Dainius Marijosius
Sales Director - West
. 541-815-2444
[email protected]
Price Proposal
FOR
City of San Bernardino, CA
September 29, 2025
presented by
RENTALSCAPE
engineered by
deckard
technologies
1620 Fifth Ave • Suite 400 • San Diego, CA 92101
-
Table of
Contents
Executive Summary ...... ..3
References..... 5
Proposed Products. 6
Implementation & Training. 9
Pricing Proposal. . 10
Product Line. .. 13
2 RENTALSCAPE
Executive Summary
Rentalscape Short-Term Rental ID & Monitoring Platform
Deckard Technologies utilizes data science expertise to assist local governments with managing their compliance activity and enforcement, such as short-term rental (STR) properties. Our technology ensures that everyone is held accountable to play by the same set of rules, follow all guidelines and ordinances, and pay their fair share of fees and taxes. To accurately track activity within the City of San Bernardino, the Rentalscape platform identifies the exact address of the STR listings within the City limits, enabling accurate display of STR activity within the City and within community districts. Rentalscape groups listings and calculates statistics on a per-property basis. By mapping the exact location of properties, Rentalscape avoids double-counting activity.
Knowing the exact location of STR properties enables compliance, enforcement, tax collection and complaint management activities.
About Rentalscape
Deckard's Dashboard management platform for STR will discover, identify, and efficiently present all STR activity in the City of San Bernardino, using unique technical capabilities such as its proprietary future booking detection software, automatic non-compliance recognition, industry-best address identification.
Rentalscape is the only platform that
automatically updates upcoming rentals and
bookings shortly after reservations are made.
This allows Rentalscape users to reach out to
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owners and hosts who are unlawfully renting
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onen and address any issues relating to these future
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rentals long before guests arrive, thereby
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Decei eliminating disturbances, neighbor complaints
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and other common issues that often arise from
illegal rentals.
Aggregate fraters:
Host Restran Seating Actobe Address
$25.300 37% 270
Property Detaito
240060220000
Sites Monitored
Bookings, Cost, Occupancy
Amarago Dol, Peso Transent Occupercy Tim
$2,279 $2.530
Kats 101
Host Revenue
Average Daily Rate
3 est nara
Rentalscape maintains a database of every 232 beatated propurtien lis booking and stay made on all major platforms.
Our system contains information dating back
to late 2019 for every STR in the City of San
Bernardino. All data can be viewed
interactively on the Rentalscape portal with sultanted Latinach o 92251
unlimited user access and downloaded on
demand in Microsoft Excel format.
Rentalscape dashboard map view shows the
exact location of all STR activity, includes
17413 Calle Escmada La Quinta
districts as defined by the City and displays CA 9275S
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individual property information and aggregate
statistics on a per district basis.
Rentalscape presents detailed STR activities
including the precise address, owner Sile Ass Sads L Quet information, booking history, availability and 02.000
more. For each individual booking, the
platform provides the actual date the
reservation was made as well as the start and
end date of each booking, ensuring that the
City is able to distinguish back-to-back
bookings. These insights are not possible to
achieve by simply viewing the listings itself.
Figure 2: Rentalscape Map
In Summary
In every jurisdiction in which we are providing service we have increased compliance and improved tax collection. Our process starts with producing the cleanest data possible - ensuring reporting is accurate and compliance levels are carefully monitored. We have in-house property appraisers and STR property managers.
We also regularly consult with City staff to ensure we are always up to date with the latest STR best practices.
Our systems come with unlimited user access and unlimited end-user training. Our customers give testimonials regarding the ease of use of our systems and vastly superior level of customer service when compared to other providers in the market.
4 RENTALSCAPE
References
We believe that continuous innovation is required to face the challenges of today and of tomorrow. We are proud of our achievements and solutions that enable cities and counties to manage short-term rental activities and to ensure local rules and ordinances are enforced for the betterment of local residents.
The following references are examples of successful partnerships between Deckard Technologies & its clients.
City of La Quinta, CA City of Irvine, CA
Gil Villalpando Nathan Lynch
Asst. City ManAger Code Enforcement
[email protected] [email protected]
760-777-7094 949-536-4035
Product:
Product:
Rentalscape, Custom Services Rentalscape
City of Rancho Palos Verdes, CA
Ara Mihranian
City Manager
[email protected]
310-544-5207
Product:
Rentalscape, Outreach Campaign
City of Corona, CA
Rachel Bottka
Code Compliance Supervisor
[email protected]
951-736-2429
Product:
Rentalscape
Proposed Products
The Rentalscape Portal
The Rentalscape portal is a cloud-based system for City staff to track STR properties, monitor STR activity, manage STR permits and record information about properties. The data in the system is constantly being updated as new properties are discovered and address identified, as new permit applications are made and as permits are expired or revoked
The Rentalscape portal displays information on all STR listings found within the City going back at least 12 months. We use US Census data to identify City limits and any parcels or listings within the limits are monitored.
