City of Simi Valley
Staff Report
Ma
rch 9, 2026
To: Cit
y Council
Fr
om: Department of Administrative Services,
Carolyn Johnson, Director of Administrative Services
Subj
ect: Approval of Contracts for the Purchase of Equipment and Services, for the City’s Transit Division, to support the City’s transition to the Countywide Regional Radio System
S
taff Recommendation
I
t is recommended that the City Council:
1. A
pprove a contract with Motorola Solutions, Inc. for the purchase of new mobile radios for a total not-to-exceed amount of $183,375.91;
2. A
pprove a contract with Day Wireless, Inc. for the installation of new mobile radios and other equipment for a total not-to-exceed amount of $24,967.33;
3. A
ccept and a pprove an i nteragency agreement between Ventura County Transportation Commission and the City of Simi Valley for the Digital Radio Project Reimbursement up to the maximum amount of $210,000.
B
ackground
O
n September 15, 2025, the City Council approved a Memorandum of Understanding formalizing Simi Valley’s participation in the Regional System and on November 17, 2025, approved the purchase of Motorola radios, consoles, and services. The Ventura County Transportation Commission (VCTC) has agreed to reimburse the City for radios and installation services required for the Transit Division.
Di
scussion
T
he Transit division requires 29 mobile radios, which will be installed in the vehicles and used as dispatch stations at the PSC campus. New radios are required to participate in the Ventura County regional radio system. The Ventura County Transportation Commission has state funding available, from SB 125 (2014) established to support public transportation, and has offered to reimburse the City up to $210,000 for the cost of the radios and installation.
M
otorola Solutions, Inc. provided a quote in the amount of $183,375.91 for the equipment and software. The agreement (Attachment A) utilizes the Sourcewell Cooperative Master Contract, 042021-MOT (Attachment B) for the purchase of new mobile radios for a total Agenda Item No.
Consent (2)
not-to-exceed amount of $183,375.91. Because the Sourcewell contract is competitively awarded and covers design, cybersecurity, integration, and maintenance, this procurement satisfies Simi Valley Municipal Code §2-9.201(f).
Day Wireless provided a quote in the amount of $ 24,967.33 for the installation of radio equipment. The Day Wireless agreement uses the City’s standard General Services Agreement (Attachment C) and references the Sourcewell Cooperative Master Contract 042021-MOT (Attachment B).
The V entura County Transportation Commission is requesting the City enter into an agreement (Attachment D) for the reimbursement for the purchase and installation of radios required for the Transit Division.
Financial Impact
On November 17, 2025, the City Council approved funding for the project in the amount of $8.9 million over a 7-year period.
City Council Priority
The City’s Public Safety Radio Project directly supports several Pillars of Excellence, including Public Safety, Reliable Infrastructure, Fiscal Stability, and Excellent City Government. The project enhances emergency response, strengthens regional interoperability, and ensures resilient, citywide communications. By leveraging the Regional System, the City avoids significant standalone replacement costs while strengthening long-term system reliability, reducing maintenance burdens, and enhancing the safety of both officers and the community. This strategic investment in core technology infrastructure demonstrates the City’s commitment to fiscal responsibility, operational efficiency, and modernized high-quality public service.
Suggested Motion
I move that the City Council a uthorize the Mayor to execute agreements in a form approved by the City Attorney or designee, with:
1. Motorola Solutions, Inc. for the purchase of new mobile radios for a total not -to- exceed amount of $183,375.91;
2. Day Wireless, Inc. for the installation of new mobile radios and other equipment for a total not-to-exceed amount of $24,967.33 and;
3. Accept and approve an i nteragency agreement between Ventura County Transportation Commission and the City of Simi Valley for the Digital Radio Project Reimbursement up to the maximum amount of $210,000.
2 Summary
The City Council previously approved a memorandum of understanding and budget permitting the City to participate in the Ventura County Regional Radio System. For the Transit division to obtain full functionality, additional equipment, installation, and services are required. The Ventura County Transportation Commission has agreed to reimburse the City for radios and installation services required for the Transit Division.
Prepared by: Garry E. Boswell, Deputy Administrative Services Director, Information Services
Attachments:
Attachment A – Motorola Customer Agreement
Attachment B - Sourcewell Cooperative Master Contract, 042021-MOT Attachment C – Day Wireless Agreement
Attachment D – VCTC Reimbursement Agreement - Radio Equipment
3 City of Simi Valley
Transit Radio Equipment
The design, technical, and price information furnished with this proposal is proprietary information of Motorola Solutions, Inc. (Motorola). Such information is submitted with the restriction that it is to be used only for the evaluation of the proposal, and is not to be disclosed publicly or in any manner to anyone other than those required to evaluate the proposal, without the express written permission of Motorola Solutions, Inc.
MOTOROLA, MOTO, MOTOROLA SOLUTIONS, and the Stylized M Logo are trademarks or registered trademarks of Motorola Trademark Holdings, LLC and are used under license. All other trademarks are the property of their respective owners. © 2023 Motorola Solutions, Inc. All rights reserved.
Mark Streker (805) 249-8391 [email protected] Attachment A
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Motorola Solutions, Inc.
500 W Monroe Street, Ste 4400
Chicago, IL 60661-37
02/02/2026
City of Simi Valley
2929 Tapo Canyon Rd.
Simi Valley, Ca. 93063
RE: Transit Radio Equipment
Dear Mr. Garry Boswell,
Motorola Solutions, Inc. (Motorola Solutions) appreciates the opportunity to provide the City of Simi Valley quality communications equipment and services. Motorola Solutions' project team has taken great care to propose a solution to address your needs and provide exceptional value.
To best meet the functional and operational specifications of this solicitation, our solution includes new Transit radio equipment:
● 29 APX 4500 Mobile Radios
● 2 APX 4500 Base Station Radio
● 1 APX All Band Consolette
● 1 MCD 5000 Desk set System
This proposal is subject to the terms and conditions of the Sourcewell Motorola Solutions Customer Agreement (“MCA”) attached to this proposal, which incorporates the 042021-MOT Sourcewell Agreement. City of Simi Valley may accept this proposal by returning a copy of the proposal signed by an authorized representative of the City. Pricing will remain valid for 60 days from the date of this proposal. Any purchase order should specifically reference the MCA attached to this proposal.
Any questions City of Simi Valley has regarding this proposal can be directed to Mark Streker, at (805) 249-8391, [email protected]
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Our goal is to provide City of Simi Valley with the best products and services available in the communications industry. We thank you for the opportunity to present our proposed solution, and we hope to strengthen our relationship by implementing this project.
Sincerely,
Jerry Burch
MSSSI Vice President
MOTOROLA SOLUTIONS, INC.
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Section 1.
Contractual Documentation
Motorola Solutions Customer Agreement
This Motorola Solutions Customer Agreement (the “MCA”) is entered into between Motorola Solutions, Inc., and affiliated companies, with offices at 500 W. Monroe Street, Suite 4400, Chicago, IL 60661 (“ Motorola”) and the entity purchasing Products (as defined below) from Motorola (“Customer”). Motorola and Customer will each be referred to herein as a “ Party” and collectively as the “ Parties”. This Agreement (as defined below) is effective as of the earlier of (a) the first purchase of a Product from Motorola, and (b) the date of the last signature on the Agreement (the “Effective Date”).
WHEREAS, Customer desires to purchase from Motorola and Motorola desires to sell to Customer certain Public Safety Solutions with Related Equipment, Software, Accessories, or Services; and WHEREAS, Sourcewell (“Sourcewell”), a State of Minneso ta local government agency and service cooperative offering cooperative procurement solutions to government entities that access Sourcewell’s cooperative purchasing contracts (“Participating Entities”);
WHEREAS, on July 4, 2021, Sourcewell and Motorola en tered into a contract identified as 0 42021-MOT, (the “Contract”), which provides that Participating Entities may purchase certain public safety software offerings from Motorola pursuant to certain terms contained therein; and WHEREAS, pursuant to Article 6 of the Contract Motorola and Customer now wish to enter into this Agreement to delineate the specific terms of the purchase of Public Safety Software from Motorola by Customer.
For good and valuable consideration, the Parties agree as follows:
1. Agreement.
1.1. Scope; Agreement Documents . This MCA governs Customer’s purchase of Products ( as defined below) from Motorola. Additional terms and conditions applicable to specific Products are set forth in one or more agreed upon addenda incorporated within this MCA (each an “Addendum”, and collectively the “Addenda”).
This MCA, the applicable Addenda, and Proposal collectively form the Parties’ “Agreement”.
1.2. Order of Precedence . In interpreting this Agreement and resolving any ambiguities each Addendum will control with respect to conflicting terms in the Agreement, but only as applicable to the Products described in such Addendum. The Proposal will control with respect to conflicting terms in the MCA or any Addenda, but only as applicable to the Products and Services described in the Proposal.
2. Definitions.
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“Authorized Users” means Customer’s employees and contractors engaged for the purpose of supporting or using the Products and Services on behalf of Customer, and that are not competitors of Motorola, and the entities (if any) specified in a Proposal or otherwise approved by Motorola in writing (email from an authorized Motorola signatory accepted), which may include affiliates or other Customer agencies. “Change Order” means a written amendment to this Agreement after the Effective Date. “Communications System” is a solution that includes at least one radio Product, whether devices, software, or infrastructure, and requires Integration Services to deploy such radio Product at a Customer Site or onto any Customer-Provided Equipment or Equipment provided to Customer. “Contract Price” or “Fees” means the charges applicable to the Products, excluding applicable sales or similar taxes and freight charges.
“Confidential Information” means any and all non-public information provided by one Party to the other that is disclosed under this Agreement in oral, written, graphic, machine recognizable, or sample form, being clearly designated, labeled or marked as confidential or its equivalent or that a reasonable business person would consider non-public and confidential by its nature. With respect to Motorola, Confidential Information will also include Products, and Documentation, as well as any other information relating to the Products. “Customer Data” has the meaning given to it in the DPA. “Customer-Provided Equipment ” me ans components, including equipment and software, not provided by Motorola which may be used with the Products.
“Data Processing Addendum ” or “ DPA” means the Motorola Data Processing Addendum applicable to processing of data, including Customer Data, as updated, supplemented, or superseded from time to time. The DPA is incorpor ated into and made a part of this Agreement for all purposes pertaining to the contents of the DPA. Where terms or provisions in the Agreement conflict with terms or provisions of the DPA, the terms or provisions of the DPA will control with respect to the contents of the DPA. “Documentation” means the documentation for the Products, or data, that is delivered or made available with the Products that specifies technical and performance features, capabilities, users, or operation, including training manuals, and other deliverables, such as reports, specifications, designs, plans, drawings, analytics, or other information.
“Equipment” means hardware provided by Motorola.
“Equipment Lease-Purchase Agreement” means the agreement by which Customer finances all or a portion of the Contract Price.
“Feedback” means comments or information, in oral or written form, given to Motorola by Customer or Authorized Users, including end users, in connection with or relating to the Products. “Integration Services” means the design, deployment, implementation, and integration Services provided by Motorola in order to design, install, set up, configure, and/or integrate the applicable Products as agreed upon by the Parties.
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“Licensed Software” means software which is made available to Customer by Motorola (for example software preinstalled on Equipment, accessible via a website provided by Motorola, or software installed on or made available for Customer-Provided Equipment) and is licensed to Customer by Motorola. “Lifecycle Management Services” or “LMS” means upgrade services as set out in the applicable Proposal. “Maintenance and Support Services” means the break/fix maintenance, technical support, or other Services described in the applicable Proposal.
“Motorola Data” means data owned by Motorola and made available to Customer in connection with the Products;
“Motorola Materials” means proprietary equipment, hardware, content, software, tools, data, and other materials, including designs, ut ilities, models, methodologies, systems, and specifications, which Motorola has developed or licensed from third parties (including any corrections, bug fixes, enhancements, updates, modifications, adaptations, translations, de -compilations, disassemblies, or derivative works of the foregoing, whether made by Motorola or another party). Products, Motorola Data, Third-Party Data (as defined in the DPA), and Documentation, are considered Motorola Materials.
