Agreement with First Shield Security and Patrol, Inc. Page 1 of 26 Rev. 07-01-18
EBIX Insurance No. S200004791
AGREEMENT FOR SERVICES
BETWEEN THE
CITY OF SANTA CLARA, CALIFORNIA,
AND
FIRST SHIELD SECURITY AND PATROL, INC.
PREAMBLE
This Agreement is made and entered into on the date last signed by the Parties (“Effective Date”) between the City of Santa Clara, California, a chartered California municipal corporation (City) and First Shield Security and Patrol, Inc., a California corporation, (Contractor). City and Contractor may be referred to individually as a “Party” or collectively as the “Parties.”
RECITALS
A. City desires to secure the services (“Services”) more fully described in this Agreement, in Exhibit A, entitled “Scope of Services”;
B. Contractor represents that it, and its subcontractors, if any, have the professional qualifications, expertise, necessary licenses and desire to provide certain goods and/or required Services and goods of the quality and type which meet objectives and requirements of City; and,
C. The Parties agree that Contractor will perform the Services under the terms and conditions set forth in this Agreement.
NOW, THEREFORE, for and in consideration of the mutual promises, covenants, and conditions herein contained, the Parties hereto agree as follows:
AGREEMENT TERMS AND CONDITIONS
1. AGREEMENT DOCUMENTS
The documents forming the entire Agreement between City and Contractor shall consist of these Terms and Conditions and the following Exhibits, which are hereby incorporated into this Agreement by this reference:
Exhibit A – Scope of Services
Exhibit B – Schedule of Fees and Payment Provisions
Exhibit C – Insurance Requirements
This Agreement, including the Exhibits set forth above, contains all the agreements, representations and understandings of the Parties, and supersedes Docusign Envelope ID: 4E27A550-2F56-4015-A1BB-0128C2672E3A Agreement with First Shield Security and Patrol, Inc. Page 2 of 26 Rev. 07-01-18
and replaces any previous agreements, representations and understandings, whether oral or written. In the event of any inconsistency between the provisions of any of the Exhibits and the Terms and Conditions, the Terms and Conditions shall govern and control.
2. TERM OF AGREEMENT
A. Unless otherwise set forth in this Agreement or unless this paragraph is subsequently modified by written amendment to this Agreement, the term of this Agreement shall begin on October 1, 2025 and terminate on October 31, 2026 (“Initial Term”).
B. After the Initial Term, City reserves the right, at its sole discretion, to extend the term of this Agreement for up to three (3) additional years through October 31, 2029 (“Option Periods”) in such increments as determined by City. The Option Periods shall be authorized through an Amendment to this Agreement executed by the Parties. The Initial Term and Option Periods shall collectively be referred to as “Term”.
3. SCOPE OF SERVICES AND PERFORMANCE SCHEDULE
Contractor shall perform those Services specified in Exhibit A within the time stated in Exhibit A. Time is of the essence.
4. WARRANTY
In addition to those warranties contained in Exhibit A, Contractor expressly warrants that all Services and materials covered by this Agreement shall be fit for the purpose intended, shall be free from defect and shall conform to the specifications, requirements, and instructions applicable to this Agreement.
Contractor agrees to promptly replace or correct any incomplete, inaccurate or defective Services or materials at no further cost to City when defects are due to the negligence, errors, or omissions of Contractor. If Contractor fails to promptly correct or replace Services or materials, City may make corrections or replace Services or materials and charge Contractor for the cost incurred by City.
5. QUALIFICATIONS OF CONTRACTOR - STANDARD OF CARE
A. Contractor represents and maintains that it is skilled in the professional calling necessary to perform the Services, including its duties and obligations, expressed and implied, contained herein. Contractor shall perform all Services under this Agreement in a skillful and competent manner, consistent with the standards generally recognized as being employed by professionals in the same discipline in the State of California.
City expressly relies upon Contractor’s representations regarding its skills and knowledge.
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B. Contractor warrants that all employees and subcontractor, if any, shall have sufficient skill and experience to perform the Services assigned to them.
C. Contractor shall comply with all applicable federal, state and local laws in the performance of the Services; including but not limited to those of the Occupational Safety and Health Administration (OSHA) and the California Department of Industrial Relations and State Division of Industrial Safety and the professional standard of care. Where any applicable laws or ordinances conflict with the City’s requirements, the more stringent requirement(s) shall be followed. Contractor’s failure to be thoroughly familiarized with the provisions of any applicable federal, state, and local regulations, ordinances and codes shall not relieve Contractor from compliance with the obligations and penalties resulting therefrom.
D. Contractor represents and warrants to the City that it has, shall obtain, and shall keep in full force in effect during the Term hereof, at its sole cost and expense, all licenses, permits, qualifications, insurance and approvals of whatsoever nature that is legally required of Contractor to practice its profession and to perform Services.
6. COMPENSATION AND PAYMENT
In consideration for Contractor’s complete performance of Services, City shall pay Contractor for all Services rendered and material provided by Contractor in accordance with Exhibit B, entitled “SCHEDULE OF FEES AND PAYMENT PROVISIONS.” The maximum compensation of this Agreement is TWO HUNDRED THOUSAND DOLLARS ($200,000), subject to budget appropriations, which includes all payments that may be authorized for Services and for expenses, supplies, materials and equipment required to perform the Services including any taxes. All Services performed or supplies, materials and equipment provided in excess of the maximum compensation shall be at Contractor’s expense.
Contractor shall not be entitled to any payment above the maximum compensation under any circumstance.
7. TERMINATION
A. Termination for Convenience. City shall have the right to terminate this Agreement, without cause or penalty, by giving not less than Thirty (30) days’ prior written notice to Contractor.
B. Termination for Default. For purposes of this Section 7.B., the word "Default" shall mean the failure of Contractor to perform any of Contractor's duties or obligations or the breach by Contractor of any of the terms and conditions set forth in this Agreement. In addition, Contractor shall be deemed to be in Default upon Contractor (i) applying for, consenting to, or suffering of, the appointment of a receiver, trustee or liquidator for all or a substantial portion of its assets; (ii) making a general assignment for the Docusign Envelope ID: 4E27A550-2F56-4015-A1BB-0128C2672E3A Agreement with First Shield Security and Patrol, Inc. Page 4 of 26 Rev. 07-01-18
benefit of creditors; (iii) being adjudged bankrupt; (iv) filing a voluntary petition or suffering an involuntary petition under any bankruptcy, arrangement, reorganization or insolvency law (unless in the case of an involuntary petition, the same is dismissed within thirty (30) days of such filing); or (v) suffering or permitting to continue unstayed and in effect for fifteen (15) consecutive days any attachment, levy, execution or seizure of all or a substantial portion of Contractor's assets or of Contractor's interests hereunder. In the event of any Default by Contractor, in addition to all other remedies provided by law, City may terminate this Agreement immediately upon written notice to Contractor.