Rentalscape also tracks properties outside the City until they are accurately identified. On occasion, the STR listing estimated location for a property falls outside the City, but the actual location of the property once address identified is inside the City. Rentalscape displays:
1. Any permitted STR property
2. Any property with a currently live STR listing
3. Any property with historic STR listings
4. Any property with a future or past STR booking (even if the property currently does not have a live listing) Rentalscape includes the ability to filter the properties displayed (e.g., only permitted properties, or only properties in a specific HOA), and to download all results. All data displayed is available for direct download from Rentalscape.
Information shown in Rentalscape for each property includes:
Property characteristics
1. Property address
2. Owner name and mailing address
3. Residential type (primary residence, secondary/investment property)
4. Property type
5. Number of bedrooms and bathroom at the property, per public records data
6. A map showing the property's location
7. Maximum occupancy per the City of San Bernardino ordinance 6 RENTALSCAPE
Listing characteristics
1. Listing URL for each listing associated with each specific property
2. Listing ad ID for each listing associated with each specific property
3. Rental calendar showing current month's activity as well as past twelve months and upcoming three months booking activity (frequently updated calendar)
4. Rentalscape clearly and easily differentiates between regular bookings and host-blocked dates that are not revenue-generating
5. Host name (when available)
6. Stay limitations (minimum/maximum)
7. Permit/license number if included in the listing
8. Daily Rental rate at time of booking
9. Rental frequency
10. Individual links to all active listing for the property
11. PDF copy of each listing, as well as a history of all previous versions of the listing, to identify any possible changes, as well as keep a record in case the listing is taken down by the host. Each image has a date- stamp showing when it was created and is kept indefinitely.
12. Rental type (Whole home, shared home)
13. Bedrooms and bathrooms advertised
14. Maximum occupancy, per listing
Estimated sales tax based on rental activity
1. Occupancy rate
2. Estimated rental income
3. Estimated tax
Rentalscape is configured to match the City's ordinance and is capable of flagging violations following the City's exact rules, including but not limited to permit registration and occupancy advertised versus permitted occupancy. Rentalscape looks for bookings less than 30 days when flagging STRs. When bookings longer than 30 days are created, these are correctly categorized as long-term rentals and do not cause a property to be treated as an STR.
Rentalscape actively monitors permit status and STR listings daily, flagging violations as they occur. We have encountered situations where other providers have flagged properties as "no longer listed" or "only performing long-term rentals", that later re-list or take a short-term booking, and are subsequently missed by these other vendors as violating the City ordinance. Rentalscape continuously monitors every listing every day including bookings up to a year in advance. As soon as an unpermitted booking is taken, Rentalscape sets a violation. 7 Rentalscape includes a Dashboard that provides an overview of all STR activity in the City. This Dashboard includes aggregated revenue, bookings, and property data, and highlights top-earning hosts and owners as seen below. Please note that some charts will not be activated until we go live in the City of San Bernardino. 103 18% 3.179.331 Most Activa Hosts Top Online Platforms STR Fropustles Booking Activities Host Revenur
Steven $242.009 Airbab
Flipkey
/ 160
Michelle $234.252 0 (0%) Q
B Miguel $221.564
© Shawn $164,827 Vibo Others
14(12%) @
* Golden Stays $144,051
STR Properties Booking Activities Host Revenue Average Daily Rate 109=2 18% 4 $3,179.332 $151634 $534 I5#6
STR Propertles This Month Occupancy This Month Total. Reverue Ang Rode This Month /..%
Transient Occupancy Tax Unit Type Rental Size Ontite Platforms $317,932 325360 • Est mated Viso Aliphey Others
0% 78% 22% 54% 19% 18% DY s 136% 12%
:d. 11="
STR PROPERTIES ESTIMATED TAX REVENUE
MOST ACTIVE HOSTS UNIT TYPE
TOP PLATFORMS RENTAL SIZE
BOOKING ACTIVITIES ONLINE PLATFORMS
HOST REVENUE
AVERAGE DAILY RATE
Figure 3: Rentalscape the City of San Bernardino Dashboard Example 8 • RENTALSCAPE
Implementation
& Training
Implementation is on your timeline!! Upon Contract signing, Deckard will assign the City of San Bernardino a Dedicated Account Manager, who will work with the City to develop "best practices" based on Deckard's experiences with other clients. The Client Success Manager will ensure that the implementation process proceeds smoothly and will be the main point of contact for any questions, suggestions, training, or concerns.
The Client Success Manager will also participate in periodic calls with City staff as requested.