“Non-Motorola Materials” means collectively, Custom er or third -party equipment, software, services, hardware, content, and data that is not provided by Motorola. “Proposal” means solution descriptions, pricing, equipment lists, statements of work (“ SOW”), schedules, technical specifications, quotes, order forms, and other documents setting forth the Products to be purchased by Customer and provided by Motorola. The Proposal may also include an Acceptance Test Plan (“ ATP”); a “Payment” Form (Communications System purchase only); or a “System Acceptance Cert ificate” (Communications System only), depending on the Products purchased by Customer. “Products” or “Product” is how the Equipment, Licensed Software and Services being purchased by the Customer is collectively referred to in this Agreement (collectively as “Products”, or individually as a “Product”). “Professional Services” are services provided by Motorola to Customer under this Agreement, including Integration Services, the nature and scope of which are more fully described in the Proposal. “Prohibited Jurisdiction” means any jurisdiction in which the provision of such Products is prohibited under applicable laws or regulations.
“Services” means services, including access to services, as described in the Proposal, and includes Integration Services, S ubscription Services, Professional Services, Maintenance & Support Services, and Lifecycle Management Services provided by Motorola.
“Service Completion Date” means the date of Motorola’s completion of the Services described in a Proposal. “Service Use Data” has the meaning given to it in the DPA. “Site” or “Sites” means the location where the Integration Services, Lifecycle Management Services, or Maintenance and Support Services will take place.
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“Software-as-a-Service” or “ SaaS” means a solution that inc ludes at least one Subscription Service and associated Licensed Software, which may include, as an example, client software or a web page. “Software System” means a solution that includes at least one Licensed Software Product and requires Integration Serv ices to deploy such Licensed Software Product at a Customer Site or onto any Customer - Provided Equipment or Equipment provided by or made available to Customer by Motorola. “Subscription” means a recurring payment for Products, as set out in the Proposal. “Subscription Services” or “Recurring Services” means Services, including access to Services, paid for on a subscription basis. Subscription Services includes services available through SaaS Products. “Term” means the term of this MCA which will commence on the Effective Date and continue until six (6) months after the later of (a) the termination, expiration, or discontinuance of Services under the last Proposal in effect, or (b) the expiration of all applicable warranty periods, unless the MCA is earlier terminated as set forth herein.
3. Products and Services.
3.1. Products. Motorola will sell (a) Equipment, (b) licenses to Licensed Software, and (c) Services to Customer, to the extent each is set forth in this Agreement. At any time during the Term, Motorola may substitute any Products at no cost to Customer, if the substitu te is substantially similar to the Products set forth in this Agreement. All Licensed Software is provided pursuant to the terms of the Software License Agreement.
3.2. Services.
3.2.1. Motorola will provide Services, to the extent set forth in this Agreement.
3.2.2. Integration Services; Maintenance and Support Services . Motorola will provide (a) Integration Services at the applicable Sites, agreed upon by the Parties, or (b) Maintenance and Support Services or Lifecycle Management Services, each as further described in the applicable SOW. Terms applicable to Maintenance, Support and Lifecycle Management can be found in the Maintenance, Support and Lifecycle Management Addendum.
3.2.3. Service Proposals. The Fees for Services will be set forth in Motorola’s Proposal. A Customer point of contact may be set forth in the applicable SOW for the Services.
3.2.4. Service Completion . Services described in a Proposal will be deeme d complete upon the Service Completion Date, or as Services expire, or are renewed or terminated.
3.2.5. Professional Services
3.2.5.1. Additional Service Terms . If Customer is purchasing Professional Services to evaluate or assess networks, systems or operations; networ k security assessment or network monitoring; software application development Services; or transport connectivity services, Additional Services Terms apply.
3.3. Additional Product Terms. If the Products include one of the following Products or Product types, additional terms apply as found in the below links:
Mobile Video Products, such as LPR cameras, bodycams, or vehicle cameras, and related software Drone related Products
Comparison Manager
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Data licensed from Motorola
3.4. Non-Preclusion. If, in connection with the Produ cts provided under this Agreement, Motorola performs assessments of its own, or related, products or makes recommendations, including a recommendation to purchase other products, nothing in this Agreement precludes such efforts nor precludes Motorola from participating in a future competitive bidding process or otherwise offering or selling the recommended products to Customer. Customer represents that this paragraph does not violate its procurement standards or other laws, regulations, or policies.
3.5. Customer Obligations. Customer represents that information Customer provides to Motorola in connection with receipt of Products are accurate and complete in all material respects. If any assumptions in the Proposals or information provided by Customer prove to b e incorrect, or if Customer fails to perform any of its obligations under this Agreement, Motorola’s ability to perform its obligations may be impacted and changes to the Agreement, including the scope, Fees, and performance schedule may be required.
3.6. Documentation. Products may be delivered with Documentation. Documentation is and will be owned by Motorola, unless otherwise expressly st ated in a Proposal that certain Documentation will be owned by Customer. Motorola hereby grants Customer a limited, royalty-free, worldwide, non-exclusive license to use the Documentation solely for its internal business purposes in connection with the Products.
3.7. Motorola Tools and Equipment . As part of delivering the Products, Motorola may provide certain tools, equipment, models, and other materials of its own. Such tools and equipment will remain the sole property of Motorola unless they are to be purchased by Customer as Products and are explicitly listed on the Proposal. The tools and equipment may be held by Customer for Motorola’s use without charge and may be removed from Customer’s premises by Motorola at any time without restriction. Customer will safeguard all tools and equipment while in its custody or control, and be liable for any loss or damage. Upon the expiration or earlier termination of this Agreement, Customer, at its expense, will return to Motorola all such tools and equipment in its possession or control.
3.8. Authorized Users. Customer will ensure its employees and Authorized Users comply with the terms of thi s Agreement and will be liable for all acts and omissions of its employees and Authorized Users. Customer is responsible for the secure management of Authorized Users’ names, passwords and login credentials for access to Products.
3.9. Export Control. Customer, its employees, and any other Authorized Users will not access or use the Products in any Prohibited Jurisdiction, and Customer will not provide access to the Products to any government, entity, or individual located in a Prohibited Jurisdiction. Customer represents and warrants that (a) it and its Authorized Users are not named on any U.S. government list of persons prohibited from receiving U.S. exports, or transacting with any U.S. person; (b) it and its Authorized Users are not a national of, or a company registered in, any Prohibited Jurisdiction; (c) Customer will not permit its Authorized Users to access or use the Products or Services in violation of any U.S. or other applicable export embargoes, prohibitions or restrictions; and (d) Customer and it s Authorized Users will comply with all applicable laws regarding the transmission of technical data exported from the U.S. and the country in which Customer, its employees, and the Authorized Users are located.
3.10. Change Orders. Unless a different change control process is agreed upon in writing by the Parties, a Party may request changes to an Addendum or a Proposal by submitting a Change Order to the other Party. If a requested change causes an increase or decrease in the Products, the Parties by means of the Change Order will make appropriate adjustments to the Fees, project schedule, or other matters. Change Orders are effective and binding on the Parties only upon execution of the Change Order by an authorized representative of both Parties.
4. Term and Termination.
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4.1. Term. The applicable Addendum or Proposal will set forth the Term for the Products governed thereby.
4.1.1. Subscription Terms . Unless otherwise specified in the Proposal, if the Products are purchased as a Subscription, the Subscription commences upon delivery of, or Customer having access to, the first applicable Product ordered under this Agreement and will continue for a twelve (12) month period or such other period identified in a Proposal (the “ Initial Subscription Period”) and, unless otherwise stated in the Proposal, will automatically renew for additional twelve (12) month periods (each, a “ Renewal Subscription Year”), unless either Party notifies the other of its intent not to renew at least thirty (30) days before th e conclusion of the then -current Subscription Term. (The Initial Subscription Period and each Renewal Subscription Year will each be referred to herein as a “ Subscription Term”.) Motorola may increase Fees prior to any Renewal Subscription Year by notifyin g Customer of the proposed increase no later than thirty (30) days prior to commencement of the Renewal Subscription Year.
4.2. Termination. Either Party may terminate the Agreement or the applicable Addendum or Proposal if the other Party breaches a material obligation under the Agreement and does not cure such breach within thirty (30) days after receipt of notice of the breach or fails to produce a cure plan within such period of time. Each Addendum and Proposal may be separately terminable as set forth ther ein. Additionally, Customer may terminate the Agreement for convenience upon 45 days’ written notice, provided Customer pays for all work completed and equipment delivered up to the termination date. For the AXS Console Upgrades and Virtualized Prime Site upgrades, any upgrades performed prior to the termination will require payment in full at the time of termination.
4.3. Termination for Non -Appropriation. In the event any identified funding is not appropriated or becomes unavailable, the Customer reserves the right to terminate this Agreement for non -appropriation upon thirty (30) days’ advance written notice to Motorola. In the event of such termination, Motorola shall be entitled to compensation for all conforming Products delivered or performed prior to the date of termination.
4.4. Suspension of Services . Motorola may promptly terminate or suspend any Products under a Proposal if Motorola determines: (a) the related Product license has expired or has terminated for any reason; (b) the applicable Product is being used on a hardware platform, operating system, or version not approved by Motorola; (c) Customer fails to make any payments when due; or (d) Customer fails to comply with any of its other obligations or otherwise delays Motorola’s ability to perform.
4.5. Wind Down of Subscription. In addition to the termination rights in this Agreement, Motorola may terminate any Subscription Term, in whole or in part, in the event Motorola plans to cease offering the applicable Licensed Software or Subscription Services to customers.
4.6. Effect of Termination or Expiration . Upon termination for any reason or expiration of this Agreement, an Addendum, or a Proposal, Customer and the Authorized Users will return or destroy (at Motorola’s option) all Motorola Materials and Motorola’s Confidential Information in their possession or control and, as applicable, provide proof of such destruction, except that Equipment purchased by Customer should not be returned. If Customer has any outstanding payment obligations under this Agreement, Mo torola may accelerate and declare all such obligations of Customer immediately due and payable by Customer.
Notwithstanding the reason for termination or expiration, Customer agrees to pay Motorola for Products already delivered or performed. Customer has a duty to mitigate any damages under this Agreement, including in the event of default by Motorola and Customer’s termination of this Agreement.
4.7. Equipment. In the event that Customer purchases any Product at a price below the published list price for such Product in connection with Customer entering into a fixed - or minimum required -term agreement for Products, and Customer or Motorola terminates the Agreeme nt prior to the expiration of such fixed - or minimum required-term, then Motorola will have the right to invoice Customer for, and Customer will pay, the amount of the discount to the published list price for the Product or such other amount set forth in writing.
This Section will not limit any other remedies Motorola may have with respect to an early termination.
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5. Payment, Invoicing, Delivery and Risk of Loss
5.1. The Contract Price of $170,979.87 ,excluding taxes, is fully committed and identified, including al l subsequent years of any contracted Services. The Customer will pay all invoices within 30 days following the Customer’s written acceptance of the goods and services, conforming conformity to the contract specifications. Any changes in scope will be subje ct to the change order process as described in this Agreement.
Motorola acknowledges the Customer may require the issuance(s) of a purchase order or notice to proceed as part of the Customer’s procurement process. However, Customer agrees that the issuance or non - issuance of a purchase order or notice to proceed does not preclude the Customer from its contractual obligations as defined in this Agreement.
5.2. Fees. Fees and charges applicable to the Products and Services, which include the Sourcewell administrative fee, will be as set forth in the applicable Proposal. Changes in the scope of Products described in a Proposal that require an adjustment to the Fees will be set forth in the applicable pricing schedule. The Fees for any Products exclude expenses associated with unusual and costly Site access requirements (e.g., if Site access requires a helicopter or other equipment), tariffs, fluctuations in the costs of energy, raw materials, and fuel. Motorola reserves the right to equitably adjust the Fees for these expenses upon written notice to Customer. Customer will reimburse Motorola for expenses reasonably incurred by Motorola in connection with the Products. The annual Subscription Fee for Products may include certain one-time Fees, such as start-up fees, license fees, or other fees set forth in a Proposal. Motorola may suspend Licensed Software and any Subscription Services if Customer fails to make any payments within thirty (30) days of invoice due date when due. Motorola will pay Sourcewell’s administrative fee in accordance with the payment terms of the Motorola Sourcewell Contract 042021-MOT.
5.3. Taxes. The Fees do not include any excise, sales, lease, use, property, or other taxes, assessments, duties, or regulatory charges or contribution requirements (collectively, “ Taxes”), all of which will be paid by Customer, except as exempt by law, unless otherwise specified in a Proposal. If Motorola is required to pay any Taxes, Customer will reimburse Motorola for such Taxes (including any interest and penalties) within thirty (30) days after Customer’s receipt of an invoice therefore. Customer will be solely responsible for reporting the Products for personal property tax purposes, and Motorola will be solely responsible for reporting taxes on its income and net worth.