C. Upon termination, each Party shall assist the other in arranging an orderly transfer and close-out of services. As soon as possible following the notice of termination, but no later than ten (10) days after the notice of termination, Contractor will deliver to City all City information or material that Contractor has in its possession.
D. In the event of termination under sections 7.A. or 7.B., Contractor shall have no further rights hereunder
8. ASSIGNMENT AND SUBCONTRACTING
City and Contractor bind themselves, their successors and assigns to all covenants of this Agreement. This Agreement shall not be assigned or transferred without the prior written approval of City. Contractor shall not hire subcontractors without express written permission from City.
Contractor shall be as fully responsible to City for the acts and omissions of its subcontractors, and of persons either directly or indirectly employed by them, as Contractor is for the acts and omissions of persons directly employed by it.
9. NO THIRD PARTY BENEFICIARY
This Agreement shall not be construed to be an agreement for the benefit of any third party or parties and no third party or parties shall have any claim or right of action under this Agreement for any cause whatsoever.
10. INDEPENDENT CONTRACTOR
Contractor and all person(s) employed by or contracted with Contractor to furnish labor and/or materials under this Agreement are independent contractors and do not act as agent(s) or employee(s) of City. Contractor has full rights to manage its employees in their performance of Services under this Agreement.
11. CONFIDENTIALITY OF MATERIAL
A. "Confidential Information” means, with respect to a Party hereto, all information or material which either (1) is marked or identified as Docusign Envelope ID: 4E27A550-2F56-4015-A1BB-0128C2672E3A Agreement with First Shield Security and Patrol, Inc. Page 5 of 26 Rev. 07-01-18
“Confidential,” “Restricted,” or “Proprietary Information” or other similar marking or identification, or (2) the other Party knew, as recipient, or under the circumstances, should have known, was considered confidential or proprietary by the Disclosing Party (as defined below), except that this Agreement, Contractor pricing, and Contractor proposals incorporated into this Agreement shall not be deemed Confidential Information. Confidential Information shall consist of all information, whether in written, oral, electronic, or other form, furnished in connection with this Agreement by the Disclosing Party or its Representatives (“Representative” is defined as any elected and appointed officials, affiliate, director, officer, employee, agent, advisor or Contractor of a Party or any of its subsidiaries or affiliates) to the Receiving Party (as defined below) or to its Representatives, and specifically includes but is not limited to the City’s individually identifiable customer information, and the City’s customer usage data and financial data.
B. Contractor and the City shall each hold the other’s Confidential Information in confidence. Neither Party shall make the other's Confidential Information available in any form to any third party or use the other's Confidential Information for any purpose other than as specified in this Agreement. The Party providing Confidential Information (“Disclosing Party”) to the other Party (“Receiving Party”) shall remain the sole owner of such information.
Except as provided elsewhere within this Agreement, nothing contained in this Agreement shall be construed as granting or conferring any right or license in any Confidential Information or in any patents, copyrights, software or other technology, either expressly or by implication to the Receiving Party, or to its Representatives or to others. The term Confidential Information shall not include any of the following: (1) information already in possession of, or already known to, the Receiving Party as of the Effective Date without an obligation of confidentiality; (2) information in the public domain at the time of the disclosure, or which, after such disclosure, enters into the public domain through no breach of this Agreement by the Receiving Party or its Representative(s); (3) information lawfully furnished or disclosed to the Receiving Party by a non-party to this Agreement without any obligation of confidentiality and through no breach of this Agreement by the Receiving Party or its Representative(s); (4) information independently developed by the Receiving Party without use of any Confidential Information of the Disclosing Party; (5) information authorized in writing by the Disclosing Party to be released from the confidentiality obligations herein; or (6) this Agreement and Contractor’s proposals and Purchase Orders.
C. By virtue of this Agreement, each Party hereto may disclose to the other Party information that is Confidential Information. This Agreement does not diminish, revoke or supersede any existing confidentiality, non-disclosure or similar agreement between the Parties that does not pertain to the subject matter of this Agreement. However, any Confidential Information, Docusign Envelope ID: 4E27A550-2F56-4015-A1BB-0128C2672E3A Agreement with First Shield Security and Patrol, Inc. Page 6 of 26 Rev. 07-01-18
whether or not previously disclosed, that pertains to the subject matter of this Agreement shall be governed by the terms of this Section 11 which shall supersede any such previous agreement with respect to such Confidential Information and any Confidential Information relating to the subject matter of this Agreement that was exchanged under such previous agreement shall be treated as though it was exchanged under this Agreement as of the date of such exchange.
D. The Receiving Party will treat all Confidential Information of the Disclosing Party, no matter written, electronic, or oral, as confidential and proprietary, and the Receiving Party shall only use such information in furtherance of this Agreement. As such, the Receiving Party shall hold in confidence the Confidential Information of the Disclosing Party and ensure that such Confidential Information is not disclosed to any other person or entity, except as expressly permitted by this Agreement or as authorized in writing by the Disclosing Party. The Receiving Party shall not disclose Confidential Information of the Disclosing Party received under this Agreement to any person other than its Representatives who require knowledge of such Confidential Information in furtherance of this Agreement. The Receiving Party shall inform its Representatives of the confidential nature of the Confidential Information of the Disclosing Party and advise such Representatives of the limitations on the use and disclosure and prohibition on making copies or summaries of such Confidential Information. The Receiving Party shall be responsible for any breach of this Agreement by its Representatives. Neither Party shall use the Confidential Information of the other Party for any commercial purpose.
E. If the Receiving Party becomes legally compelled (by oral questions, interrogatories, request for information or documents, subpoena, civil investigative demand, or similar process) to disclose any Confidential Information of the Disclosing Party or is requested Confidential Information pursuant to the California Public Records Act or similar law, the Receiving Party will provide the Disclosing Party with written notice of such an occurrence (if so permitted) as soon as possible. Thereafter, at its sole costs and expense, the Disclosing Party may seek a protective order or other appropriate remedy or waive compliance with the provisions of this Agreement. If the disclosing Party (i) waives compliance, (ii) fails to respond to the Receiving Party within five (5) business days, or (iii) after providing the notice and assistance required under this Section, the Receiving Party remains required by law to disclose any Confidential Information, the Receiving Party shall disclose only that portion of the Confidential Information that the Receiving Party is legally required to disclose. So long as it is consistent with applicable law, the Receiving Party will not oppose action by, and the Receiving Party will cooperate with, the Disclosing Party, at the Disclosing Party’s sole cost and expense, to obtain an appropriate protective order or other reliable assurance that confidential treatment will be accorded the Confidential Information. If the Disclosing Party fails to Docusign Envelope ID: 4E27A550-2F56-4015-A1BB-0128C2672E3A Agreement with First Shield Security and Patrol, Inc. Page 7 of 26 Rev. 07-01-18
obtain such protective order or other remedy, or if the Disclosing Party waives compliance with the requirements of the preceding sentence, the Receiving Party will disclose only that Confidential Information that it is legally required to disclose, and will exercise commercially reasonable efforts, at Disclosing Party’s expense, to obtain reliable assurance that confidential treatment will be accorded the Confidential Information so disclosed.