Since Rentalscape is cloud-based, no hardware or software installation is required.
Most jurisdictions have been up and running with Rentalscape within a couple weeks with Address Identification complete within 4 weeks of receipt of the permit and listing data.
Sample Timeline
Initial Address
Ientification
Program
Kickoff Complete
Average 24 weeks
after Rentalscape
Onboarding
November 08 November 15 December 22 Jarkany
November 01
Onboarding & Customer
Contract Training Handoff
Signing At client's convenience
and receipl of Permit & Systems ready and live
isting Data (typically 1-
veeks kickof:
Figure 4: Sample Timeline for Rentalscape
9 Pricing Proposal
Currently, Rentalscape is showing close to 355 live STR listings in the City of San Bernardino. Based on the number of live STR listings, we estimate there are 150+ short-term rental properties in the City, advertised on one
or more platforms.
Deckard Technologies can provide a comprehensive, all-inclusive system that meets the requirements specified in the Proposal. Alternatively, each of our products is available for individual purchase as standalone items, allowing for tailored solutions to meet specific needs.
We only charge fees on a per property, not per listing, basis. Since a single property can have multiple listings, we feel it is unfair to charge fees based on listing count. Finally, we do not charge one fee for compliance monitoring and another for rental activity monitoring as, in our view, these are the same service.
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BOOKING NEI
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listing websites
10 RENTALSCAPE
Base Product Pricing
ADDRESS IDENTIFICATION, COMPLIANCE MONITORING, & RENTAL ACTIVITY Price
REPORTING
• Identify property & address
• Identify property owner address
$7,500
• Real-time reporting of all new listings & frequent calendar monitoring Annually • 10,000+ Websites monitored Daily, worldwide
• FutureCast™™ - Identify future bookings as they are made on the rental platform
OUTREACH CAMPAIGN
• Letter campaign to inform STR illegal operators regarding compliance requirements and procedures INCLUDED
• All letter templates will receive City approval pre-campaign • Campaign includes one Introductory letter and two additional escalation letters
REPORTING & ANALYSIS
• On Demand, Dynamic reporting, offering multiple ad hoc reports INCLUDED • Filters allowing users to focus on specific segments of the STR population
DEDICATED ACCOUNT MANAGER
• Single Point of Contact for City staff for all matters • Ensures the City is following Industry best practices INCLUDED • Shepherds the implementation process from start to finish • Periodic meetings/calls throughout the life of the account
UNLIMITED ACCOUNTS & TRAINING SESSIONS
• No limit on the number of Rentalscape user accounts
• No per-session training costs INCLUDED
• Single Sign-On (SSO) available
• Dedicated client support staff available to assist with costumer request TOTAL YEAR ONE $7,500
Note: Pricing valid for 90 days
Note 2: Pricing Confidential
11 Optional Products Pricing
STR REGISTRATION PORTAL
• Online, intuitive portal for registration and renewal $5,000 (OPTIONAL)
• Fields configurable to meet City needs
• Identify properties that need registration fee
• Provide daily reports on new and modified permits
TAX PAYMENT PORTAL
• Easy to use online tax payment portal $5,000
(OPTIONAL)
• Configurable tax, late fee and interest rates on a per-property basis • Provide daily reports on tax payments and remittances to the City COMPLAINT 24/7 HOTLINE & ONLINE FORM
• 24/7 US bilingual (upon request) call center with live agents - Classic (see Page 13 for Detail $3,500 Information) (OPTIONAL)
• Online complaint form (Complaint Form only $2,000)
CONSTITUENT PORTAL
• Public facing portal (Link placed on Jurisdiction's website) $5,000 (OPTIONAL)
• Permit/Licensing Data and Responsible Party Contact Info for every STR Property (Standard)
INSPECTION MODULE
• Enables field agents to create notes, comments, complaints, or tickets directly from the field during $5,000 the inspections (mobile enabled) (OPTIONAL)
• Record inspection data, including notes and complaints • E-mail inspection results to property owners and City staff 12 RENTALSCAPE
Product Line
STR Registration and Renewal Portal
This system is fully configurable and tailored to each client, featuring custom branding and fields specific to jurisdiction requirements, such as occupancy limits and bedroom counts. It securely collects necessary documents for the STR registration process and includes an approval portal for efficient registration management. The platform offers configurable permit/license pricing and expiration settings, facilitates the collection of permit fees, supports renewals and updates, and provides regular reporting capabilities.
Letter Campaign for STR Hosts
Rentalscape will create and distribute letters to illegal operators, detailing the jurisdiction's STR ordinances, requirements, and procedures. All letter templates will be reviewed and approved by the jurisdiction's staff before mailings commence. Our strategically timed, targeted letter campaigns have proven highly effective, reducing the number of unregistered hosts by over 50% within the first six months of new client engagement.