5.4. Invoicing. Motorola will invoice Customer as described in this Agreement and Customer will pay all invoices within thirty (30) days of the invoice date or as otherwise specified in writing. In the event Customer finances the purchase of the Motorola Products contemplated herein v ia Motorola Solutions Credit Corporation (“MSCC”), invoices for such purchase will be paid via the disbursement of the financing proceeds pursuant to the Equipment Lease - Purchase Agreement executed between the parties and the payment schedule enclosed therein shall control payment of the related invoices. Late payments will be subject to interest charges at the maximum rate permitted by law, commencing upon the due date. Motorola may invoice electronically via email, and Customer agrees to receive invoices via email at the email address set forth in Section 5.6. Customer acknowledges and agrees that a purchase order or other notice to proceed is not required for payment for Products.
5.5. Payment. Customer will pay invoices for the Products provided under this Agreement in accordance with the invoice payment terms set forth in Section 5.4. Generally, invoices are issued after shipment of Equipment or upon Motorola’s delivery of Licensed Software, Customer access to SaaS, or upon System Completion Date of a Software System, as applicable, but if a specific invoicing or payment s chedule is set forth in the Agreement, such schedule will determine the invoicing cadence.
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Motorola will have the right to suspend future deliveries of Products only if Customer fails to make any payments when due, following acceptance, and after providi ng written notice and a reasonable opportunity to cure the payment default.
5.6. INVOICING AND SHIPPING ADDRESSES. Invoices will be sent to the Customer at the following address:
Name: City of Simi Valley______________________________________________________ Address: 2929 Tapo Canyon Road, Simi Valley, CA, 93063___________________________ Phone: (805) 583-6736________________________________________________________ E-INVOICE. To receive invoices via email:
Customer Account Number:______________________________________________________ Customer Accounts Payable Email:________________________________________________ Customer CC (optional) Email:____________________________________________________ The address which is the ultimate destination where the Equipment will be delivered to Customer is:
Name: City of Simi Valley Public Services Center _____________ Address:__ 490 W. Los Angeles Ave., Simi Valley, CA, 93065_______________________________ The Equipment will be shipped to the Customer at the following address (insert if this information is known):
Name: City of Simi Valley Public Services Center_________________________________________ Address: 490 W. Los Angeles Ave., Simi Valley, CA, 93065_______________________________ Phone:__(805) 583-6456_________________________________________________________ Customer may change this information by giving written notice to Motorola.
5.7. Delivery, Title and Risk of Loss . Motorola will provide to Customer the Products set forth in a Proposal, in accordance with the terms of the Agreement. Motorola will, using commercially reasonable practices, pack the ordered E quipment and ship such Equipment to the Customer address set forth in Section 5.6 or otherwise provided by Customer in writing, using a carrier selected by Motorola.
Notwithstanding the foregoing and unless otherwise stated in a Equipment Lease - Purchase Agreement, delivery of Equipment (and any incorporated Licensed Software) will occur, and title and risk of loss for the Equipment will pass to Customer, only after the Equipment has been delivered to the designated facility specified by the Customer and has been inspected and accepted by the Customer. Motorola will bear all risk of loss and title to the Equipment until such inspection and acceptance by the Customer. The Customer will notify Motorola in writing of acceptance or any discrepancies within 5 business days of delivery. Customer will pay all shipping costs, taxes, and other charges applicable to the shipment and import or export of the Products and Services, as applicable, and Customer will be responsible for reporting the Products for personal property tax purposes.
Delivery of Licensed Software for installation on Equipment or Customer -Provided Equipment will occur upon the earlier of (a) electronic delivery of the Licensed Software by Motorola, or (b) the date Motorola otherwise makes the Lic ensed Software available for download or use by Customer. If agreed upon in a Proposal, Motorola will also provide Services related to such Products. Title to Licensed Software will not pass to Customer at any time. Delivery of SaaS Products will occur whe n the Services are made available to Customer.
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5.8. Delays. Any shipping dates set forth in a Proposal are approximate, and while Motorola will make reasonable efforts to ship Products by any such estimated shipping date, Motorola will not be liable for any del ay or related damages to Customer. Time for delivery will not be of the essence, and delays will not constitute grounds for cancellation, penalties, termination, or a refund.
5.9. Future Regulatory Requirements . The Parties acknowledge and agree that certain Pr oducts (for example, cyber services) are in evolving technological areas and therefore, laws and regulations regarding Products may change. Changes to existing Products required to achieve regulatory compliance may be available for an additional fee. Any required changes may also impact the price for Products.
5.10. Resale of Equipment. Equipment may contain embedded Licensed Software. If Customer desires to sell its used Equipment to a third party, Customer must first receive prior written authorization from Motorola, which will not be unreasonably denied, and obtain written acceptance of the applicable Licensed Software license terms, including the obligation to pay relevant license fees, from such third party. Customer will take appropriate security measures when disposing of Equipment, including the deletion of all data stored in the Equipment.
6. Sites; Customer-Provided Equipment; Non-Motorola Materials.
6.1. Access to Sites . Customer will be responsible for providing all necessary permits, licenses, and other approvals necessary for the performance, installation and use of the Products at each applicable Site, including for Motorola to perform its obligations hereunder, and for facilitating Motorola’s access to the Sites.
No waivers of liability will be imposed on Motorola or its subcontractors by Customer or others at Customer facilities or other Sites, but if and to the extent any such waivers are imposed, the Parties agree such waivers are void.
6.2. Site Conditions. Customer will ensure that (a) all Sites are safe and secure, (b) Site conditions meet all applicable industry and legal standards (including standards promulgated by OSHA or other governmental or regulatory bodies), (c) to the extent applicable, Sites have adequate physical space, air conditioning, and other environmental conditions, electrical power outlets, distribution, equipment, connections, and telephone or other communication lines (including modem access and interfacing networking capabilities), and (d) Sites are suitable for the installation, use, a nd maintenance of the Products. This Agreement is predicated upon normal soil conditions as defined by the version of E.I.A. standard RS-222 in effect on the Effective Date.
6.3. Site Issues. Upon its request, which will not be unreasonably denied, Motorola wil l have the right to inspect the Sites and advise Customer of any deficiencies or non-conformities with the requirements of this Section 6 – Sites; Customer-Provided Equipment; Non -Motorola Materials. If Motorola or Customer identifies any deficiencies or non-conformities, Customer will promptly remediate such issues or the Parties will select a replacement Site. If a Party determines that a Site identified in a Proposal is not acceptable or desired, the Parties will cooperate to investigate the conditions a nd select a replacement Site or otherwise adjust the installation plans and specifications as necessary. A change in Site or adjustment to the installation plans and specifications may cause a change in the Fees or performance schedule under the applicable Proposal.
6.4. Customer-Provided Equipment. Customer will be responsible, at its sole cost and expense, for providing and maintaining the Customer -Provided Equipment in good working order. Customer represents and warrants that it has all rights in Customer -Provided Equipment to permit Motorola to access and use the applicable Customer-Provided Equipment to provide the Products under this Agreement, and such access and use will not violate any laws or infringe any third -party rights (including intellectual prope rty rights). Customer (and not Motorola) will be fully liable for Customer -Provided Equipment, and Customer will immediately notify Motorola of any Customer -Provided Equipment damage, loss, change, or theft that may impact Motorola’s ability to provide the Products under this Agreement, and Customer acknowledges that any such events may cause a change in the Fees or performance schedule under the applicable Proposal.
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6.5. Non-Motorola Materials. In certain instances, Customer may be permitted to access, use, or integrate Non- Motorola Materials with or through the Products. If Customer accesses, uses, or integrates any Non-Motorola Materials with the Products, Customer will first obtain all necessary rights and licenses to permit Customer’s and its Authorized Users’ use of the Non-Motorola Materials in connection with the Products. Customer will also obtain the necessary rights for Motorola to use such Non -Motorola Materials in connection with providing the Products, including the right for Motorola to access, sto re, and process such Non -Motorola Materials (e.g., in connection with SaaS Products), and to otherwise enable interoperation with the Products.
Customer represents and warrants that it will obtain the foregoing rights and licenses prior to accessing, using, or integrating the applicable Non -Motorola Materials with the Products, and that Customer and its Authorized Users will comply with any terms and conditions applicable to such Non -Motorola Materials. If any Non-Motorola Materials requires access to Customer Data, Customer hereby authorizes Motoro la to allow the provider of such Non -Motorola Materials to access Customer Data, in connection with the interoperation of such Non-Motorola Materials with the Products.
6.6. Customer acknowledges and agrees that Motorola is not responsible for, and makes no re presentations or warranties with respect to, the Non-Motorola Materials (including any disclosure, modification, or deletion of Customer Data resulting from use of Non -Motorola Materials or failure to properly interoperate with the Products). If Customer r eceives notice that any Non -Motorola Materials must be removed, modified, or disabled within the Products, Customer will promptly do so. Motorola will have the right to disable or remove Non-Motorola Materials if Motorola believes a violation of law, third -party rights, or Motorola’s policies is likely to occur, or if such Non -Motorola Materials poses or may pose a security or other risk or adverse impact to the Products, Motorola, Motorola’s systems, or any third party (including other Motorola customers).
6.7. Motorola may provide certain Non-Motorola Materials as an authorized sales representative of a third party as set out in a Proposal. As an authorized sales representative, the third party’s terms and conditions will apply to any such sales. Any orders for such Non-Motorola Materials will be fulfilled by the third party.
6.8. End User Licenses. Notwithstanding any provision to the contrary in the Agreement, certain Non -Motorola Materials software are governed by a separate license, EULA, or other agreement, including terms governing third-party equipment or software, such as open source software, included in the Products. Customer will comply, and ensure its Authorized Users comply, with any such additional terms applicable to third -party equipment or software. Certain third party flow-down terms applicable to Motorola Products may apply.
6.9. Prohibited Use. Customer will not integrate or use, or permit a third party or an Authorized User to integrate or use, any Non-Motorola Materials with or in connection with a Software System or other Licensed Software provided by Motorola under this Agreement, without the express written permission of Motorola.
6.10. API and Client Support. Motorola will use reasonable efforts to maintain its Application Programmin g Interfaces (APIs) for each Software System, understanding that APIs will evolve. Motorola will support each API version for 6 months after introduction but may discontinue support with reasonable notice or without notice if a security risk is present. Fo r Licensed Software requiring a local client installation, Customer is responsible for installing the current version. Motorola will support each client version for 45 days after its release but may update the client at any time, and does not guarantee support for prior client versions.
7. Representations and Warranties.
7.1. Mutual Representations and Warranties . Each Party represents and warrants to the other Party that (a) it has the right to enter into, and execute, the Agreement and perform its obligations hereunder, and (b) the Agreement will be binding on such Party.
7.2. System Warranty. Subject to the disclaimers and exclusions below, Motorola represents and warrants that, on the date of System Acceptance (for Communications Systems), System Com pletion Date (for Software Agreement No. 3260122
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Systems), or delivery, as applicable (a) the Communications System will perform in accordance with the descriptions in the applicable Proposal in all material respects, (b) the Software System will perform in accordance with the descriptions in the applicable Proposals in all material respects, and (c) if Customer has purchased any Licensed Software (but, for clarity, excluding SaaS Products) as part of such Communications System or Software System, the warranty period applicable to such Licensed Software will continue for a period of one (1) year commencing upon System Acceptance, System Completion, or date the Licensed Software is delivered (the “Warranty Period”).
7.3. Communications Systems . During the Warranty Period, in addition to warranty services, Motorola will provide Maintenance and Support Services for the Equipment and support for the Motorola Licensed Software in Communication Systems pursuant to the applicable maintenance and support Proposal.
Support for the Licensed Software will be in accordance with Motorola's established Software Support Policy (“SwSP”). If Customer wishes to purchase (a) addi tional Maintenance and Support Services during the Warranty Period; or (b) continue or expand maintenance, software support, installation, and/or Motorola’s LMS after the Warranty Period, Motorola will provide the description of and pricing for such servic es in a separate proposal document and such terms will be agreed upon in a Proposal. Unless otherwise agreed by the Parties in writing, the terms and conditions of the MSLMA referenced in Section 3.2.2 will govern the provision of such Services.