F. In the event the Receiving Party discloses, disseminates or releases any Confidential Information, except as expressly permitted by this Agreement, such disclosure, dissemination or release will be deemed a material breach of this Agreement and the Disclosing Party may demand prompt return of all Confidential Information previously provided to the Receiving Party. As soon as the Receiving Party becomes aware that it has made an unauthorized disclosure of Confidential Information, the Receiving Party shall take any and all necessary actions to recover the improperly disclosed Confidential Information and immediately notify Disclosing Party regarding the nature of the unauthorized disclosure and the corrective measures being taken. Each Party agrees that any breach of their confidentiality obligations could cause irreparable harm to the other Party, the amount of which would be extremely difficult to estimate. Accordingly, it is understood and agreed that monetary damages would not be a sufficient remedy for any material breach of this Agreement and that specific performance and injunctive relief in addition to monetary damages shall be appropriate remedies for any breach or any threat of such breach. The provisions of this Paragraph are in addition to any other legal rights or remedies the Disclosing Party may have.
G. Within two (2) weeks of the termination of this Agreement, Contractor will return to the City or destroy, to the extent permitted by law, any and all Confidential Information, including all originals, copies, translations, transcriptions or any other form of material, without retaining any copy or duplicate thereof; provided that Contractor may retain Confidential Information contained on backup media created in the ordinary course of business provided further that there is no effort to access such Confidential Information and Contractor’s confidential obligations with respect to such information shall continue so long as such information is retained.
Contractor shall certify in writing the destruction of the Confidential Information. The City may perform an audit of Contractor’s records to confirm the return or destruction of the Confidential Information. The City shall have this audit right for two (2) years after the termination of this Agreement.
H. Notwithstanding the termination of this Agreement, this Confidentiality Section shall survive the expiration or earlier termination of this Agreement.
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12. OWNERSHIP OF MATERIAL
A. City shall furnish to Contractor such documents and materials as may be relevant and pertinent to the provision of Services hereunder as City may possess or acquire.
B. All documents and materials furnished by City to Contractor, pursuant to Section 12.A., shall remain the property of City and shall be returned to City upon termination of this Agreement, for any reason. All documents or material prepared or caused to be prepared by Contractor, its officers, employees, agents and subcontractors, in the course of implementing this Agreement, shall be considered works made for hire and shall become the exclusive property of the City, and City shall have the sole right to use such documents and materials without restriction or limitation on their use in City’s discretion without further compensation to Contractor or any other party. Contractor shall, at Contractor’s sole cost and expense, provide such documents and material to City upon written request.
C. Documents and material prepared by Contractor, pursuant to this Agreement, are not intended or represented to be suitable for reuse by City or others on any other project. Any use of completed documents for other projects and any use of incomplete documents without specific written authorization from Contractor will be at City’s sole risk and without liability to Contractor. Further, any and all liability arising out of changes made to Contractor’s deliverables under this Agreement by City or persons other than Contractor, is waived against Contractor and City assumes full responsibility for such changes unless City has given Contractor prior notice and has received from Contractor written consent for such change.
13. RIGHT OF CITY TO INSPECT RECORDS OF CONTRACTOR
A. City, through its authorized employees, representatives or agents shall have the right during the Term and for four (4) years from the date of final payment for Services or goods provided under this Agreement (“Audit Period”), to audit the books and records of Contractor for the purpose of verifying any and all Contractor invoices and charges.
B. Contractor shall keep records and invoices in connection with the Services for the length of the Audit Period. Contractor agrees to maintain sufficient books and records in accordance with generally accepted accounting principles to establish the correctness of all charges submitted to City.
C. Contractor shall use recognized accounting methods in preparing reports and invoices submitted to the City in connection with the Services. City reserves the right to designate its own employee representative(s) or its contracted representative(s) with a certified public accounting firm who shall have the right to audit Contractor's accounting procedures and internal Docusign Envelope ID: 4E27A550-2F56-4015-A1BB-0128C2672E3A Agreement with First Shield Security and Patrol, Inc. Page 9 of 26 Rev. 07-01-18
controls of Contractor's financial systems and to examine any cost, revenue, payment, claim, other records or supporting documentation resulting from any items set forth in this Agreement. If Contractor fails to provide supporting documentation satisfactory to City for costs charged, then Contractor agrees to reimburse City for those costs. Any such audit(s) shall be undertaken by City or its representative(s) at reasonable times and in conformance with generally accepted auditing standards. Contractor agrees to fully cooperate with any such audit(s).
D. Contractor will be notified in writing of any exception taken as a result of an audit. Any adjustments and/or payments which must be made as a result of any such audit or inspection of Contractor’s invoices and/or records shall be made within thirty (30) days from presentation of City’s findings to Contractor. If Contractor fails to make such payment, Contractor agrees to pay interest, accruing monthly, at a rate of ten percent (10%) per annum unless another section of this Agreement specifies a higher rate of interest, then the higher rate will prevail. Interest will be computed from the date of written notification of exception(s) to the date Contractor reimburses City for any exception(s). If an audit inspection or examination in accordance with this Section discloses overcharges (of any nature) by Contractor to City in excess of one percent (1%) of the value of that portion of the Agreement that was audited, the actual cost of City's audit shall be reimbursed to City by Contractor.
E. Contractor shall submit to City any and all reports concerning its performance under this Agreement that may be requested by City in writing.
Contractor agrees to assist City in meeting City’s reporting requirements to the State and other agencies with respect to the Services.
14. HOLD HARMLESS/INDEMNIFICATION
A. To the extent permitted by law, Contractor agrees to protect, defend, hold harmless and indemnify City, its City Council, commissions, officers, employees, volunteers and agents from and against any claim, injury, liability, loss, cost, and/or expense or damage, including all costs and attorney’s fees in providing a defense to any such claim or other action, and whether sounding in law, contract, tort, or equity, in any manner arising from, or alleged to arise in whole or in part from, or in any way connected with the Services performed by Contractor pursuant to this Agreement – including claims of any kind by Contractor’s employees or persons contracting with Contractor to perform any portion of the Services – and shall expressly include passive or active negligence by City connected with the Services. However, the obligation to indemnify shall not apply if such liability is ultimately adjudicated to have arisen through the sole active negligence or sole willful misconduct of City; the obligation to defend is not similarly limited.