Tax Payment Portal
The portal facilitates tax collection from STR operators on a monthly, quarterly, or yearly basis. The Rentalscape Tax Payment system gathers data on nights available for booking and nights booked, and it is customized to each jurisdiction. It features automatic tax calculation based on the jurisdiction's tax rate, incorporates late fee and penalty computations, and provides the flexibility to apply leniency on a collective jurisdiction basis when necessary. Using Stripe for payment processing, the system accepts credit card and ACH payments, with funds remitted directly to the jurisdiction. It also generates nightly reports for easy reconciliation, significantly reducing the manual effort associated with processing paper forms.
24/7 Complaint Line & Online Complaint Portal
The Complaint Line is available 24/7 to field public complaints related to short-term rentals, operated by live, U.S.- based call takers. Call takers collect essential information, such as the address, property owner, type of incident, and date, and then notify the designated jurisdiction contact. Our hotline services are offered at three different levels to accommodate various needs.
Basic: Standard call flow. Information is taken Classic: Call Center will contact the local contact when and forwarded to the jurisdiction. Calls are information is available (permitted properties), notify them of the referred to the appropriate staff without follow complaint then forward the information to the local jurisdiction up required. contact.
Premier: Premium call flow. Dispatcher will Rentalscape Online Complaint Form: Neighbors can report and attempt to get a complaint resolution. The local provide evidence for non-emergency concerns with photos and contact can be contacted up to 3 times before videos. The Complaint Form is customized with your logo. All referring caller out to appropriate staff. complaints are logged and reported to the appropriate staff/department.
STR Constituent Portal
The Constituent Portal is an interactive public online map that displays all registered short-term rentals within the jurisdiction. It is fully configurable to meet the jurisdiction's needs, providing information such as the property owner and emergency contact details. The portal is branded with the jurisdiction's identity and can include links to related systems, like the short-term rental registration platform.
Inspection Module
This module streamlines the inspection process, enhancing efficiency and effectiveness for field agents and jurisdiction staff. It is a mobile-enabled system that allows agents to conduct and document health and safety inspections directly in the field. Agents can add notes, comments, and even generate complaints or tickets in PDF format on-site.
13 MASTER PROFESSIONAL SERVICES AGREEMENT
This Master Professional Services Agreement (the "Agreement") is made and entered into as of (the "Effective Date") by and between Deckard Technologies, Inc., a Delaware corporation ("Deckard"), having its principal offices located at 1620 5' Avenue, Suite 400, San Diego, CA 92101 and the City of San Bernardino ("Client"), having its principal offices at 290 North D Street, San Bernardino CA 92401
RECITALS
WHEREAS, Deckard provides advanced data analytics and technology solutions for real estate through its proprietary Rentalscape platform (the "Platform");
WHEREAS, Client desires to engage Deckard to perform the services described in SOWs attached to this Agreement in accordance with the terms and conditions hereof; NOW THEREFORE, the parties hereby agree as follows:
1. _ Statements of Work.
1.1. Client hereby retains Deckard and Deckard hereby agrees to use the Platform to perform certain data analytics services (the "Services"), which shall be specified in writing in statements) of work executed by the parties hereto (each an "SOW"). The SOW for the initial Services to be performed by Deckard is attached hereto as Exhibit A. Each subsequent SOW shall be signed by both parties and shall set forth, upon terms mutually agreeable to the parties, the specific Services to be performed by Deckard, the timeline and schedule for the performance of such Services and the compensation to be paid by Client to Deckard for the provision of such Services, as well as any other relevant terms and conditions. If a SOW includes the development of specific work product, the specifications of such work product shall be set forth on the relevant SOW. The parties shall attach a copy of each Statement of SOW and incorporated therein and attached hereto as part of Exhibit A. All such executed SOWs and Change Orders are subject to the terms and conditions of this Agreement, are incorporated herein, and made a part hereof. In the event of any conflict between the terms of this Agreement and any SOW or Change Order the terms of this Agreement shall control.
1.2. Deckard agrees to apply Deckard's best efforts to the performance of Services under this Agreement competently and professionally, and will deliver the work product as set forth in the applicable SOW. Deckard shall devote such time and attention to the performance of Deckard's duties under this Agreement, as shall reasonably be required by Client, or as customary in the software industry.
2. Performance of Services. In carrying out the Services, Deckard shall fully comply with any and all applicable codes, laws and regulations and, if applicable, the rules of the site at which the Services are performed. Deckard shall provide a project manager who shall oversee the day-to-day performance of the Services and ensure the orderly performance of the Services consistent with each SOW and this Agreement. Deckard's project manager shall reasonably cooperate with Client's project manager and keep him or her informed of the work progress.