7.4. SaaS. SaaS Products do not qualify for the System Warranty above.
7.5. Motorola Warranties - Services. Subject to the disclaimers and exclusions below, Motorola represents and warrants that (a) Services will be provided in a good and workmanlike manner and will conform in all material respects to the descriptions in the applicable Proposal; and (b) for a period of ninety (90) days commencing upon the Service Completion Date for one -time Services, the Services will be free of material defects in materials and workmanship . Other than as set forth in subsection (a) above, recurring Services are not warranted but rather will be subject to the requirements of the applicable Addendum or Proposal.
7.6. Motorola Warranties - Equipment. Subject to the disclaimers and exclusions set forth below, (a) for a period of one (1) year commencing upon the delivery of Motorola -manufactured Equipment under Section 5.7 – Delivery, Title and Risk of Loss , Motorola represents and warrants that such Motorola -manufactured Equipment, under normal use, will be free from material defects in materials and workmanship; and (b) the warranties applicable to Motorola-manufactured Equipment set forth in herein shall be applicable to all radio Equipment purchased hereunder whether or not such Equipment was manu factured by Motorola.
7.7. Warranty Claims; Remedies . To assert a warranty claim, Customer must notify Motorola in writing of the claim prior to the expiration of any warranty period set forth in this Agreement. Unless a different remedy is otherwise expressly set forth herein, upon receipt of such claim, Motorola will investigate the claim and use commercially reasonable efforts to repair or replace any confirmed materially non-conforming Product or re- perform any non -conforming Service, at its option. Such rem edies are Customer’s sole and exclusive remedies for Motorola’s breach of a warranty. Motorola’s warranties are extended by Motorola to Customer only, and are not assignable or transferable.
7.8. Pass-Through Warranties. Notwithstanding any provision of this Agreement to the contrary, Motorola will have no liability for third -party software or hardware provided by Motorola; provided, however, that to the extent offered by third-party providers of software or hardware and to the extent permitted by law, Motorola will pass through express warranties provided by such third parties. Motorola will ensure that all available express warranties from third-party providers of software or hardware are passed through to the Customer, to the fullest extent permitted by law.
7.9. WARRANTY DISCLAIMER. EXCEPT FOR THE EXPRESS AND PASS THROUGH WARRANTIES IN THIS AGREEMENT, PRODUCTS AND SERVICES PURCHASED HEREUNDER ARE PROVIDED “AS IS” AND WITH ALL FAULTS. WARRANTIES SET FORTH IN THE AGREEMEN T ARE THE COMPLETE Agreement No. 3260122
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WARRANTIES FOR THE PRODUCTS AND SERVICES AND MOTOROLA DISCLAIMS ALL OTHER
WARRANTIES OR CONDITIONS, EXPRESS OR IMPLIED, INCLUDING IMPLIED WARRANTIES OF
MERCHANTABILITY, NON -INFRINGEMENT, FITNESS FOR A PARTICULAR PURPOSE, TITLE, AND QUALITY. MOTOROLA DOES NOT REPRESENT OR WARRANT THAT USE OF THE PRODUCTS AND
SERVICES WILL BE UNINTERRUPTED, ERROR-FREE, OR FREE OF SECURITY VULNERABILITIES, OR THAT THEY WILL MEET CUSTOMER’S PARTICULAR REQUIREMENTS.
7.10. ADDITIONAL WARRANTY EXCLUSIONS. NOTWITHSTANDING ANY PROVISION OF THE AGREEMENT
TO THE CONTRARY, MOTOROLA WILL HAVE NO LIABILITY FOR (A) DEFECTS IN OR DAMAGE TO
PRODUCTS RESULTING FROM USE OTHER THAN IN THE NORMAL AUTHORIZED MANNER, OR FROM ACCIDENT, LIQUIDS, OR NEGLECT, EXCEPT WHERE CAUSED BY MOTOROLA’S NEGLIGENCE; (B) TESTING, MAINTENANCE, REPAIR, INSTALLATION, OR MODIFICATION BY PARTIES OTHER THAN MOTOROLA, UNLESS AUTHORIZED IN WRITING BY MOTOROLA; (C) CUSTOMER’S OR ANY AUTHORIZED USER’S FAILURE TO COMPLY WITH INDUSTRY AND OSHA OR OTHER LEGAL STANDARDS; (D) DAMAGE TO RADIO ANTENNAS, UNLESS CAUSED BY DEFECTS IN MATERIAL OR WORKMANSHIP; (E) EQUIPMENT WITH NO SERIAL NUMBER; (F) BATTERIES OR CONSUMABLES; (G) FREIGHT COSTS FOR SHIPMENT TO REPAIR DEPOTS, UNLESS PRE- APPROVED BY MOTORLOA; (H) COSMETIC DAMAGE THAT DOES NOT AFFECT OPERATION; (I) NORMAL WEAR AND TEAR; (J) ISSUES OR OBSOLESCENCE OF LICENSED SOFTWARE DUE TO
CHANGES IN CUSTOMER OR AUTHORIZED USER REQUIREMENTS, EQUIPMENT, OR SYSTEMS, UNLESS CAUSED BY MOTOROLA’S ACTIONS; (K) TRACKING AND LOCATION-BASED SERVICES, UNLESS OTHERWISE AGREED IN WRITING ; OR (L) BETA SERVICES, UNLESS OTHERWISE AGREED IN WRITING.
8. Indemnification.
8.1. General Indemnity. Motorola will defend, indemnify, and hold Customer harmless from and against any and all damages, losses, liabilities, and expenses (including reasonable fees and expenses of attorneys) arising from any actual third-party claim, demand, action, or proceeding (“Claim”) for personal injury, death, or direct damage to tangible property to the extent caused by Mot orola’s negligence, gross negligence or willful misconduct while performing its duties under this Agreement. This indemnity is uncapped to the extent required by law. Motorola’s duties under this Section 8.1 – General Indemnity are conditioned upon: (a) Customer promptly notifying Motorola in writing of the Claim; (b) Motorola having control of the defense of the suit and all negotiations for settlement or compromise, with Customer’s consent not unreasonably withheld; and (c) Customer cooperating with Motor ola and providing reasonable assistance in the defense of the Claim, at Motorola’s expense.
8.2. Intellectual Property Infringement. Motorola will defend Customer against any third-party claim alleging that a Motorola-developed or manufactured Product (the “I nfringing Product”) directly infringes a United States patent or copyright (“Infringement Claim”), and Motorola will pay all damages finally awarded against Customer by a court of competent jurisdiction for an Infringement Claim, or agreed to in writing by Motorola in settlement of an Infringement Claim. Motorola’s duties under this Section 8.2 – Intellectual Property Infringement are conditioned upon: (a) Customer promptly notifying Motorola in writing of the Infringement Claim; (b) Motorola having sole co ntrol of the defense of the suit and all negotiations for its settlement or compromise; and (c) Customer cooperating with Motorola and, if requested by Motorola, providing reasonable assistance in the defense of the Infringement Claim.
8.2.1. If an Infringement Claim occurs, or in Motorola’s opinion is likely to occur, Motorola may at its option and expense: (a) procure for Customer the right to continue using the Infringing Product; (b) replace or modify the Infringing Product so that it becomes non-infringing; or (c) grant Customer (i) a prorated refund of any amounts pre-paid for the Infringing Product (if the Infringing Product is Licensed Software) or (ii) a credit for the Infringing Product, less a reasonable charge for depreciation (if the Infringing Produc t is Equipment, including Equipment with embedded Licensed Software).
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8.2.2. In addition to the other damages disclaimed under this Agreement, Motorola will have no duty to defend or indemnify Customer for any Infringement Claim that arises from or is based upon: (a) Customer Data, Customer-Provided Equipment, Non -Motorola Materials, or third -party equipment, hardware, software, data, or other third-party materials; (b) the combination of the Product with any products or materials not provided by Motorola; (c) a Product designed, modified, or manufactured in accordance with Customer’s designs, specifications, guidelines or instructions; (d) a modification of the Product by a party other than Motorola; (e) use of the Product in a manner for which the Product was not designed or that is inconsistent with the terms of this Agreement; or (f) the failure by Customer to use or install an update to the Product that is intended to correct the claimed infringement. In no event will Motorola’s liability resulting from an Infringement Claim extend in any way to any payments due on a royalty basis, other than a reasonable royalty based upon revenue derived by Motorola from Customer from sales or license of the Infringing Product.
8.2.3. This Section 8.2 – Intellectual Property Infrin gement provides Customer’s sole and exclusive remedies and Motorola’s entire liability in the event of an Infringement Claim.
8.3. Customer Indemnity. To the extent allowed by applicable law, Customer will defend, indemnify, and hold Motorola and its subcon tractors, subsidiaries and other affiliates harmless from and against any and all damages, losses, liabilities, and expenses (including reasonable fees and expenses of attorneys) arising solely from Customer’s negligence or willful misconduct. This include s claims related to (a) Customer - Provided Equipment, Customer Data, or Non-Motorola Materials, but only if such claims are directly caused by Customer’s actions; (b) Customer -Provided Equipment’s failure to meet the minimum requirements set forth in the ap plicable Documentation or match the applicable specifications provided to Motorola by Customer in connection with the Products; and (c) Customer’s or its Authorized User’s breach of this Agreement. This indemnity will not apply to the extent any such claim is caused by Motorola’s actions or use of Customer-Provided Equipment, Customer Data, or Non-Motorola Materials in violation of the Agreement.
Motorola will give Customer prompt, written notice of any claim subject to the foregoing indemnity. Motorola will, at its own expense, cooperate with Customer in the defense or settlement of the claim.
9. Limitation of Liability.
9.1. EXCEPT AS OTHERWISE REQUIRED BY LAW, THE TOTAL AGGREGATE LIABILITY OF MOTOROLA,
ITS AFFILIATES, AND ITS AND THEIR RESPECTIVE OFFICERS, DIRECTORS, EMPLOYEES, SUBCONTRACTORS, AGENTS, SUCCESSORS, AND ASSIGNS (COLLECTIVELY, THE “MOTOROLA PARTIES”), WHETHER BASED ON A CLAIM IN CONTRACT OR IN TORT, LAW OR EQUITY, RELATING
TO OR ARISING OUT OF THE AGREEMENT WILL NOT EXCEED TWO TIMES THE FEES, OR PORTION OF FEES, RELATED TO THE PRODUCT UNDER WHICH THE CLAIM AROSE. FOR RECURRING SERVICES, THE MOTOROLA PARTIES’ TOTAL AGGREGATE LIABILITY FOR ALL CLAIMS WILL NOT
THREE EXCEED THE TOTAL FEES PAID FOR THE APPLICABLE PRODUCT DURING THE CONSECUTIVE TWELVE (12) MONTH PERIOD IMMEDIATELY PRECEDING THE EVENT FROM WHICH THE FIRST CLAIM AROSE. THIS LIMITATION DOES NOT APPLY TO CLAIMS FOR PERSONAL
INJURY, DEATH, PROPERTY DAMAGE, CONFIDENTIALITY BREACHES, WILLFUL MISCONDUCT, OR GROSS NEGLIGENCE. THE MOT OROLA PARTIES WILL NOT BE LIABLE FOR ANY INDIRECT,
INCIDENTAL, SPECIAL, EXEMPLARY, PUNITIVE, OR CONSEQUENTIAL DAMAGES OR DAMAGES FOR LOST PROFITS OR REVENUES, EXCEPT AS REQUIRED BY LAW. THIS SECTION DOES NOT LIMIT THE CUSTOMER’S RIGHT TO SEEK INJUNCTIVE OR DECLARATORY RELIEF.
9.2. EXCLUSIONS FROM LIABILITY. NOTWITHSTANDING ANY OTHER PROVISION OF THIS
AGREEMENT, MOTOROLA WILL HAVE NO LIABILITY FOR DAMAGES ARISING OUT OF (A) CUSTOMER
DATA, INCLUDING ITS TRANSMISSION TO MOTOROLA, OR ANY OTHER DATA AVAILABLE THROUGH THE PRODUCTS; (B) CUSTOMER-PROVIDED EQUIPMENT OR SITES; NON-MOTOROLA MATERIALS; THIRD-PARTY EQUIPMENT, HARDWARE, SOFTWARE, DATA, OR CONTENT; OR UNKNOWN OR UNAUTHORIZED COMBINATION OF PRODUCTS AND SERVICES; (C) LOSS OF DATA, HACKING, Agreement No. 3260122
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RANSOMWARE, THIRD-PARTY ATTACKS OR DEMANDS; (D) MODIFICATION OF PRODUCTS NOT AUTHORIZED BY MOTOROLA; (E) RECOMMENDATIONS PROVIDED IN CONNECTION WITH THE PRODUCTS PROVIDED UNDER THIS AGREEMENT; (F) DATA RECOVERY SERVICES OR DATABASE MODIFICATIONS; OR (G) CUSTOMER’S OR ANY AUTHORIZED USER’S BREACH OF THIS AGREEMENT OR MISUSE OF THE PRODUCTS.
