUNT OF $451,031 FOR AIRPORT
STORMWATER OUTFALL REPAIR PROJECT (“THE PROJECT”),
AIRPORT PROJECT PSP-01
FROM: Scott C. Stiles, City Manager
BY: Department of Aviation
SUMMARY:
Upon award of this contract and approval of the task order, the Palm Springs International Airport (Airport) will be authorized to proceed with the construction phase of the Project.
RECOMMENDATION:
1. Award a construction contract to Matich Corporation in the amount of $451,031 for Airport Stormwater Outfall Repair Project, Airport Project PSP-01.
2. Authorize the City Manager or designee to execute all necessary documents.
BUSINESS PRINCIPAL DISCLOSURE:
The Public Integrity Disclosure form from Matich Corporation is included as Attachment A.
BACKGROUND:
The Airport’s existing stormwater outfall structures are located at the low points of the Airport property that is depicted in Figure 1 - Site Vicinity Map. Stormwater outfall structures are critical components of stormwater management systems, designed to manage the discharge of water from drainage systems to ensure that stormwater is managed effectively and with minimal negative impact on the surrounding environment.
In August 2023, Tropical Storm Hilary struck the Palm Springs area, producing a stormdrain event that surpassed 100-year flood levels. The storm runoff caused extensive damage to the existing stormwater outfall structures as depicted in Figures 2 and 3, and
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City Council Staff Report
December 10, 2025 -- Page 2
Award of a Construction Contract to Matich Corporation
eroded the surrounding land at Palm Springs International Airport near Hangar 18 (Figure 1- Site Vicinity Map), including portions of the asphalt pavement parking lot and the adjacent security fence line. The Project will remove and replace the stormwater outfall structures, restore the eroded pavement, and install a new 8-foot security fence to meet Federal Aviation Administration requirements.
Figure 1 – Site Vicinity Map
Stormwater Outfall
Structures
Hangar
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City Council Staff Report
December 10, 2025 -- Page 3
Award of a Construction Contract to Matich Corporation
Figure 2
Figure 3
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City Council Staff Report
December 10, 2025 -- Page 4
Award of a Construction Contract to Matich Corporation
STAFF ANALYSIS:
The Project was advertised for bidding in The Desert Sun, industry plan rooms, and the PlanetBids™ electronic bid system on November 25, 2024 and on January 21 2025. No bids were received.
With no bids received, staff contacted multiple local vendors to determine the reasons why no proposals were submitted. The firms indicated to staff that the project’s scope of work was too small for the multiple trades required for the project, and the 50% selfperformance requirement further limited their ability to act as the prime contractor. Staff asked the vendors if a reduced self-performance requirement would be an incentive to submit a proposal, and the vendors responded that a reduced self-performance requirement would not be an incentive to submit a proposal.
Based on the feedback that was received from the local vendors, staff determined that rebidding the Project would not improve vendor participation, as no additional or comparable scope is available to make the project more commercially viable. Staff also concluded that rebidding the Project was not advisable, due to the need to repair the stormwater outfall structures for future storm events. To proceed with the Project, staff opted to use the guidelines set forth in Palm Springs Municipal Code Section 7.03.04(8).
Pursuant to Section 7.03.04(8), if no bids are received, the procurement may be performed by City employees by force account or by negotiated contract without further complying with this title.
On January 27, 2025, staff solicited a proposal from Matich Corporation (Matich). On April 9, 2025, staff received Matich’s proposal for the amount of $641,957. Due to higher priorities of repairs at the Airport and the cost exceeding the allocated budget, staff determined that the Project would need to be postponed until Fiscal Year 2025-2026.
In June 2025, staff inquired about negotiating a reduced proposal with Matich. On July 28, 2025, Matich submitted a reduced proposal for an amount of $616,202. Staff informed Matich that the proposal exceeded the allocated budget of $500,000. To bring the proposal in line with the Airport’s allocated budget, Matich worked with staff to identify and remove any excessive costs from their proposal.
On November 4, 2025, Matich submitted a reduced proposal in the amount of $451,031, and staff is recommending that the Project be awarded to Matich. The proposed agreement is included as Attachment B.
ENVIRONMENTAL ASSESSMENT:
In accordance with the California Environmental Quality Act (“CEQA”) Guidelines Section 15301 “Existing Facilities”, Class 1 projects consist of the operation, repair, maintenance, permitting, leasing, licensing, or minor alteration of existing public structures, facilities, mechanical equipment or topographical features involving negligible or no expansion of
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City Council Staff Report
December 10, 2025 -- Page 5
Award of a Construction Contract to Matich Corporation
existing or former use. Therefore, Staff has determined that the Airport Stormwater Outfall Repair Project, Airport Project PSP-01, is considered categorically exempt from CEQA.
ALIGNMENT WITH STRATEGIC PLANNING:
This item aligns with City Council Strategic Plan Broad Goal of Infrastructure and Facilities, and it also supports the Airport’s 2025-2029 Strategic Plan’s Strategic Priorities for Operational Excellence and Infrastructure.
FISCAL IMPACT:
Sufficient funds are budgeted in Fiscal Year 2025-2026 in the Department of Aviation, Airport Capital Projects Account 4167065-80000.
REVIEWED BY:
Executive Director of Aviation: Harry Barrett Jr.
City Attorney: Oscar Verdugo
City Manager: Scott Stiles
ATTACHMENTS:
A. Public Integrity Disclosure Form
B. Construction Agreement
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ATTACHMENT A
PUBLIC INTEGRITY DISCLOSURE FORM
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PUBLIC INTEGRITY DISCLOSURE APPLICANT DISCLOSURE FORM
1. Name of Entity
Matich Corporation
2. Address of Entity (Principle Place of Business)
1596 Harry Sheppard Blvd, San Bernardino, CA 92408
3. Local or California Address (if different than #2)
13984 Apache Trail, Cabazon, CA 92230
4. State where Entity is Registered with Secretary of State California
If other than California, is the Entity also registered in California? □ Yes □ No
5. Type of Entity
M Corporation □ Limited Liability Company □ Partnership □ Trust □ Other (please soecifv)
6. Officers, Directors, Members, Managers, Trustees, Other Fiduciaries (please specify) Note: If any response is not a natural person, please identify all officers, directors, members, managers and other fiduciaries for the member, manager, trust or other entity Robert M. Matich rs( Officer D Director □ Member D Manager President □ General Partner □ Limited Partner
D Other
Randall S. Valadez �Officer □ Director □ Member □ Manager Vice President, Treasurer, & Corporate Secretary □ General Partner □ Limited Partner □ Other
Jacob 0. Reade isl Officer □ Director □ Member □ Manager Vice President - Construction Operations □ General Partner □ Limited Partner D Other
CITY OF PALM SPRINGS- PUBLIC INTEGRITY DISCLOSURE
APPLICANT DISCLOSURE FORM
AIRPORT TAXIWAY REHABILITATION
CITY PROJECT NO. 21-27
FEBRUARY 2024