Deckard Technologies, Inc. MSA 12.02.2024
3. Fees.
3.1. Client shall pay all fees in the amount and in the time periods set forth in the applicable SOW. In no event shall the fees payable to Deckard hereunder exceed any maximum amount set out in the SOW.
Client shall reimburse Deckard for actual and reasonable expenses incurred in performing the Services that are set forth in an SOW or otherwise approved in advance by Client, including meals, incidental expenses and reasonable travel costs incurred for travel in such amounts as authorized by the Federal or specified State or local travel regulations. Original receipts must be presented with any invoice for such costs and/or expenses and Deckard shall attest that the costs and/or expenses are actual and allocated to the Services.
3.2. Deckard agrees to use commercially reasonable efforts to ensure that invoices comply with the form, timeliness and any supporting certification requirements that are provided to Deckard by Client in writing from time to time during the Term. Unless otherwise specified in an SOW, Client shall pay all invoices within 30 days of Client's receipt of such invoice.
3.3. Client agrees that custom development requests outside of the scope of work may incur a fee of $250 hourly rate at a minimum of 2 hours of labor. Client agrees that custom requests may or may not be released on the original agreed upon release date.
4. Taxes. Deckard acknowledges that as an independent contractor, Deckard may be required by law to make payments against estimated income or other taxes due federal, state and other governments.
Deckard agrees to bear any and all expenses, including legal and professional fees, increased taxes, penalties and interest that Deckard or Client may incur as a result of any attempt to challenge or invalidate Deckard's status as an independent contractor, and Deckard agrees to defend, and hold Client harmless from any liability thereon.
5. Term and Termination.
5.1. The term of this Agreement ("Term") shall commence on the Effective Date and shall continue in force and effect for a period of one year; the Term shall be automatically renewed thereafter for additional periods of one year each unless terminated by either party by giving written notice of termination to the other party not less than 60 days before the end of the then-current period. Termination shall have no effect on Client's obligation to pay the applicable labor rate with respect to Services rendered prior to the effective date of termination.
5.2. Termination. This Agreement shall be terminated as follows:
5.2.1. By either party by giving the other party 60 days prior written notice; provided that, such termination shall not be effective until each and every SOW then outstanding shall have been fully performed in accordance with the terms and conditions of the SOW.
5.2.2. Upon the entering into or filing by or against either party of a petition, arrangement, or proceeding seeking an order for relief under the bankruptcy laws of the United States, a receivership for any of the assets of the other party, an assignment for the benefit of its creditors, or the dissolution, liquidation, or insolvency of the other party.
5.2.3. Client may terminate this Agreement or any SOW if Deckard materially breaches this Agreement or the applicable SOW and fails to cure such breach to Client's reasonable satisfaction within 30 days of Deckard receipt of written notice thereof.
Deckard Technologies, Inc. MSA 12.02.2024
5.3. Continuation. This Agreement shall continue in full force and effect following the termination of any SOW, unless otherwise agreed by the parties.
5.4. Post Termination Obligations. Upon the expiration or termination of this Agreement or any SOW for any reason, Deckard shall: (i) carry out an orderly winding down of the affected work; (ii) deliver to Client the applicable work/deliverables not previously delivered in its then current form and any documents or other information in whatever manner related thereto, (i) return any property of the Client then in Deckard's possession; and (iv) submit a final invoice to Client for any Services performed prior to the date of such termination and as otherwise permitted by this Agreement. Client shall pay Deckard those amounts due for Services performed up to the date of termination.
Cooperation. Deckard expressly agrees that it shall reasonably cooperate with and assist Client in: (a) responding to any inquiry or claim by or from any Federal, State or local government agency regarding the performance of this Agreement; and/or (b) exercising any rights that Client may have to pursue any remedies available to it under any applicable Federal, State or local law or regulation.
Deckard Personnel. Deckard shall perform all Services in a professional and workmanlike manner by individuals qualified to perform the Services. Deckard may, at its discretion, subcontract with other companies or individuals to carry out some part of the Services, provided that Deckard shall remain responsible for the oversight of all work performed.
Relationship of the Parties. Deckard is, and at all times during the term of this Agreement shall be, an independent contractor of Client. Deckard shall not represent to any Client customer or other person or entity that it has any right, power or authority to create any contract or obligation, either express or implied, on behalf of, or binding upon Client or to any way modify the terms and conditions of any SOW. This Agreement shall not create or in any way be interpreted to create a partnership, joint venture, or formal business organization of any kind between the parties.
Representations and Warranties.