IN ADDITION TO THE FOREGOING EXCLUSIONS FROM DAMAGES, AND NOTWITHSTANDING ANY
PROVISION OF THE AGREEMENT TO THE CONTRARY, MOTOROLA WILL HAVE NO LIABILITY FOR (A) INTERRUPTION OR FAILURE OF CONNECTIVITY, VULNERABILITIES, OR SECURITY EVENTS; (B) DISRUPTION OF OR DAMAGE TO CUSTOMER’S OR THIRD PARTIES’ SYSTEMS, EQUIPMENT, OR
DATA, INCLUDING DENIAL OF ACCESS TO USERS, OR SHUTDOWN OF SYSTEMS CAUSED BY INTRUSION DETECTION SOFTWARE OR HARDWARE; (C) AVAILABILITY OR ACCURACY OF ANY
DATA AVAILABLE THROUGH SOFTWARE-AS-A-SERVICE, OR INTERPRETATION, USE, OR MISUSE THEREOF; (D) TRACKING AND LOCATION-BASED SERVICES; OR (E) BETA SERVICES.
9.3. Statute of Limitations. Customer may not bring any claims against a Motorola Party in connection with this Agreement or the Products and Services more than one (1) year after the date of accrual of the cause of action.
10. Confidentiality.
10.1. Confidential Information. Customer and Motorola agree that, subject to any applicable freedom of information or public records legislation, Motorola’s Confidentiality Terms apply to information shared between the Parties.
11. Proprietary Rights; Data; Feedback.
11.1. Motorola Materials. Customer acknowledges that Motorola may use or provide Customer with access to “Motorola Materials”. Except when Motorola has expressly transferred title or other interest to Customer in writing, the Motorola Materials are the property of Motor ola or its licensors, and Motorola or its licensors retain all right, title and interest in and to the Motorola Materials (including, all rights in patents, copyrights, trademarks, trade names, trade secrets, know-how, other intellectual property and proprietary rights, and all associated goodwill and moral rights).
This Agreement does not grant to Customer any shared development rights in or to any Motorola Materials or other intellectual property, and Customer agrees to execute any documents and take any other actions reasonably requested by Motorola to effectuate the foregoing. Motorola and its licensors reserve all rights not expressly granted to Customer, and no rights, other than those expressly granted herein, are granted to Customer by implication, estoppel or otherwise. Customer will not modify, disassemble, reverse engineer, derive source code or create derivative works from, merge with other software, distribute, sublicense, sell, or export the Products and Services or other Motorola Materials, or permit any third party to do so.
11.2. Ownership of Customer Data . Customer retains all right, title, and interest, including intellectual property rights, if any, in and to Customer Data. Motorola acquires no rights to Customer Data except those explicitly granted under this Agreement and the DPA. Motorola’s use of Customer Data is strictly limited to performing its obligations under this Agreement. Any other use requires the Customer’s prior written consent. This Agreement adheres to the Customer’s obligations under applicable records laws.
11.3. Feedback. Any Feedback provided by Customer is entirely voluntary, and will not create any confidentiality obligation for Motorola, even if designated as confidential by Customer. Motorola may use, reproduce, license, and otherwise distribute and exploit the Feedback without any obligation or payment to Customer Agreement No. 3260122
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or Authorized Users and Customer represents and warrants that it has obtained all necessary rights and consents to grant Motorola the foregoing rights.
11.4. Improvements; Products and Services . The Parties agree that, notwithstanding any provision of this Agreement to the contrary, all fixes, modifications and improvements to the Services or Products conceived of or made by or on behalf of Motorola that are based either i n whole or in part on the Feedback, Customer Data, or Service Use Data (or otherwise) are the exclusive property of Motorola and all right, title and interest in and to such fixes, modifications or improvements will vest solely in Motorola. Customer agrees to execute any written documents necessary to assign any intellectual property or other rights it may have in such fixes, modifications or improvements to Motorola.
12. Acceptance
12.1. Communications System Acceptance . Unless further defined in the applicable Pr oposal or Statement of Work, System Acceptance for a Communications System occurs upon successful completion of Acceptance Tests as detailed in the Acceptance Test Plan. Motorola will provide ten days' notice before testing begins, and upon successful comp letion, both parties will sign an acceptance certificate. If the plan includes tests for subsystems or phases, acceptance occurs upon successful completion of those tests and separate certificates will be issued. If Customer believes the system has failed, they must provide a detailed written notice within thirty days; otherwise, System Acceptance is deemed to have occurred. Minor, non -material issues will not delay acceptance but will be addressed per a mutually agreed schedule. Customer use of the system before System Acceptance requires Motorola's written authorization and transfers responsibility for system operation to the Customer. Software System Completion is defined by Customer's Beneficial Use of each Product within the system, with Beneficial Use deemed to occur thirty days after functional demonstration if not otherwise defined in the Proposal.
13. Force Majeure; Delays Caused by Customer.
13.1. Force Majeure. Except for Customer’s payment obligations hereunder, neither Party will be responsible for nonperformance or delayed performance due to events outside of its reasonable control. If performance will be significantly delayed, the affected Party will provide notice to the other Party, and the Parties will agree (in writing) upon a reasonable extension to any applicable performance schedule.
13.2. Delays Caused by Customer. Motorola’s performance of the Products will be excused for delays caused by Customer or its Authorized Users or subcontractors, or by failure of any assumptions set forth in this Agreement (including in any Addendum or Proposal). In the event of a delay under this Section 13.2 – Delays Caused by Customer , (a) Customer will continue to pay the Fees as required hereunder, (b) the Parties will agree (in writing) upon a reasonable extension to any applicable performance schedule, and (c) Customer will compensate Motorola for its out -of-pocket costs incurred due to the delay (including those incurred by Motorola’s affiliates, vendors, and subcontractors).
14. Disputes. The Parties will use the following procedure to resolve any disputes relating to or arising out of this Agreement (each, a “Dispute”):
14.1. Governing Law. All matters relating to or arising out of the Agreement are governed by the laws of the State of Illinois, unless Customer is the U nited States Government (or an agency thereof) or a state government or state agency or local municipality within the United States , in which case all matters relating to or arising out of the Agreement will be governed by the laws of the State in which th e Products and Services are provided. The terms of the U.N. Convention on Contracts for the International Sale of Goods and the Uniform Computer Information Transactions Act will not apply.
14.2. Negotiation; Mediation. The Parties will attempt to timely resolve the Dispute promptly through good faith negotiations. Either Party may initiate dispute resolution procedures by sending a notice of Dispute (“Notice Agreement No. 3260122
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of Dispute”) to the other Party. The Parties will choose an independent mediator within thirty (30) days of such Notice of Mediation. Neither Party may unreasonably withhold consent to the selection of a mediator, but if the Parties are unable to agree upon a mediator, either Party may request that the American Arbitration Association nominate a mediator. Each Party will bear its own costs of mediation, but the Parties will share the cost of the mediator equally. Unless otherwise agreed in writing, all in person meetings under this Section 14.2 – Negotiation; Mediation will take place in Chicago, Illinois, an d all communication relating to the Dispute resolution will be maintained in strict confidence by the Parties. Notwithstanding the foregoing, any Dispute arising from or relating to Motorola’s intellectual property rights must be decided by a court of competent jurisdiction, in accordance with Section 14.3 – Litigation, Venue, Jurisdiction below.
14.3. Litigation, Venue, Jurisdiction. If the Dispute has not been resolved by mediation within sixty (60) days from the Notice of Mediation, either Party may submit the Dispute exclusively to a court in Cook County, Illinois , or in the case the Customer is the United States, a state agency, or local municipality, then the appropriate court in the State in which the Products and Services are provided. Each Party expressly consents to the exclusive jurisdiction of such courts for resolution of any Dispute and to enforce the outcome of any mediation.
15. General.
15.1. Compliance with Laws. Each Party will comply with applicable laws in connection with the performance of its obligations under this Agreement, including that Customer will ensure its and its Authorized Users’ use of the Products complies with law (including privacy laws), and Customer will obtain any FCC, FAA, and other licenses or authorizations (including licenses or authorizations required by foreign regulatory bodies) required for its and its Authorized Users’ use of the Products. Motorola may, at its discretion, cease providing or otherwise modify Products (or any terms related thereto in an Addendum or Proposal), in order to comply with any changes in applicable law.
15.2. Audit; Monitoring. Motorola will have the right to monitor and audit use of the Products, including an audit of total user licenses credentialed by Customer for any Licensed Software or SaaS Products, which may also include access by Motorola to Customer Data and Service Use Data. Customer will provide notice of such monitoring to its Authorized Users and obtain any required consents, including individual end users, and will cooperate with Motorola in any monitoring or audit. Customer will maintain during the Term, and for two (2) years thereafter, accurate records relating to any licenses granted under this Agreement to verify compliance with this Agreement. Motorola or a third party (“Auditor”) may ins pect Customer’s and, as applicable, Authorized Users’ premises, books, and records. Motorola will pay expenses and costs of the Auditor, unless Customer is found to be in violation of the terms of the Agreement, in which case Customer will be responsible for such expenses and costs. In the event Motorola determines that Customer’s usage of the Licensed Software or SaaS Product exceeded the number of licenses purchased by Customer at a given time, Motorola may invoice Customer for the additional licenses use d by Customer, pro -rated for each additional license from the date such license was activated, and Customer will pay such invoice in accordance with the payment terms in the Agreement.
15.3. Assignment and Subcontracting. Neither Party may assign or otherwise transfer this Agreement without the prior written approval of the other Party. Motorola may assign or otherwise transfer this Agreement or any of its rights or obligations under this Agreement without consent (a) for financing purposes, (b) in connection with a merger, acquisition or sale of all or substantially all of its assets, (c) as part of a corporate reorganization, or (d) to a subsidiary corporation. Subject to the foregoing, this Agreement will be binding upon the Parties and their respective success ors and assigns. Motorola may subcontract any of the work, but subcontracting will not relieve Motorola of its duties under this Agreement.
15.4. Waiver. A delay or omission by either Party to exercise any right under this Agreement will not be construed to be a waiver of such right. A waiver by either Party of any of the obligations to be performed by the other, Agreement No. 3260122
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or any breach thereof, will not be construed to be a waiver of any succeeding breach or of any other obligation. All waivers must be in writing and signed by the Party waiving its rights.
15.5. Severability. If any provision of the Agreement is found by a court of competent jurisdiction to be invalid, illegal, or otherwise unenforceable, such provision will be deemed to be modified to reflect as nearly as possible the original intentions of the Parties in accordance with applicable law. The remaining provisions of this Agreement will not be affected, and each such provision will be valid and enforceable to the full extent permitted by applicable law.
15.6. Independent Contractors . Each Party will perform its duties under this Agreement as an independent contractor. The Parties and their personnel will not be considered to be employees or agents of the other Party. Nothing in this Agreement will be int erpreted as granting either Party the right or authority to make commitments of any kind for the other. This Agreement will not constitute, create, or be interpreted as a joint venture, partnership, or formal business organization of any kind.
15.7. Third-Party Beneficiaries. The Agreement is entered into solely between, and may be enforced only by, the Parties. Each Party intends that the Agreement will not benefit, or create any right or cause of action in or on behalf of, any entity other than the Parties. Notwithstanding the foregoing, a licensor or supplier of third - party software included in the software Products will be a direct and intended third -party beneficiary of this Agreement.
15.8. Interpretation. The section headings in this Agreement are included only f or convenience The words “including” and “include” will be deemed to be followed by the phrase “without limitation”. This Agreement will be fairly interpreted in accordance with its terms and conditions and not for or against either Party.
15.9. Notices. Notices required under this Agreement to be given by one Party to the other must be in writing and either personally delivered or sent to the address provided by the other Party by certified mail, return receipt requested and postage prepaid (or by a recognized courier service, such as FedEx, UPS, or DHL), and will be effective upon receipt.