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B. Contractor’s obligation to protect, defend, indemnify, and hold harmless in full City and City’s employees, shall specifically extend to any and all employment-related claims of any type brought by employees, contractors, subcontractors or other agents of Contractor, against City (either alone, or jointly with Contractor), regardless of venue/jurisdiction in which the claim is brought and the manner of relief sought.
C. To the extent Contractor is obligated to provide health insurance coverage to its employees pursuant to the Affordable Care Act (“Act”) and/or any other similar federal or state law, Contractor warrants that it is meeting its obligations under the Act and will fully indemnify and hold harmless City for any penalties, fines, adverse rulings, or tax payments associated with Contractor’s responsibilities under the Act.
15. INSURANCE REQUIREMENTS
During the Term, and for any time period set forth in Exhibit C, Contractor shall provide and maintain in full force and effect, at no cost to City, insurance policies as set forth in Exhibit C.
16. WAIVER
Contractor agrees that waiver by City of any one or more of the conditions of performance under this Agreement shall not be construed as waiver(s) of any other condition of performance under this Agreement. Neither City’s review, acceptance nor payments for any of the Services required under this Agreement shall be constructed to operate as a waiver of any rights under this Agreement or of any cause of action arising out of the performance of this Agreement.
17. NOTICES
All notices to the Parties shall, unless otherwise requested in writing, be sent to City addressed as follows:
City of Santa Clara
Attention: Silicon Valley Power
1500 Warburton Avenue
Santa Clara, CA 95050
and by e-mail at [email protected] and
[email protected]
And to Contractor addressed as follows:
First Shield Security and Patrol, Inc.
Attention: Omar Noory
1570 The Alameda, Suite 224
San Jose, CA 95126
and by e-mail at [email protected]
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The workday the e-mail was sent shall control the date notice was deemed given.
An e-mail transmitted after 1:00 p.m. on a Friday shall be deemed to have been transmitted on the following business day.
18. COMPLIANCE WITH LAWS
Contractor shall comply with all applicable laws and regulations of the federal, state and local government, including but not limited to “The Code of the City of Santa Clara, California” (“SCCC”). In particular, Contractor’s attention is called to the regulations regarding Campaign Contributions (SCCC Chapter 2.130), Lobbying (SCCC Chapter 2.155), Minimum Wage (SCCC Chapter 3.20), Business Tax Certificate (SCCC section 3.40.060), and Food and Beverage Service Worker Retention (SCCC Chapter 9.60), as such Chapters or Sections may be amended from time to time or renumbered. Additionally Contractor has read and agrees to comply with City’s Ethical Standards
(http://santaclaraca.gov/home/showdocument?id=58299).
19. CONFLICTS OF INTEREST
Contractor certifies that to the best of its knowledge, no City officer, employee or authorized representative has any financial interest in the business of Contractor and that no person associated with Contractor has any interest, direct or indirect, which could conflict with the faithful performance of this Agreement. Contractor is familiar with the provisions of California Government Code section 87100 and following, and certifies that it does not know of any facts which would violate these code provisions. Contractor will advise City if a conflict arises.
20. FAIR EMPLOYMENT
Contractor shall not discriminate against any employee or applicant for employment because of race, sex, color, religion, religious creed, national origin, ancestry, age, gender, marital status, physical disability, mental disability, medical condition, genetic information, sexual orientation, gender expression, gender identity, military and veteran status, or ethnic background, in violation of federal, state or local law.
21. NO USE OF CITY NAME OR EMBLEM
Contractor shall not use City’s name, insignia, or emblem, or distribute any information related to Services under this Agreement in any magazine, trade paper, newspaper or other medium without express written consent of City.
22. GOVERNING LAW AND VENUE
This Agreement shall be governed and construed in accordance with the statutes and laws of the State of California. The venue of any suit filed by either Party shall be vested in the state courts of the County of Santa Clara, or if appropriate, in the United States District Court, Northern District of California, San Jose, California.
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23. SEVERABILITY CLAUSE
In case any one or more of the provisions in this Agreement shall, for any reason, be held invalid, illegal or unenforceable in any respect, it shall not affect the validity of the other provisions, which shall remain in full force and effect.
24. AMENDMENTS
This Agreement may only be modified by a written amendment duly authorized and executed by the Parties.
25. COUNTERPARTS
This Agreement may be executed in counterparts, each of which shall be deemed to be an original, but both of which shall constitute one and the same instrument.
Contractor certifies that it is aware of the requirements of California Labor Code Sections 1720 et seq. and 1770 et seq., as well as Section 16000 et seq. of Title 8 of the California Code of Regulations, Contractor shall defend, indemnify and hold the City, its elected officials, officers, employees and agents free and harmless from any claims, liabilities, costs, penalties or interest arising out of any failure or alleged failure by Contractor or its employees, agents, contractors, and subcontractors to comply with the prevailing wage laws. [SIGNATURES ON FOLLOWING PAGE]
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The Parties acknowledge and accept the terms and conditions of this Agreement as evidenced by the following signatures of their duly authorized representatives.
CITY OF SANTA CLARA, CALIFORNIA
a chartered California municipal corporation
Approved as to Form: Dated:
GLEN R. GOOGINS
City Attorney
JŌVAN D. GROGAN
City Manager
City of Santa Clara
1500 Warburton Avenue
Santa Clara, CA 95050
Telephone: (408) 615-2210
Fax: (408) 241-6771
“CITY”
FIRST SHIELD SECURITY AND PATROL, INC.