9.1. Deckard represents and warrants that:
9.1.1. Deckard shall perform all Services in a competent, professional, workman-like manner and in accordance with the governing SOW and any applicable industry and/or professional standards;
9.1.2. It has the legal right and authority to enter into this Agreement and perform the Services under any SOW under which it agrees to perform Services;
9.1.3. Upon execution by an authorized representative, this Agreement will be a binding agreement, enforceable against Deckard in accordance with its terms; and
9.1.4. Entering into this Agreement or performing work under a particular SOW shall not violate any agreement (written or implied) with any third party.
9.2. Client represents and warrants that:
9.2.1. It has the legal right and authority to enter into this Agreement and to deliver the Data to Deckard to perform the Services;
Deckard Technologies, Inc. MSA 12.02.2024
9.2.2. Upon execution by an authorized representative, the Agreement will be a binding Agreement, enforceable against Client in accordance with its terms; and
9.2.3. Entering into this Agreement or performing work under a particular SOW shall not violate any agreement (written or implied) with any third party.
These warranties shall survive inspection, acceptance, and payment and are in addition to all other warranties expressed or implied by law.
10. Nondisclosure of Confidential Information. During the performance of this Agreement certain proprietary, technical and financial information may be disclosed by one party ("Disclosing Party") to the other party ("Receiving Party") and shall be deemed proprietary if marked with a conspicuous legend identifying it as proprietary or confidential information (Confidential Information"). The Receiving Party shall not use less than the same efforts to prevent the disclosure of Confidential Information received hereunder as is used to protect its own Confidential Information, and in no event, however, less than a reasonable degree of care. Disclosure of Confidential Information received hereunder shall be restricted to those individuals who are directly participating in the performance of the Services under this Agreement. Confidential Information shall not include information that the Receiving Party can demonstrate by competent evidence is (a) rightfully known to the Receiving Party without obligations of non-disclosure, prior to receipt of such information from the Disclosing Party; (b) independently developed by the Receiving Party without the benefit or use of the Confidential Information furnished by the Disclosing Party, or obtained in good faith from a third party having no obligation to keep such information confidential; or (c) publicly known through no breach of this Agreement. Receiving Party may disclose Confidential Information when required by operation of law or pursuant to the order of a governmental agency, but only upon prior written notice to the other party to allow the other party the opportunity to take appropriate legal measures to protect the Confidential Information. The parties acknowledge that any unauthorized use or disclosure of the Confidential Information may cause irreparable damage to the other Party, for which there is no adequate remedy at law, and shall entitle the other Party to obtain immediate injunctive relief without any requirement to post bond, in addition to all other available remedies.
Liability Limitations; Disclaimer. ALL DELIVERABLES PROVIDED TO CLIENT BY DECKARD UNDER THIS AGREEMENT ARE PROVIDED "AS IS" WITHOUT WARRANTY OF ANY KIND, WHETHER EXPRESS, IMPLIED, STATUTORY OR OTHERWISE. IN NO EVENT SHALL
EITHER PARTY OR ITS RESPECTIVE EMPLOYEES, REPRESENTATIVES OR SUBSIDIARIES BE
LIABLE FOR ANY CONSEQUENTIAL, INDIRECT, PUNITIVE, INCIDENTAL OR SPECIAL DAMAGES,
WHETHER FORESEEABLE OR UNFORESEEABLE, AND WHETHER OR NOT SUCH PARTY HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES. THE TOTAL LIABILITY OF EACH
PARTY ARISING OUT OF OR RELATED TO THIS AGREEMENT SHALL NOT EXCEED THE AMOUNT PAID BY CLIENT TO DECKARD UNDER THIS AGREEMENT.
Indemnification. Deckard shall indemnify and hold Client harmless from and against any third party claims against and damages incurred by Client that are finally awarded by a court of competent jurisdiction (including reasonable attorneys' fees) as a result of (a) injury or death to persons, or loss of or damage to property caused by the acts of Deckard or its agents; (b) a claim that the Services infringe the intellectual property rights of any third party; and (c) any violation by Deckard, its employees, agents, representatives or any person or entity acting on its behalf of any, Federal, State and/or local law, or regulation. Deckard shall be entitled to assume control of the settlement, compromise, negotiation and defense of any claim, and in such case, Deckard shall not enter into any settlement of any claim or action that adversely affects Client's business or interests without its prior approval, which shall not be Deckard Technologies, Inc. MSA 12.02.2024
unreasonably withheld or delayed. Client shall indemnify and hold Deckard harmless from and against any third party claims against and damages incurred by Deckard that are finally awarded by a court of competent jurisdiction (including reasonable attorneys' fees) as a result of (a) injury or death to persons, or loss of or damage to property caused by the acts of Client, its customers or its agents; (b) any violation by Client, its customers, employees, agents, representatives or any person or entity acting on its behalf of any, Federal, State and/or local law, or regulation. Client shall be entitled to assume control of the settlement, compromise, negotiation and defense of any claim, and in such case, Client shall not enter into any settlement of any claim or action that directly affects Deckard's business or interests without its prior approval, which shall not be unreasonably withheld or delayed.