15.10. Cumulative Remedies . Except as specifically stated in this Agreement, all remedies provided for in this Agreement will be cumulative and in addition to, and not in lieu of, any other remedies available to either Party at law, in equity, by contract, or otherwise. Except as specifically stated in this Agreement, the election by a Party of any remedy provided for in this Agreement or otherwise available to such Party will not preclude such Party from pursuing any other remedies available to such Party at law, in equity, by co ntract, or otherwise.
15.11. Survival. The following provisions will survive the expiration or termination of this Agreement for any reason:
Section 3.5 – Customer Obligations; Section 4.6 – Effect of Termination or Expiration; Section 5 – Payment and Invoicing; Section 7.9 – Warranty Disclaimer; Section 7.10 - Additional Warranty Exclusions; Section
8.3 – Customer Indemnity; Section 9 – Limitation of Liability; Section 10 – Confidentiality; Section 1 1 – Proprietary Rights; Data; Feedback; Section 1 3 – Force Majeure; Delays Caused by Customer; Section 1 4 – Disputes; and Section 15 – General.
15.12. Recitals. The recitals set forth above on the first page of this Agreement are incorporated into this Agreement by reference.
15.13. Entire Agreement. This Agreement, including all Addenda, and Proposals, constitutes the entire agreement of the Parties regarding the subject matter hereto, and supersedes all previous agreements, proposals, and understandings, whether written or oral, relating to this subject matter. This Agreement may be executed in multiple counterparts, and will have the same legal force and effect as if the Parties had executed it as a single document. The Parties may sign in writing or by electronic signature. An electronic signature, facsimile copy, or computer image of a signature, will be treated, and will have the same effect as an original signature, Agreement No. 3260122
23 Motorola Solutions 02/02/2026
Motorola Solutions
Confidential Restricted 21 of 22
and will have the same effect, as an original signed copy of this document. This Agreement may be amended or modified only by a written instrument signed by authorized representatives of both Parties. The preprinted terms and conditions found on any Customer purchase order, acknowledgment, or other form will not be considered an amendment or modification or part of this Agreement, even if a representative of each Par ty signs such document.
Agreement No. 3260122
24 Motorola Solutions 02/02/2026
Motorola Solutions
Confidential Restricted 22 of 22
IN WITNESS WHEREOF, the parties hereto have executed this Agreement the day and year first hereinabove written.
Attest: City of Simi Valley, A Municipal Corporation
By:
Lucy Blanco, City Clerk Dee Dee Cavanaugh, Mayor of the City of Simi Valley, California
Approved as to Form: Motorola Solutions, Inc.
By:
Algeria R. Ford, City Attorney Jerry Burch, MSSI Territory Vice President Approved as to Content: Motorola Solutions, Inc.
By:
Samantha C. Argabrite, City Manager Denis Redzepagic, Area Sales Manager Johanna Medrano, Deputy Administrative Services Director/Budget & Purchasing Carolyn Johnson, Administrative Services Director
Agreement No. 3260122
25 Billing Address:
SIMI VALLEY, CITY OF
2929 TAPO CANYON RD
SIMI VALLEY, CA 93063
US
Quote Date:02/25/2025
Expiration Date:03/28/2026
Quote Created By:
Mark Streker
Sr. Account Executive
Mark.Streker@
motorolasolutions.com
8052498391
End Customer:
SIMI VALLEY, CITY OF
Garry Boswell
[email protected]
Contract: SOURCEWELL 042021-MOT
Line # Item Number
Description Qty List Price Sale Price Ext. Sale Price
APX™ 4500 Enhanced
1 M22URS9PW1BN
MOBILE RADIO APX4500
ENHANCED 7/800 MHZ
29 $2,356.00 $1,719.88 $49,876.52
1a QA02812AE
ADD: P25 9600 TRUNKING W/
INTEROPERABILITY
29 $2,436.00 $1,778.28 $51,570.12
1b GA00580AA
ADD: TDMA OPERATION
29 $530.00 $386.90 $11,220.10
1c G193AK
ADD: ADP ONLY (NON-P25
CAP COMPLIANT) (US ONLY)
29 $0.00 $0.00 $0.00
1d GA01670AA
ADD: APX E5 CONTROL HEAD
29 $767.00 $559.91 $16,237.39
1e G67DT
ADD: REMOTE MOUNT E5
APXM
29 $350.00 $255.50 $7,409.50
1f G444AH
ADD: APX CONTROL HEAD
SOFTWARE
29 $0.00 $0.00 $0.00
1g GA09001AA
ADD: WI-FI CAPABILITY
29 $353.00 $257.69 $7,473.01
1h GA09007AA
ADD: OUT OF THE BOX WIFI
PROVISIONING
29 $0.00 $0.00 $0.00
1i GA01606AA
ADD: NO BLUETOOTH/
WIFI/GPS ANTENNA NEEDED
29 $0.00 $0.00 $0.00
1j G89AC
ADD: NO RF ANTENNA
NEEDED
29 $0.00 $0.00 $0.00
1k B18CR
ADD: AUXILIARY SPKR 7.5
WATT APX
29 $71.00 $51.83 $1,503.07
QUOTE-3021854
Simi Valley Transit
Any sales transaction following Motorola's quote is based on and subject to the terms and conditions of the valid and executed written contract between Customer and Motorola (the ""Underlying Agreement"") that authorizes Customer to purchase equipment and/or services or license software (collectively ""Products""). If no Underlying Agreement exists between Motorola and Customer, then Motorola's Standard Terms of Use and Motorola's Standard Terms and Conditions of Sales and Supply shall govern the purchase of the Products.
Motorola Solutions, Inc.: 500 West Monroe, United States - 60661 ~ #: 36-1115800Page 1 26 Line # Item Number
Description
Qty List Price Sale Price Ext. Sale Price
1l W22BA
ADD: STD PALM
MICROPHONE APX
29 $85.00 $62.05 $1,799.45
1m QA09113AB
ADD: BASELINE RELEASE SW
29 $0.00 $0.00 $0.00
1n GA05100AA
ADD: STD WARRANTY - NO
ESSENTIAL
29 $0.00 $0.00 $0.00
APX™ 4500 Enhanced
2 M22URS9PW1BN
MOBILE RADIO APX4500
ENHANCED 7/800 MHZ
2 $2,356.00 $1,719.88 $3,439.76
2a W665BF
ADD: BASE STATION OP APX
2 $82.00 $59.86 $119.72
2b QA02812AE
ADD: P25 9600 TRUNKING W/
INTEROPERABILITY
2 $2,436.00 $1,778.28 $3,556.56
2c GA00580AA
ADD: TDMA OPERATION
2 $530.00 $386.90 $773.80
2d G193AK
ADD: ADP ONLY (NON-P25
CAP COMPLIANT) (US ONLY)
2 $0.00 $0.00 $0.00
2e GA01670AA
ADD: APX E5 CONTROL HEAD
2 $767.00 $559.91 $1,119.82
2f G66BJ
ADD: DASH MOUNT E5 APXM
2 $148.00 $108.04 $216.08
2g G444AH
ADD: APX CONTROL HEAD
SOFTWARE
2 $0.00 $0.00 $0.00
2h GA09001AA
ADD: WI-FI CAPABILITY
2 $353.00 $257.69 $515.38
2i GA09007AA
ADD: OUT OF THE BOX WIFI
PROVISIONING
2 $0.00 $0.00 $0.00
2j GA00235AA
ADD: NO GPS ANTENNA
NEEDED APX
2 $0.00 $0.00 $0.00
2k G142AD
ADD: NO SPEAKER APX
2 $0.00 $0.00 $0.00
2l GA01607AA
ADD: NO WI-FI ANTENNA
NEEDED
2 $0.00 $0.00 $0.00
2m G89AC
ADD: NO RF ANTENNA
NEEDED
2 $0.00 $0.00 $0.00
2n QA09113AB
ADD: BASELINE RELEASE SW
2 $0.00 $0.00 $0.00
2o W382AM
ADD: CONTROL STATION
DESK GCAI MIC
2 $199.00 $145.27 $290.54
2p GA05100AA
ADD: STD WARRANTY - NO
ESSENTIAL
2 $0.00 $0.00 $0.00
APX™ Consolette
3 L37TSS9PW1AN
MOBILE RADIO ALL BAND
CONSOLETTE
1 $11,053.00 $8,068.69 $8,068.69
3a G51AT
SOFTWARE LICENSE
ENH:SMARTZONE
1 $1,766.00 $1,289.18 $1,289.18
QUOTE-3021854
Simi Valley Transit
Any sales transaction following Motorola's quote is based on and subject to the terms and conditions of the valid and executed written contract between Customer and Motorola (the ""Underlying Agreement"") that authorizes Customer to purchase equipment and/or services or license software (collectively ""Products""). If no Underlying Agreement exists between Motorola and Customer, then Motorola's Standard Terms of Use and Motorola's Standard Terms and Conditions of Sales and Supply shall govern the purchase of the Products.
Motorola Solutions, Inc.: 500 West Monroe, United States - 60661 ~ #: 36-1115800
27 Line # Item Number
Description
Qty List Price Sale Price Ext. Sale Price
3b G361AH
SOFTWARE LICENSE ENH: P25
TRUNKING SOFTWARE APX
1 $353.00 $257.69 $257.69
3c G806BL
SOFTWARE LICENSE ENH:
ASTRO DIGITAL CAI OP APX
1 $607.00 $443.11 $443.11
3d GA00580AA
ADD: TDMA OPERATION
1 $530.00 $386.90 $386.90
3e G193AK
ADD: ADP ONLY (NON-P25
CAP COMPLIANT) (US ONLY)
1 $0.00 $0.00 $0.00
3f L998AB
ADD: LIMITED FRONT PANEL
W/CLOCK/VU
1 $565.00 $412.45 $412.45
3g GA09001AC
ADD: WI-FI CAPABILITY
CONSOLETTE
1 $412.00 $300.76 $300.76
3h GA09007AA
ADD: OUT OF THE BOX WIFI
PROVISIONING
1 $0.00 $0.00 $0.00
3i CA01598AB
ADD: AC LINE CORD US
1 $0.00 $0.00 $0.00
3j QA09113AB
ADD: BASELINE RELEASE SW
1 $0.00 $0.00 $0.00
3k GA05100AA
ADD: STD WARRANTY - NO
ESSENTIAL
1 $0.00 $0.00 $0.00
4 HKN6233C
MOBILE RADIO APX
CONSOLETTE RACK MOUNT
KIT
1 $214.00 $156.22 $156.22
MCD 5000 Deskset System
5 HKVN4861A
SOFTWARE, MCD 5000
DESKSET CONFIG TOOL, NO
OMC
1 $280.00 $238.00 $238.00
6 HKVN4865A
SOFTWARE LICENSE MCD5000
AND DOCUMENTATION
1 $0.00 $0.00 $0.00
7 FKN8695AS
ETHERNET CABLE 10'
1 $53.00 $45.05 $45.05
8 F2380A
MCD5000 DESKSET
1 $2,548.00 $2,165.80 $2,165.80
9 FHN7469A
MCD5000 DESKSET/RGU
POWER SUPPLY W/
USAPOWER CORD
1 $112.00 $95.20 $95.20
Subtotal
$170,979.87
Estimated Tax
$12,396.04
Grand Total
$183,375.91(USD)
Notes:
QUOTE-3021854
Simi Valley Transit
Any sales transaction following Motorola's quote is based on and subject to the terms and conditions of the valid and executed written contract between Customer and Motorola (the ""Underlying Agreement"") that authorizes Customer to purchase equipment and/or services or license software (collectively ""Products""). If no Underlying Agreement exists between Motorola and Customer, then Motorola's Standard Terms of Use and Motorola's Standard Terms and Conditions of Sales and Supply shall govern the purchase of the Products.
Motorola Solutions, Inc.: 500 West Monroe, United States - 60661 ~ #: 36-1115800
28 QUOTE-3021854
Simi Valley Transit
Any sales transaction following Motorola's quote is based on and subject to the terms and conditions of the valid and executed written contract between Customer and Motorola (the ""Underlying Agreement"") that authorizes Customer to purchase equipment and/or services or license software (collectively ""Products""). If no Underlying Agreement exists between Motorola and Customer, then Motorola's Standard Terms of Use and Motorola's Standard Terms and Conditions of Sales and Supply shall govern the purchase of the Products.
Motorola Solutions, Inc.: 500 West Monroe, United States - 60661 ~ #: 36-1115800
29 042021-MOT
Rev. 10/2020 1
Solicitation Number: RFP #042021
CONTRACT
This Contract
is between Sourcewell, 202 12th Street Northeast, P.O. Box 219, Staples, MN 56479 (Sourcewell) and Motorola Solutions, Inc., 500 W. Monroe, Chicago, IL 60661 (Vendor).