a California corporation
Dated:
By (Signature):
Name: OMAR NOORY
Title: President/CEO
Principal Place of
Business Address:
1570 The Alameda, Suite 224
San Jose, CA 95126
Email Address: [email protected]
Telephone: (408) 460-2570
Fax: (877) 429-7990
“CONTRACTOR”
Docusign Envelope ID: 4E27A550-2F56-4015-A1BB-0128C2672E3A 10/20/2025 | 2:24 PM PDT
10/23/2025 | 11:26 AM PDT
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EXHIBIT A
SCOPE OF SERVICES
TABLE OF CONTENTS
SECTION 1. GENERAL........................................................................................... 15 SECTION 2. SERVICES TO BE PERFORMED ...................................................... 15 SECTION 3. LICENSES AND PERMITS................................................................. 15 SECTION 4. STANDARDS OF CONDUCT ............................................................. 16 SECTION 5. SECURITY GUARDS.......................................................................... 17 SECTION 6. EQUIPMENT, UNIFORMS, AND BADGING REQUIREMENTS......... 17 SECTION 7. SUPERVISION AND MANAGEMENT CONTROLS............................ 18 SECTION 8. MEETINGS ......................................................................................... 19 SECTION 9. POST ORDERS.................................................................................. 19 SECTION 10. ACTIVITY LOGBOOK/REPORTS....................................................... 19 SECTION 11. TRAINING........................................................................................... 20 SECTION 12. PURCHASE ORDER ISSUANCE AND ADDITIONAL SERVICES..... 20 Docusign Envelope ID: 4E27A550-2F56-4015-A1BB-0128C2672E3A Agreement with First Shield Security and Patrol, Inc. Page 15 of 26 Rev. 07-01-18
SECTION 1. GENERAL
1.1 Contractor shall provide all necessary supervision, labor, and services, plus all tools, equipment, materials, and supplies required to security services to protect persons and properties at City sites (“Services”).
1.2 Security Guard means the staff assigned by Contractor to perform security services.
1.3 Contractor will primarily perform Services in City of Santa Clara limits.
1.4 To the extent not inconsistent with this Agreement, the City’s RFP 20-21-57 (including subsequent updates) and Contractor’s proposal response dated June 8, 2021, are hereby incorporated by reference herein and shall supplement this Scope of Services and be subject to the terms and conditions of the Agreement.
In the event of a conflict between the Agreement (including its Exhibits and the RFP 20-21-57 or Contractor’s proposal, the Agreement and its Exhibits shall govern.
SECTION 2. SERVICES TO BE PERFORMED
2.1 Contractor shall provide as-needed security services as directed by City staff.
2.2 In general, City will provide at least two (2) business days-notice. In the event of emergency, Contractor will take all reasonable efforts to initiate services sooner than two (2) days’ notice.
2.3 Contractor agrees that the services to be performed, including the locations where and the hours during which the services are to be performed, and the number of Security Guards to be furnished by the Contractor, shall be subject to the approval of the City. The scope and/or times of security guard services will vary according to the need at each site. The final scope will be authorized according to the provisions of Section 12.
SECTION 3. LICENSES AND PERMITS
Contractor and Contractor agents and employees shall possess all licenses, registrations, and permits required by the California Department of Consumer Affairs, Bureau of Collection and Investigative Services. Such license and permits are to be presented to the City on demand, and include the following:
3.1 Private Patrol Operator's License: Contractor shall furnish its current and valid private patrol operator's number.
Contractor shall notify the City immediately if its license expires without immediate renewal or is suspended or cancelled. Expiration of the Private Patrol Operator’s License without immediate renewal, Docusign Envelope ID: 4E27A550-2F56-4015-A1BB-0128C2672E3A Agreement with First Shield Security and Patrol, Inc. Page 16 of 26 Rev. 07-01-18
suspension or cancellation of the Contractor's private patrol license will automatically result in termination of this Agreement.
The City will not pay for services rendered after effective date of the expiration, suspension, or cancellation of the Private Patrol Operator’s License.
The City may reinstate the agreement, if the City determines, at its sole discretion that the expiration without immediate renewal, suspension, or cancellation was caused by administrative error or by an excusable error in completing applications by the Contractor, and the license has been reinstated or renewed.
3.2 Guard Registration Card:
All Contractor Security Guards shall be registered and shall have a current and valid guard registration card in their possession while on duty which Security Guards shall present to City upon demand.
If a Contractor's Security Guard is unable to present his/her guard registration card upon demand, he/she will be relieved from duty and Contractor shall immediately replace that individual with a Security Guard who has appropriate cards in his/her possession, at no additional cost to the City.
The agreement is subject to immediate termination if the Contractor is unable to provide Security Guards who conform to these requirements.
3.3 Contractor shall also maintain all other business and professional licenses that may be required by the state, federal, and local codes.
SECTION 4. STANDARDS OF CONDUCT
Contractor shall ensure that while on duty at City facilities, Security Guards will not:
4.1 Carry on their person any firearms, batons, handcuffs, knives, saps, brass knuckles, stun-gun, Taser, oleoresin capsicum (pepper) spray, or any tear gas agent. “On their person” shall include, but not be limited to, the employee’s vehicle or locker on the City site.
4.2 Listen to radios, police scanners, or any other audio medium that is not directly job-related.
4.3 Watch television and/or play video games.
4.4 Read any materials which are not job-related.
4.5 Sleep while on duty.
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4.6 Display a discourteous, abrupt, abrasive, or belligerent attitude.
4.7 Use City telephones or any other City-owned electronic equipment for anything other than City business.
4.8 Use any employee workstation other than those designated for the Security Guard’s use.
4.9 Leave their area of responsibility without notification and/or until arrival of a relief guard.
4.10 Entertain personal visitors.
4.11 Be under the influence of illegal drugs or alcohol.
4.12 Be under the influence of any prescribed or over-the-counter medications which inhibit job performance in accordance with the specifications set forth herein.
4.13 Present or identify themselves as employees of the City of Santa Clara.
SECTION 5. SECURITY GUARDS
Security Guards assigned to the City shall:
5.1 Identify and report security and safety violations.
5.2 Speak, read, write, and understand the English language fluently.
5.3 Do extensive walking during their shift, including taking the stairs, and walking the roof, parking lots and underground parking areas.
5.4 Vary their rounds and sequence so as not to appear routine.
5.5 Be thoroughly familiar with applicable Post Orders (as defined in Section 9) and general/specific duties and perform all tasks in accordance with the duties outlined in the Post Orders.
5.6 Provide high quality customer service to the public and City at all times.
5.7 Be skilled at diffusing confrontational situations.
5.8 Administer first aid or provide assistance to the public and City staff as required.
5.9 Complete incident, claim, or other related reports for any incident occurring on City property.
5.10 Assist on-site personnel in emergency situations.
SECTION 6. EQUIPMENT, UNIFORMS, AND BADGING REQUIREMENTS Docusign Envelope ID: 4E27A550-2F56-4015-A1BB-0128C2672E3A Agreement with First Shield Security and Patrol, Inc. Page 18 of 26 Rev. 07-01-18
6.1 Contractor shall ensure that all Contractor personnel are in full uniform (with all required/approved equipment) and ready to begin work promptly at the start of the work shift and remain on the job in full uniform at their post. The uniforms shall be supplied by Contractor and approved by the City (subject to daily and/or random City staff inspection).