13. Proprietary Rights. The results of the Services delivered to Client in the form delivered to Client, including all reports, technical communications, drawings, records, charts, or other materials originated or prepared by Deckard for Client in performing the Services (all of the foregoing, collectively, the "Work Product) shall be the property of Client, and Deckard hereby assigns all rights to such Work Product to Client. Without limiting the generality of the foregoing and subject to Deckard's confidentiality obligations under this Agreement, Client acknowledges that the Work Product will include the aggregation and analysis of certain publicly available data and agrees that nothing contained in this Agreement shall be interpreted to prohibit Deckard from using its technology and other intellectual property to analyze the same or similar publicly available information for third parties. In addition, to the extent that Deckard incorporates any Deckard Property (as defined below), including any pre-existing or copyrighted work of Deckard into the Work Product, such Deckard Property shall remain the property of Deckard. Deckard grants to Client a perpetual, royalty-free, irrevocable, worldwide, non-exclusive license to use such Deckard Property in connection with exercising the rights of ownership granted to Client under this Agreement. In addition, nothing herein shall grant to Client any rights in the Platform or any other proprietary technologies and intellectual property used by Deckard in preparing any Work Product ("Deckard Property").
14. Governing Law. This Agreement and all disputes relating to this Agreement shall be governed by the laws of the State of California, except as to any provisions of this Agreement that are properly governed by the laws of the United States. All controversies or disputes arising out of this Agreement shall be heard in either the state or federal courts sitting in San Diego County, California. THE PARTIES HERETO KNOWINGLY AND IRREVOCABLY WAIVE THEIR RIGHT TO A TRIAL BY JURY.
15. Assignment. Deckard shall not assign, transfer or sell its rights or obligations under the Agreement without Client's prior written consent, which shall not be unreasonably withheld; provided that such consent shall not be required if the assignment is in connection with the sale of all or substantially all of Deckard's business to which this Agreement relates, whether by merger, sale of stock, sale of assets or otherwise.
16. Severability; Survival. If any part, term, or provision of the Agreement is held invalid or unenforceable for any reason, the remainder of the Agreement shall continue in full force and effect as if the Agreement has been executed with the invalid portion thereof eliminated. Upon termination or expiration of this Agreement, the terms and conditions set out in Sections 5.4, 8, and 10 through 22 will survive such termination.
17. Waiver of Breach. The waiver of a breach of the Agreement or the failure of a party to exercise any right under the Agreement shall in no event constitute a waiver of any other breach, whether similar or dissimilar in nature, or prevent the exercise of any right under the Agreement.
Force Majeure. Neither party shall be liable for any failure to perform, or delay in performing, any of its obligations hereunder due to causes beyond its reasonable control, and without the fault or Deckard Technologies, Inc. MSA 12.02.2024
negligence of that party. Such causes shall include, without limitation, Acts of God, acts of civil or military authority, fire, flood, epidemic, pandemic, quarantine, freight embargo, civil commotion or acts of war, declared or undeclared.
Compliance with Laws. Each party agrees to comply with all applicable local, state, and federal laws and executive orders and regulations issued pursuant thereto and agrees to defend, indemnify, and hold the other party harmless from any claim, suit, loss, cost, damage, expense (including reasonable attorney's fees), or liability by reason of the other party's violation of this provision.
20. Dispute Resolution. In the event of a claim or dispute between the parties arising under this Agreement, such claim or dispute shall be settled by mutual agreement between the senior management of the parties, If an agreement is not reached within a reasonable time, except as otherwise provided in this section, any dispute concerning the terms and conditions of this Agreement may be resolved by pursuing any right or remedy available at law or in equity in accordance with this Agreement. Deckard shall, at all times, proceed diligently with the performance of the Services hereunder. Notwithstanding the above, Client's contract with a governmental entity may include a disputes clause under FAR 52.233- 01 (the "Disputes Clause"), pursuant to which a prime contractor may pursue certain procedures in the event of a dispute between the customer and Client with respect to questions of law or fact relating to the government contract. In such case, all Deckard claims, controversies or disputes concerning matters that are subject to the Disputes Clause of the government contract shall be governed solely by such disputes clause Deckard shall be responsible for providing any and all certifications required by law or Client to enable Client or its customer to verify, support, or confirm such certifications. Both parties agree that the occurrence of a dispute under the Disputes Clause shall not interfere with either party's performance or other obligations under this Agreement.