Sourcewell is a State of Minnesota local government agency and service cooperative created under the laws of the State of Minnesota (Minnesota Statutes Section 123A.21) that offers cooperative procurement solutions to government entities. Participation is open to federal, state/province, and municipal governmental entities, higher education, K-12 education, nonprofit, tribal government, and other public entities located in the United States and Canada.
Sourcewell issued a public solicitation for Public Safety Communications Technology and Hardware Solutions from which Vendor was awarded a contract.
Vendor desires to contract with Sourcewell to provide equipment, products, or services to Sourcewell and the entities that access Sourcewell’s cooperative purchasing contracts (Participating Entities).
1. TERM OF CONTRACT
A. EFFECTIVE DATE. This Contract is effective upon the date of the final signature below.
B. EXPIRATION DATE AND EXTENSION. This Contract expires June 23, 2025, unless it is cancelled sooner pursuant to Article 22. This Contract may be extended up to one additional one-year period upon request of Sourcewell and with written agreement by Vendor.
C. SURVIVAL OF TERMS. Articles 11 through 14 survive the expiration or cancellation of this Contract.
2. EQUIPMENT, PRODUCTS, OR SERVICES
A. EQUIPMENT, PRODUCTS, OR SERVICES. Vendor will provide the Equipment, Products, or Services as stated in its Proposal submitted under the Solicitation Number listed above.
Vendor’s Equipment, Products, or Services Proposal (Proposal) is attached and incorporated into this Contract.
Attachment B
30 042021-MOT
Rev. 10/20
20 2
All Equipm
ent and Products provided under this Contract must be new/current model. Vendor may offer close-out or refurbished Equipment or Products if they are clearly indicated in Vendor’s product and pricing list. Unless agreed to by the Participating Entities in advance, Equipment or Products must be delivered as operational to the Participating Entity’s site.
This Contract offers an indefinite quantity of sales, and while substantial volume is anticipated, sales and sales volume are not guaranteed.
B. WARRANTY. Vendor warranties for Equipment, Products, and Services furnished are set forth in Vendor’s then-current Communication, Systems & Services Agreement, which will be made available to Participating Entities at the time of purchase. Vendor’s dealers and distributors must agree to assist the Participating Entity in reaching a resolution in any dispute over warranty terms with the manufacturer. Any manufacturer’s warranty that is effective past the expiration of the Vendor’s warranty will be passed on to the Participating Entity.
C. DEALERS, DISTRIBUTORS, AND/OR RESELLERS. Upon Contract execution, Vendor will make available to Sourcewell a means to validate or authenticate Vendor’s authorized dealers, distributors, and/or resellers relative to the Equipment, Products, and Services related to this Contract. This list may be updated from time-to-time and is incorporated into this Contract by reference. It is the Vendor’s responsibility to ensure Sourcewell receives the most current version of this list.
3. PRICING
All Equipment, Products, or Services under this Contract will be priced as stated in Vendor’s Proposal.
When providing pricing quotes to Participating Entities, all pricing quoted must reflect a Participating Entity’s total cost of acquisition. This means that the quoted cost is for delivered Equipment, Products, and Services that are operational for their intended purpose, and includes all costs to the Participating Entity’s requested delivery location.
Regardless of the payment method chosen by the Participating Entity, the total cost associated with any purchase option of the Equipment, Products, or Services must always be disclosed in the pricing quote to the applicable Participating Entity at the time of purchase.
A. SHIPPING AND SHIPPING COSTS. All delivered Equipment and Products must be properly packaged. Damaged Equipment and Products may be rejected. If the damage is not readily apparent at the time of delivery, Vendor must permit the Equipment and Products to be returned within a reasonable time at no cost to Sourcewell or its Participating Entities.
Participating Entities reserve the right to inspect the Equipment and Products at a reasonable time after delivery where circumstances or conditions prevent effective inspection of the Equipment and Products at the time of delivery.
31 042021-MOT
Re
v. 10/2020 3
Vend
or must arrange for and pay for the return shipment on Equipment and Products that arrive in a defective or inoperable condition.
Sourcewell may declare the Vendor in breach of this Contract if the Vendor intentionally delivers substandard or inferior Equipment or Products. In the event of the delivery of nonconforming Equipment and Products, the Participating Entity will notify the Vendor as soon as possible and the Vendor will replace nonconforming Equipment and Products with conforming Equipment and Products that are acceptable to the Participating Entity.
Freight, title and risk of loss terms will be as set forth in Vendor’s then-current Communication, Systems & Services Agreement, which will be made available to Participating Entities at the time of purchase.
B. SALES TAX. Each Participating Entity is responsible for supplying the Vendor with valid tax- exemption certification(s). When ordering, a Participating Entity must indicate if it is a tax- exempt entity.
C. HOT LIST PRICING. At any time during this Contract, Vendor may offer a specific selection of Equipment, Products, or Services at discounts greater than those listed in the Contract.
When Vendor determines it will offer Hot List Pricing, it must be submitted electronically to Sourcewell in a line-item format. Equipment, Products, or Services may be added or removed from the Hot List at any time through a Sourcewell Price and Product Change Form as defined in Article 4 below.
Hot List program and pricing may also be used to discount and liquidate close-out and discontinued Equipment and Products as long as those close-out and discontinued items are clearly identified as such. Current ordering process and administrative fees apply. Hot List Pricing must be published and made available to all Participating Entities.
4. PRODUCT AND PRICING CHANGE REQUESTS
Vendor may request Equipment, Product, or Service changes, additions, or deletions at any time. All requests must be made in writing by submitting a signed Sourcewell Price and Product Change Request Form to the assigned Sourcewell Contract Administrator. This form is available from the assigned Sourcewell Contract Administrator. At a minimum, the request must:
x Identify the applicable Sourcewell contract number;
x Clearly specify the requested change;
x Provide sufficient detail to justify the requested change; x Individually list all Equipment, Products, or Services affected by the requested change, along with the requested change (e.g., addition, deletion, price change); and
32 042021-MOT
Rev. 10/20
20 4
x In
clude a complete restatement of pricing documentation in Microsoft Excel with the effective date of the modified pricing, or product addition or deletion. The new pricing restatement must include all Equipment, Products, and Services offered, even for those items where pricing remains unchanged.
A fully executed Sourcewell Price and Product Request Form will become an amendment to this Contract and be incorporated by reference.
5. PARTICIPATION, CONTRACT ACCESS, AND PARTICIPATING ENTITY REQUIREMENTS A. PARTICIPATION. Sourcewell’s cooperative contracts are available and open to public and nonprofit entities across the United States and Canada; such as federal, state/province, municipal, K-12 and higher education, tribal government, and other public entities.
The benefits of this Contract should be available to all Participating Entities that can legally access the Equipment, Products, or Services under this Contract in the United States. A Participating Entity’s authority to access this Contract is determined through its cooperative purchasing, interlocal, or joint powers laws. Any entity accessing benefits of this Contract will be considered a Service Member of Sourcewell during such time of access. Vendor understands that a Participating Entity’s use of this Contract is at the Participating Entity’s sole convenience and Participating Entities reserve the right to obtain like Equipment, Products, or Services from any other source.
Vendor is responsible for familiarizing its sales and service forces with Sourcewell contract use eligibility requirements and documentation and will encourage potential participating entities to join Sourcewell. Sourcewell reserves the right to add and remove Participating Entities to its roster during the term of this Contract.
B. PUBLIC FACILITIES. Vendor’s employees may be required to perform work at government- owned facilities, including schools. Vendor’s employees and agents must conduct themselves in a professional manner while on the premises, and in accordance with Participating Entity policies and procedures, and all applicable laws.
6. PARTICIPATING ENTITY USE AND PURCHASING
A. ORDERS AND PAYMENT. To access the contracted Equipment, Products, or Services under this Contract, a Participating Entity must clearly indicate to Vendor that it intends to access this Contract; however, order flow and procedure will be developed jointly between Sourcewell and Vendor. Typically, a Participating Entity will issue an order directly to Vendor. If a Participating Entity issues a purchase order, it may use its own forms, but the purchase order should clearly note the applicable Sourcewell contract number. All Participating Entity orders under this Contract must be issued prior to expiration of this Contract; however, Vendor performance,
33 042021-MOT
Re
v. 10/2020 5
Participa
ting Entity payment, and any applicable warranty periods or other Vendor or Participating Entity obligations may extend beyond the term of this Contract.
Vendor’s acceptable forms of payment are included in Attachment A. Participating Entities will be solely responsible for payment and Sourcewell will have no liability for any unpaid invoice of any Participating Entity.
B. ADDITIONAL TERMS AND CONDITIONS/PARTICIPATING ADDENDUM. Additional terms and conditions to a purchase order, or other required transaction documentation, may be negotiated between a Participating Entity and Vendor, such as job or industry-specific requirements, legal requirements (e.g., affirmative action or immigration status requirements), or specific local policy requirements. Some Participating Entitles may require the use of a Participating Addendum; the terms of which will be worked out directly between the Participating Entity and the Vendor. Vendor will require the use of Vendor’s then-current Communication, Systems & Services Agreement (“CCSA”) and Exhibits, Subscription Services Addendum (“SSA”), Maintenance and Support Addendum (“MSA”), and Telecommunication Carrier Addendums (“TCA”). Any negotiated additional terms and conditions must never be less favorable to the Participating Entity than what is contained in this Contract.
C. SPECIALIZED SERVICE REQUIREMENTS. In the event that the Participating Entity requires service or specialized performance requirements (such as e-commerce specifications, specialized delivery requirements, or other specifications and requirements) not addressed in this Contract, the Participating Entity and the Vendor may enter into a separate, standalone agreement, apart from this Contract. Sourcewell, including its agents and employees, will not be made a party to a claim for breach of such agreement.
D. TERMINATION OF ORDERS. Participating Entities may terminate an order, in whole or in part, immediately upon notice to Vendor in the event of any of the following events:
1. The Participating Entity fails to receive funding or appropriation from its governing body at levels sufficient to pay for the goods to be purchased;
2. Federal or state laws or regulations prohibit the purchase or change the Participating Entity’s requirements; or
3. Vendor commits any material breach of this Contract or the additional terms agreed to between the Vendor and a Participating Entity, after receipt of notice from Sourcewell or the Participating Entity, and fails to correct such breach within thirty days.
In the event of termination under this subsection 6. D., the Participating Entity will remain liable for contract amounts due and attributable to Equipment, Products, and Services delivered or performed on or before the date of the termination.
E. GOVERNING LAW AND VENUE. The governing law and venue for any action related to a Participating Entity’s order will be determined by the Participating Entity making the purchase.
34 042021-MOT
Rev. 10/2020 6
7. CUSTOMER SERVICE
A. PRIMARY ACCOUNT REPRESENTATIVE. Vendor will assign an Account Representative to Sourcewell for this Contract and must provide prompt notice to Sourcewell if that person is changed. The Account Representative will be responsible for:
x Maintenance and management of this Contract;
x Timely response to all Sourcewell and Participating Entity inquiries; and x Business reviews to Sourcewell and Participating Entities, if applicable.
B. BUSINESS REVIEWS. Vendor must perform a minimum of one business review with Sourcewell per contract year. The business review will cover sales to Participating Entities, pricing and contract terms, administrative fees, supply issues, customer issues, and any other necessary information.
8. REPORT ON CONTRACT SALES ACTIVITY AND ADMINISTRATIVE FEE PAYMENT
A. CONTRACT SALES ACTIVITY REPORT. Each calendar quarter, Vendor must provide a contract sales activity report (Report) to the Sourcewell Contract Administrator assigned to this Contract. A Report must be provided regardless of the number or amount of sales during that quarter (i.e., if there are no sales, Vendor must submit a report indicating no sales were made).
The Report must contain the following fields:
x Customer Name (e.g., City of Staples Highway Department); x Customer Physical Street Address;
x Customer City;
x Customer State/Province;
x Customer Zip Code;
x Customer Contact Name;
x Customer Contact Email Address;
x Customer Contact Telephone Number;
x Sourcewell Assigned Entity/Participating Entity Number; x Item Purchased Description;
x Item Purchased Price;
x Sourcewell Administrative Fee Applied; and
x Date Purchase was invoiced/sale was recognized as revenue by Vendor.