6.2 Contractor shall provide all equipment including but not limited to patrol vehicles, flashlights, and cell phones for all City assignments. Contractor shall also provide handheld radios for communication with the assigned Security Guards. This equipment is to be supplied to guards and supervisors by the Contractor at no additional charge to the City.
6.3 Contractor may be assigned custody of keys, operating equipment, and other materials deemed necessary by City for the operation and supervision of the premises' security program. All such keys, operating equipment, and materials shall remain City's property and shall be surrendered to City immediately upon discharge or transfer of personnel from the premises or termination of the agreement. Contractor shall be responsible for the cost of all equipment repairs or replacement due to abuse or negligence.
SECTION 7. SUPERVISION AND MANAGEMENT CONTROLS
7.1 Contractor shall be solely responsible for its employees while they are on duty, including but not limited to, maintaining discipline, ensuring standards of conduct are adhered to, and enforcing security policies, procedures, and orders.
7.2 Contractor shall be solely responsible for selecting, hiring, employing, paying, supervising, training and discharging all personnel necessary to provide the required security guard services.
7.3 Contractor shall ensure that Security Guards assigned to the City are trained and familiar with the City’s policies, procedures, and site-specific requirements.
7.4 The City reserves the right, at its sole discretion, to refuse the services of any particular Contractor employee. In such case, Contractor shall immediately remove said employee and provide a replacement. Any employee so removed shall be the subject of an administrative investigation/inquiry by Contractor into the circumstances of the complaint. Contractor shall determine appropriate disciplinary actions in accordance with its own policy, a copy of which may be requested by the City at any time. At no time will the subject employee be eligible to work under the agreement until the Contractor’s investigative findings are reviewed by the City.
7.5 Contractor shall perform regular quality assurance to ensure compliance with the City’s requirements stated in this scope and rectify any observed problems. Quality assurance at a minimum shall include a weekly unannounced inspection.
Documentation of inspections shall be discussed at least monthly with City.
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SECTION 8. MEETINGS
8.1 Contractor shall assign a Project Manager/Account Manager to be responsible for the coordination and completion of all administration and reporting required under the agreement. The Project Manager/Account Manager shall ensure that all calls or requests received from the City are responded to immediately.
8.2 The City and Contractor shall meet on an as-needed basis to discuss all relevant issues pertaining to the services.
SECTION 9. POST ORDERS
9.1 Post Orders are documents that prescribe the procedures, duties, and responsibilities each Security Guard assigned to a security post must follow to ensure all duties are performed uniformly. The duties for each assigned post will be detailed in the Post Orders that include the performance requirements of the specific post.
9.2 Contractor shall provide Post Orders to the City upon initial assignment of Contractor’s employees and whenever such Post Orders are updated or amended.
Post Orders shall be used by Contractor as the required procedures to address specific security procedures and concerns at particular sites. The City may modify, amend, or revise the Post Orders to change shift duties, start and stop times, and post location. Post Orders will also be amended to reflect changes in laws, regulations, or procedures. Such changes shall require no modification of this Agreement.
SECTION 10. ACTIVITY LOGBOOK/REPORTS
10.1 Contractor shall maintain Activity Logbooks at all facilities to capture all activities at post areas. Contractor shall ensure that, immediately upon reporting to a facility for duty, each employee record their name and the date and time or arrival for duty in the Activity Logbook maintained at the post. At the end of the duty, each employee shall record the time and departure in the same logbook. Contractor shall also ensure that employees record in the Activity Log Book any incidents, occurrences, messages, reports, etc. This Activity Logbook may be maintained electronically.
10.2 Activity Logbooks are the property of the City and are subject to administrative audits. All Contractor employees and activities shall be noted in the Activity Logbook for reference and contract reconciliation.
10.3 During shift changes, the outgoing Security Guard will review incident reports, occurrences, or messages with the incoming Security Guard. Contractor will deliver a daily report to the City contact with a copy maintained in the Activity Logbook. The City may choose to have reports submitted electronically.
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10.4 The Activity Logbook shall also contain pictures and reportable incidents (vandalism, graffiti, damage, broken or hazardous equipment) or changes in condition from the previous shift to the current shift or occurrences during a shift. These are to be communicated in the Activity Logbook and a report sent electronically to the City contact for the particular site. Active incidents of vandalism, theft, damage, graffiti, or hazards are to be communicated to the Santa Clara Police Department in addition to site supervisor.
SECTION 11. TRAINING
Contractor is responsible to provide training and orientation to all employees providing services to the City under this Agreement. Such training shall follow the Contractor’s standard policies and procedures in effect during the Term, shall be consistent with the levels generally provided within the security services industry, shall be in compliance with all applicable local, state, and federal laws, and shall conform to all other standards or requirements presented within this scope. The City reserves the right to request documentation of such training or require additional training as needed for security personnel at any time.
SECTION 12. PURCHASE ORDER ISSUANCE AND ADDITIONAL SERVICES
12.1 General Requirement
All Services under this Agreement must be approved by the City prior to commencement of work, and must be authorized through a valid Purchase Order issued by the City. Contractor shall not perform any Services without such authorization. No Purchase Order or cumulative Purchase Order shall exceed the maximum compensation of the Agreement. All issued Purchase Order shall be incorporated into the Agreement.
12.2 Additional Services
“Additional Services” means any services requested by the City that are not expressly included within the Scope of Services but are related or necessary for their performance. Additional Services may include, but are not limited to, specialized assignments requiring particular services or equipment (e.g., vehicle patrols) and other security guard support services. Prior to commencing any Additional Services, Contractor shall submit a proposal outlining the Additional Services to be provided, an estimate for labor and materials, and the proposed maximum fee. The City shall approve all Additional Services in writing. Such services shall be billed at either the rates set forth in Exhibit B, if applicable, or at a fixed price mutually agreed upon by the Parties. Once approved in writing by the City, these Additional Services shall be incorporated into the Agreement and deemed part of the Services without requiring a formal amendment. Contractor shall provide these approved Additional Services.
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EXHIBIT B
SCHEDULE OF FEES AND PAYMENT PROVISIONS
SECTION 1. MAXIMUM COMPENSATION
1.1 The maximum compensation payable to Contractor during the Term shall not exceed the amount in Section 6 of this Agreement.
1.2 The City does not guarantee a minimum compensation under this Agreement.
SECTION 2. BILLING RATES
Service Category Initial Term Unit Billing Rate
Onsite Security Guard Services
Regular/long-term sites (30 days or longer) $28.00 per hour Overtime/Holiday Rate $42.00 per hour
Special or as-needed coverage (short-term) $42.00 per hour Vehicle Patrol Services
Vehicle Patrol Rate (drive by security check) $12.50 per patrol/drive by
2.1 All rates shown above are flat rates, which include all wages, benefits, allowances, and differentials, and are billable for actual time worked, as required by the City.