21. Entire Agreement. This Agreement and each SOW issued hereunder represent the entire understanding and agreement between the parties hereto and supersede all other prior written or oral agreements made by or on behalf of Client or Deckard. In the event of a conflict between the terms and conditions of this Agreement and any SOW, the Agreement shall control, unless the SOW expressly provides that it is intended to modify the Agreement. Deckard's proposals shall not be part of this Agreement unless specifically referenced in the SOW and agreed to in writing by Client. This Agreement may be modified only by written agreement signed by the authorized representatives of the parties.
Communications and Notices. Other than communications required to be made by Deckard's project manager to Client's project manager, all notices, orders, directives, requests or other communications of the parties in connection with this Agreement shall be in writing and shall be provided as follows:
Deckard Technologies, Inc. MSA 12.02.2024
In the case of Client: In the case of Deckard
Nickolas R. Del Pego, CEO
1620 Fifth Ave Suite 400
San Diego, CA 92101
[email protected]
Media and/or Logo Use. Client agrees that Deckard shall have the right to use Client's name and logo on website, marketing materials and advertisements. In addition, Client and Deckard will work together to identify appropriate testimonials to promote Rentalscape and to generate announcements, press engagements and public speaking events with respect to the benefits of the Services. Client shall have the right to revoke Deckard's right to use its name and logo by providing Deckard with 30 days' advance written notice. Upon the expiration or termination of this Agreement the rights set forth in this Section 23 shall terminate. [Signature Page Follows]
Deckard Technologies, Inc. MSA 12.02.2024
IN WITNESS WHEREOF, Deckard and Client have each caused this Agreement to be executed by their duly authorized representatives, effective as of the dates indicated below DECKARD TECHNOLOGIES, INC. CLIENT
By: By:
Print Name: Print Name:_
Date: Date:
Title: Title:
Deckard Technologies, Inc. MSA 12.02.2024
EXHIBIT A
STATEMENT OF WORK
This Statement of Work ("SOW") will be effective as of the last date of signature below, and upon execution will be incorporated into the Master Services Agreement between Deckard Technologies, Inc. and the City of San Bernardino dated (the "Master Agreement"). Capitalized terms used in this SOW will have the same meaning as set forth in the Agreement.
Short Term Rental Service. Client desires to engage Deckard to use the Rentalscape Platform to prepare real estate property data for short-term rentals ("STRs") on all identifiable properties within the City of San Bernardino in the State of California based upon publicly available data and such other data relevant to the Designated Geography to be provided to the client by Deckard (reports accessible from Rentalscape). The Reports shall include at a minimum:
1.1. Information on STRs currently active in the Designated Geography;
1.2. The aggregate revenue from actively listed bookings;
1.3. The average number of nights booked per reservation;
1.4. The major platforms used by STR hosts;
1.5. Average daily rates;
1.6. Booking trends during the Reporting Period;
1.7. Identify, by address, the following violations of STR ordinances within the Designated Geography;
1.7.1. Listings or advertisements that do not include an STR permit number;
1.7.2. Listings or advertisements that represent or offer occupancy in excess of the occupancy maximums in the Designated Geography; and
1.7.3. Properties advertised as STRs that are only permitted as long-term rentals;
1.8. Identify the actively listed STRs by month and address;
1.9. The total number of properties actively listed in the Designated Geography each month during the Reporting Period;
1.10. List the property owners; and
1.11. List the permit history of each property offering STRs in the Designated Geography.
2. Designated Geography. The City of San Bernardino
Reporting Period. Reports available in the Rentalscape Platform throughout the year.
Deckard Technologies, Inc. MSA 12.02.2024
4. Fees; Payments.
4.1. Annual Software Subscription: $7,500 (Identification, Compliance Monitoring and Rental Activity based on properties that are listed in Rentalscape as identified STRs). We approximate 150 properties by the end of year one as being Monitored in Rentalscape.
4.2. Outreach Campaign: Included to drive compliance. Three letter campaign to inform and encourage property owners to become compliant with the Registration Process.
4.3. Optional Expert Services upon Request by the City/County are available at $250 per hour.
4.4. 24/7 Live Hotline. $3,500 annually. Live answered Hotline that can dispatch to responsible parties depending on identified call flow.
Maximum Price: In no event will the total subscription fees in the first year exceed $11,000. Future years' renewals will be subject to an annual increase not to exceed 5% per annum.
4.6. Timing: Client will pay the annual subscription fees within 30 days of receipt of invoices from Deckard.
Deckard Technologies, Inc. MSA 12.02.2024
All terms and conditions of the Agreement will apply to this SOW. This SOW will be effective as of the date of the last signature below.
SOW AGREED TO AND ACCEPTED BY:
DECKARD TECHNOLOGIES, INC. CLIENT
By:_ By:
Print Name: Print Name:
Date: Date:
Title: Title:_
Deckard Technologies, Inc. MSA 12.02.2024