Only work performed by an on-site Security Guard or personnel is billable. No other work is billable, including any work performed by Contractor’s area supervisor or relationship manager.
2.2 Overtime rate can be used, as expressly authorized, if hours worked by an on-site Security Guard exceeds eight (8) hours in a given day or forty (40) hours in a given week. OVERTIME AND HOLIDAY WORK MUST BE EXPRESSLY AUTHORIZED
BY THE CITY AND APPROVED IN WRITING IN ADVANCE BY THE CITY IN ACCORDANCE WITH SECTION 12.
2.3 The City will not be charged for overtime if Contractor's relief guard is late for any reason and the current guard's shift is extended past eight (8) hours or a 40-hour week. Contractor shall absorb such overtime costs.
2.4 Contractor shall not be reimbursed for any supplies, equipment, or sundries utilized in performance of the work, unless specifically set forth in the resulting agreement.
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2.5 If the City elects to exercise options after the Initial Term pursuant to Section 2.B, price adjustments may be considered by the City. Contractor shall identify a relevant market indicator (e.g., the Bureau of Labor Statistics Consumer Price Index, etc.) or provide information justifying reasons for any increase.
SECTION 3. PAYMENT PROVISIONS
Contractor shall provide an invoice to the City on a monthly basis for Services completed in the preceding month. The invoice must include the following information:
Invoice Number, Purchase Order Number, and Invoice Period.
Current amount due with a breakdown showing the quantity of services performed, the applicable billing rate, and the extended totals for each service category.
3.2 Pre-Payment. City shall not be required to pay a deposit or any other form of prepayment prior to Contractor beginning the Services.
3.3 Payment Limited to Satisfactory Work. Contractor is not entitled to any payments until the City concludes that the Services and/or any furnished deliverables have been satisfactorily performed.
3.4 Accurate Invoice. If the invoice submitted by Contractor is not accurate, the invoice may be returned to Contractor to correct and resubmit before payment can be processed.
3.5 Payment. If there are no discrepancies or deficiencies in the submitted invoice, City shall process the invoice for payment.
3.6 Confidential. Invoices are not confidential even if marked as confidential when submitted.
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EXHIBIT C
INSURANCE REQUIREMENTS
Without limiting the Contractor’s indemnification of the City, and prior to commencing any of the Services required under this Agreement, the Contractor shall provide and maintain in full force and effect, at its sole cost and expense, the following insurance policies with at least the indicated coverages, provisions and endorsements:
A. COMMERCIAL GENERAL LIABILITY INSURANCE
1. Commercial General Liability Insurance policy which provides coverage at least as broad as Insurance Services Office form CG 00 01. Policy limits are subject to review, but shall in no event be less than, the following:
$2,000,000 Each occurrence
$2,000,000 General aggregate
$2,000,000 Products/Completed Operations aggregate
$2,000,000 Personal Injury
2. Exact structure and layering of the coverage shall be left to the discretion of Contractor; however, any excess or umbrella policies used to meet the required limits shall be at least as broad as the underlying coverage and shall otherwise follow form.
3. The following provisions shall apply to the Commercial Liability policy as well as any umbrella policy maintained by the Contractor to comply with the insurance requirements of this Agreement:
a. Coverage shall be on a “pay on behalf” basis with defense costs payable in addition to policy limits;
b. There shall be no cross liability exclusion which precludes coverage for claims or suits by one insured against another; and c. Coverage shall apply separately to each insured against whom a claim is made or a suit is brought, except with respect to the limits of liability.
B. BUSINESS AUTOMOBILE LIABILITY INSURANCE
Business automobile liability insurance policy which provides coverage at least as broad as ISO form CA 00 01 with policy limits a minimum limit of not less than one million dollars ($1,000,000) each accident using, or providing coverage at least as broad as, Insurance Services Office form CA 00 01. Liability coverage shall apply to all owned, non-owned and hired autos.
C. WORKERS’ COMPENSATION
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1. Workers’ Compensation Insurance Policy as required by statute and employer’s liability with limits of at least one million dollars ($1,000,000) policy limit Bodily Injury by disease, one million dollars ($1,000,000) each accident/Bodily Injury and one million dollars ($1,000,000) each employee Bodily Injury by disease.
2. The indemnification and hold harmless obligations of Contractor included in this Agreement shall not be limited in any way by any limitation on the amount or type of damage, compensation or benefit payable by or for Contractor or any subcontractor under any Workers’ Compensation Act(s), Disability Benefits Act(s) or other employee benefits act(s).
3. This policy must include a Waiver of Subrogation in favor of the City of Santa Clara, its City Council, commissions, officers, employees, volunteers and agents.
D. COMPLIANCE WITH REQUIREMENTS
All of the following clauses and/or endorsements, or similar provisions, must be part of each commercial general liability policy, and each umbrella or excess policy.
1. Additional Insureds. City of Santa Clara, its City Council, commissions, officers, employees, volunteers and agents are hereby added as additional insureds in respect to liability arising out of Contractor’s work for City, using Insurance Services Office (ISO) Endorsement CG 20 10 11 85 or the combination of CG 20 10 03 97 and CG 20 37 10 01, or its equivalent.
2. Primary and non-contributing. Each insurance policy provided by Contractor shall contain language or be endorsed to contain wording making it primary insurance as respects to, and not requiring contribution from, any other insurance which the Indemnities may possess, including any self-insurance or self-insured retention they may have. Any other insurance Indemnities may possess shall be considered excess insurance only and shall not be called upon to contribute with Contractor’s insurance.
3. General Aggregate. The general aggregate limits shall apply separately to Contractor’s work under this Agreement providing coverage at least as broad as Insurance Services Office (ISO) Endorsement CG 2503, 1985 Edition, or insurer’s equivalent (CGL);
4. Cancellation.
a. Each insurance policy shall contain language or be endorsed to reflect that no cancellation or modification of the coverage provided due to non-payment of premiums shall be effective until written notice has been given to City at least ten (10) days prior to the Docusign Envelope ID: 4E27A550-2F56-4015-A1BB-0128C2672E3A Agreement with First Shield Security and Patrol, Inc. Page 25 of 26 Rev. 07-01-18
effective date of such modification or cancellation. In the event of non-renewal, written notice shall be given at least ten (10) days prior to the effective date of non-renewal.
b. Each insurance policy shall contain language or be endorsed to reflect that no cancellation or modification of the coverage provided for any cause save and except non-payment of premiums shall be effective until written notice has been given to City at least thirty (30) days prior to the effective date of such modification or cancellation. In the event of non-renewal, written notice shall be given at least thirty (30) days prior to the effective date of nonrenewal.
5. Other Endorsements. Other endorsements may be required for policies other than the commercial general liability policy if specified in the description of required insurance set forth in Sections A through D of this Exhibit C, above.
E. ADDITIONAL INSURANCE RELATED PROVISIONS
Contractor and City agree as follows:
1. Contractor agrees to ensure that subcontractors, and any other party involved with the Services who is brought onto or involved in the performance of the Services by Contractor, provide the same minimum insurance coverage required of Contractor, except as with respect to limits. 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 Agreement. Contractor agrees that upon request by City, all agreements with, and insurance compliance documents provided by, such subcontractors and others engaged in the project will be submitted to City for review.
2. Contractor agrees to be responsible for ensuring that no contract used by any party involved in any way with the project reserves the right to charge City or Contractor for the cost of additional insurance coverage required by this Agreement. Any such provisions are to be deleted with reference to City. It is not the intent of City to reimburse any third party for the cost of complying with these requirements. There shall be no recourse against City for payment of premiums or other amounts with respect thereto.
3. The City reserves the right to withhold payments from the Contractor in the event of material noncompliance with the insurance requirements set forth in this Agreement.
F. EVIDENCE OF COVERAGE
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Prior to commencement of any Services under this Agreement, Contractor, and each and every subcontractor (of every tier) shall, at its sole cost and expense, provide and maintain not less than the minimum insurance coverage with the endorsements and deductibles indicated in this Agreement. Such insurance coverage shall be maintained with insurers, and under forms of policies, satisfactory to City and as described in this Agreement. Contractor shall file with the City all certificates and endorsements for the required insurance policies for City’s approval as to adequacy of the insurance protection.
G. EVIDENCE OF COMPLIANCE
Contractor or its insurance broker shall provide the required proof of insurance compliance, consisting of Insurance Services Office (ISO) endorsement forms or their equivalent and the ACORD form 25-S certificate of insurance (or its equivalent), evidencing all required coverage shall be delivered to City, or its representative as set forth below, at or prior to execution of this Agreement.
Upon City’s request, Contractor shall submit to City copies of the actual insurance policies or renewals or replacements. Unless otherwise required by the terms of this Agreement, all certificates, endorsements, coverage verifications and other items required to be delivered to City pursuant to this Agreement shall be e-mailed to [email protected]:
Or by mail to:
EBIX Inc.
City of Santa Clara – Silicon Valley Power
P.O. Box 100085 – S2
Duluth, GA 30096
Telephone number: 951-766-2280
Fax number: 770-325-0409
H. QUALIFYING INSURERS
All of the insurance companies providing insurance for Contractor shall have, and provide written proof of, an A. M. Best rating of at least A minus 6 (A- VI) or shall be an insurance company of equal financial stability that is approved by the City or its insurance compliance representatives.
Docusign Envelope ID: 4E27A550-2F56-4015-A1BB-0128C2672E3A Certificate Of Completion
Envelope Id: 4E27A550-2F56-4015-A1BB-0128C2672E3A Status: Completed Subject: RUSH with Docusign: 2. First Shield Security & Patrol - SVP Security Services Agmt Source Envelope:
Document Pages: 26 Signatures: 3 Envelope Originator:
Certificate Pages: 2 Initials: 0 Ahcomb Hardwick
AutoNav: Enabled
EnvelopeId Stamping: Enabled
Time Zone: (UTC-08:00) Pacific Time (US & Canada)
1500 Warburton Avenue
Santa Clara, CA 95050
[email protected]
IP Address: 66.54.249.132
Record Tracking
Status: Original
10/20/2025 2:04:08 PM
Holder: Ahcomb Hardwick
[email protected]
Location: DocuSign
Security Appliance Status: Connected Pool: StateLocal
Storage Appliance Status: Connected Pool: City of Santa Clara Location: Docusign Signer Events Signature Timestamp
Omar Noory
[email protected]
President
1/1/2013
Security Level: Email, Account Authentication
(None)
Signature Adoption: Pre-selected Style
Using IP Address: 4.15.120.250
Sent: 10/20/2025 2:09:13 PM
Viewed: 10/20/2025 2:23:47 PM
Signed: 10/20/2025 2:24:40 PM
Electronic Record and Signature Disclosure:
Not Offered via Docusign
Huyen Nguyen
[email protected]
Security Level: Email, Account Authentication
(None)
Signature Adoption: Pre-selected Style
Using IP Address: 24.7.65.42
Sent: 10/20/2025 3:08:45 PM
Viewed: 10/20/2025 3:15:57 PM
Signed: 10/20/2025 5:10:04 PM
Electronic Record and Signature Disclosure:
Not Offered via Docusign
Jovan D. Grogan
[email protected]
City Manager
Security Level: Email, Account Authentication
(None) Signature Adoption: Pre-selected Style
Using IP Address: 136.226.78.187
Sent: 10/22/2025 8:22:19 PM
Viewed: 10/23/2025 11:26:09 AM
Signed: 10/23/2025 11:26:28 AM
Electronic Record and Signature Disclosure:
Not Offered via Docusign
In Person Signer Events Signature Timestamp
Editor Delivery Events Status Timestamp
Agent Delivery Events Status Timestamp
Intermediary Delivery Events Status Timestamp
Certified Delivery Events Status Timestamp
Carbon Copy Events Status Timestamp
Daniel Ballin
[email protected]
Senior Counsel for Silicon Valley Power
Security Level: Email, Account Authentication
(None)
Sent: 10/20/2025 3:08:45 PM
Viewed: 10/20/2025 3:09:16 PM
Electronic Record and Signature Disclosure:
Not Offered via Docusign
Jovan Grogan
[email protected]
City Manager
City of Santa Clara
Security Level: Email, Account Authentication
(None)
Sent: 10/22/2025 8:22:22 PM
Electronic Record and Signature Disclosure:
Not Offered via Docusign
SVP Contracts
[email protected]
Security Level: Email, Account Authentication
(None)
Sent: 10/23/2025 11:26:29 AM
Electronic Record and Signature Disclosure:
Not Offered via Docusign
City Attorney
[email protected]
City of Santa Clara
Security Level: Email, Account Authentication
(None)
Sent: 10/23/2025 11:26:30 AM
Electronic Record and Signature Disclosure:
Not Offered via Docusign
Witness Events Signature Timestamp
Notary Events Signature Timestamp
Envelope Summary Events Status Timestamps
Envelope Sent Hashed/Encrypted 10/20/2025 2:09:13 PM
Certified Delivered Security Checked 10/23/2025 11:26:09 AM Signing Complete Security Checked 10/23/2025 11:26:28 AM Completed Security Checked 10/23/2025 11:26:30 AM
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