B. ADMINISTRATIVE FEE. In consideration for the support and services provided by Sourcewell, the Vendor will pay an administrative fee to Sourcewell on all Equipment, Products, and Services provided to Participating Entities. The Administrative Fee must be included in, and not
35 042021-MOT
Rev. 10/2020 7
added to, the pricing. Vendor may not charge Participating Entities more than the contracted price to offset the Administrative Fee.
The Vendor will submit payment to Sourcewell for the percentage of administrative fee stated in the Proposal multiplied by the total sales of all Equipment, Products, and Services purchased by Participating Entities under this Contract during each calendar quarter. Payments should note the Vendor’s name and Sourcewell-assigned contract number in the memo; and must be mailed to the address above “Attn: Accounts Receivable” or remitted electronically to Sourcewell’s banking institution per Sourcewell’s Finance department instructions. Payments must be received no later than 45 calendar days after the end of each calendar quarter.
Vendor agrees to cooperate with Sourcewell in auditing transactions under this Contract to ensure that the administrative fee is paid on all items purchased under this Contract.
In the event the Vendor is delinquent in any undisputed administrative fees, Sourcewell reserves the right to cancel this Contract and reject any proposal submitted by the Vendor in any subsequent solicitation. In the event this Contract is cancelled by either party prior to the Contract’s expiration date, the administrative fee payment will be due no more than 30 days from the cancellation date.
9. AUTHORIZED REPRESENTATIVE
Sourcewell's Authorized Representative is its Chief Procurement Officer.
Vendor’s Authorized Representative is the person named in the Vendor’s Proposal. If Vendor’s Authorized Representative changes at any time during this Contract, Vendor must promptly notify Sourcewell in writing.
10. AUDIT, ASSIGNMENT, AMENDMENTS, WAIVER, AND CONTRACT COMPLETE
A. AUDIT. Pursuant to Minnesota Statutes Section 16C.05, subdivision 5, the books, records, documents, and accounting procedures and practices relevant this Agreement are subject to examination by Sourcewell or the Minnesota State Auditor for a minimum of six years from the end of this Contract. This clause extends to Participating Entities as it relates to business conducted by that Participating Entity under this Contract.
B. ASSIGNMENT. Neither the Vendor nor Sourcewell may assign or transfer any rights or obligations under this Contract without the prior consent of the parties and a fully executed assignment agreement. Such consent will not be unreasonably withheld.
C. AMENDMENTS. Any amendment to this Contract must be in writing and will not be effective until it has been fully executed by the parties.
36 042021-MOT
Rev. 10/2020 8
D. WAIVER. If either party fails to enforce any provision of this Contract, that failure does not waive the provision or the right to enforce it.
E. CONTRACT COMPLETE. This Contract contains all negotiations and agreements between Sourcewell and Vendor. No other understanding regarding this Contract, whether written or oral, may be used to bind either party. For any conflict between the attached Proposal and the terms set out in Articles 1-22, the terms of Articles 1-22 will govern.
F. RELATIONSHIP OF THE PARTIES. The relationship of the parties is one of independent contractors, each free to exercise judgment and discretion with regard to the conduct of their respective businesses. This Contract does not create a partnership, joint venture, or any other relationship such as master-servant, or principal-agent.
11. LIABILITY
Vendor must indemnify, save, and hold Sourcewell, including their agents and employees, harmless from any claims or causes of action, including attorneys’ fees, arising out of the performance of this Contract by the Vendor or its agents or employees. Sourcewell will provide prompt written notice to Vendor of any claim or suit, and will cooperate with Vendor in its defense or settlement of the claim or suit. Vendor’s maximum liability for damages caused by failure to perform its obligations under this Contract is limited to proven direct damages for all claims arising out of this Contract not to exceed the total net payments of Administrative Fees paid under any twenty-four (24) month period during the Term. Vendor’s indemnification obligations under the Contract are excluded from this provision. VENDOR WILL NOT BE LIABLE
FOR ANY CONSEQUENTIAL, INCIDENTAL, OR INDIRECT DAMAGES FOR ANY CAUSE OF ACTION, WHETHER IN CONTRACT OR TORT. CONSEQUENTIAL, INCIDENTAL, AND INDIRECT DAMAGES
INCLUDE, BUT ARE NOT LIMITED TO, LOST PROFITS, LOST REVENUES, AND LOSS OF BUSINESS
OPPORTUNITY, WHETHER OR NOT THE OTHER PARTY WAS AWARE OR SHOULD HAVE BEEN AWARE OF THE POSSIBILITY OF THESE DAMAGES.
Vendor’s obligations to indemnify or hold harmless Participating Entities will be as set forth in Vendor’s Communication, Systems & Services Agreement.
12. GOVERNMENT DATA PRACTICES
Vendor and Sourcewell must comply with the Minnesota Government Data Practices Act, Minnesota Statutes Chapter 13, as it applies to all data provided by or provided to Sourcewell under this Contract and as it applies to all data created, collected, received, stored, used, maintained, or disseminated by the Vendor under this Contract.
If the Vendor receives a request to release the data referred to in this article, the Vendor must immediately notify Sourcewell and Sourcewell will assist with how the Vendor should respond to the request.
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13. INTELLECTUAL PROPERTY, PUBLICITY, MARKETING, AND ENDORSEMENT
A. INTELLECTUAL PROPERTY
1. Grant of License. During the term of this Contract:
a. Sourcewell grants to Vendor a royalty-free, worldwide, non-exclusive right and license to use theTrademark(s) provided to Vendor by Sourcewell in advertising and promotional materials for the purpose of marketing Sourcewell’s relationship with Vendor.
b. Vendor grants to Sourcewell a royalty-free, worldwide, non-exclusive right and license to use Vendor’s Trademarks in advertising and promotional materials for the purpose of marketing Vendor’s relationship with Sourcewell.
2. Limited Right of Sublicense. The right and license granted herein includes a limited right of each party to grant sublicenses to its and their respective distributors, marketing representatives, and agents (collectively “Permitted Sublicensees”) in advertising and promotional materials for the purpose of marketing the Parties’ relationship to Participating Entities. Any sublicense granted will be subject to the terms and conditions of this Article.
Each party will be responsible for any breach of this Article by any of their respective sublicensees.
3. Use; Quality Control.
a. Sourcewell must not alter Vendor’s Trademarks from the form provided by Vendor and must comply with Vendor’s removal requests as to specific uses of its trademarks or logos.
b. Vendor must not alter Sourcewell’s Trademarks from the form provided by Sourcewell and must comply with Sourcewell’s removal requests as to specific uses of its trademarks or logos.
c. Each party agrees to use, and to cause its Permitted Sublicensees to use, the other party’s Trademarks only in good faith and in a dignified manner consistent with such party’s use of the Trademarks. Upon written notice to the breaching party, the breaching party has 30 days of the date of the written notice to cure the breach or the license will be terminated.
4. As applicable, Vendor agrees to indemnify and hold harmless Sourcewell against any and all suits, claims, judgments, and costs instituted or recovered against Sourcewell by any person on account of the use of any Equipment or Products by Sourcewell or its Participating Entities supplied by Vendor in violation of applicable United States patent or copyright laws. Vendor’s obligations to indemnify or hold harmless Participating Entities for intellectual property infringement will be as set forth in Vendor’s then-current Communication, Systems & Services Agreement.
5. Termination. Upon the termination of this Contract for any reason, each party, including Permitted Sublicensees, will have 30 days to remove all Trademarks from signage, websites, and the like bearing the other party’s name or logo (excepting Sourcewell’s pre-printed catalog of vendors which may be used until the next printing). Vendor must return all
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marketing and promotional materials, including signage, provided by Sourcewell, or dispose of it according to Sourcewell’s written directions.
B. PUBLICITY. Any publicity regarding the subject matter of this Contract must not be released without prior written approval from the Authorized Representatives. Publicity includes notices, informational pamphlets, press releases, research, reports, signs, and similar public notices prepared by or for the Vendor individually or jointly with others, or any subcontractors, with respect to the program, publications, or services provided resulting from this Contract.
C. MARKETING. Any direct advertising, marketing, or offers with Participating Entities must be approved by Sourcewell. Materials should be sent to the Sourcewell Contract Administrator assigned to this Contract.
D. ENDORSEMENT. The Vendor must not claim that Sourcewell endorses its Equipment, Products, or Services.
14. GOVERNING LAW, JURISDICTION, AND VENUE
Minnesota law governs this Contract. Venue for all legal proceedings out of this Contract, or its breach, must be in the appropriate state court in Todd County or federal court in Fergus Falls, Minnesota.
15. FORCE MAJEURE
Neither party to this Contract will be held responsible for delay or default caused by acts of God or other conditions that are beyond that party’s reasonable control. A party defaulting under this provision must provide the other party prompt written notice of the default.
16. SEVERABILITY
If any provision of this Contract is found to be illegal, unenforceable, or void then both Sourcewell and Vendor will be relieved of all obligations arising under such provisions. If the remainder of this Contract is capable of performance, it will not be affected by such declaration or finding and must be fully performed.
17. PERFORMANCE, DEFAULT, AND REMEDIES
A. PERFORMANCE. During the term of this Contract, the parties will monitor performance and address unresolved contract issues as follows:
1. Notification. The parties must promptly notify each other of any known dispute and work in good faith to resolve such dispute within a reasonable period of time. If necessary,
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Sourcewell and the Vendor will jointly develop a short briefing document that describes the issue(s), relevant impact, and positions of both parties.
2. Escalation. If parties are unable to resolve the issue in a timely manner, as specified above, either Sourcewell or Vendor may escalate the resolution of the issue to a higher level of management. The Vendor will have 30 calendar days to cure an outstanding issue.
3. Performance while Dispute is Pending. Notwithstanding the existence of a dispute, the Vendor must continue without delay to carry out all of its responsibilities under the Contract that are not affected by the dispute. If the Vendor fails to continue without delay to perform its responsibilities under the Contract, in the accomplishment of all undisputed work, any additional costs incurred by Sourcewell and/or its Participating Entities as a result of such failure to proceed will be borne by the Vendor.
B. DEFAULT AND REMEDIES. Either of the following constitutes cause to declare this Contract, or any Participating Entity order under this Contract, in default (unless a force majeure causes the default):
1. Nonperformance of contractual requirements, or
2. A material breach of any term or condition of this Contract.
Written notice of default and a 30 day opportunity to cure must be issued by the party claiming default. Time allowed for cure will not diminish or eliminate any liability for liquidated or other damages. If the default remains after the opportunity for cure, the non-defaulting party may:
x Exercise any remedy provided by law or equity, or
x Terminate the Contract or any portion thereof, including any orders issued against the Contract.
18. INSURANCE
A. REQUIREMENTS. At its own expense, Vendor must maintain insurance policy(ies) in effect at all times during the performance of this Contract with insurance company(ies) licensed or authorized to do business in the State of Minnesota having an “AM BEST” rating of A- or better, with coverage and limits of insurance in accordance with the following:
1. Workers’ Compensation and Employer’s Liability.
Workers’ Compensation: As required by any applicable law or regulation.
Employer's Liability Insurance: must be provided in amounts listed below:
Limits:
$1,000,000 each accident for bodily injury by accident
$1,000,000 policy limit for bodily injury by disease
$1,000,000 each employee for bodily injury by disease
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2. Commercial General Liability Insurance. Vendor will maintain insurance covering its operations, with coverage on an occurrence basis. At a minimum, coverage must include liability arising from premises, operations, bodily injury and property damage, independent contractors, products-completed operations including construction defect, contractual liability, blanket contractual liability, and personal injury and advertising injury. All required limits, terms and conditions of coverage must be maintained during the term of this Contract.
Limits:
$3,000,000 each occurrence Bodily Injury and Property Damage $3,000,000 Personal and Advertising Injury
$5,000,000 aggregate for Products-Completed operations
$5,000,000 general aggregate
3. Commercial Automobile Liability Insurance. During the term of this Contract, Vendor will maintain insurance covering all owned, hired, and non-owned automobiles in limits of liability not less than indicated below.
Limits:
$2,000,000 each accident, combined single limit
4. Network Security and Privacy Liability Insurance. During the term of this Contract, Vendor will maintain coverage for network security and privacy liability. The coverage may be endorsed on another form of liability coverage or written on a standalone policy. The insurance must cover claims which may arise from failure of Vendor’s security resulting in, but not limited to, computer attacks, unauthorized access, disclosure of not public data – including but not limited to, confidential or private information, transmission of a computer virus, or denial of service.
Limits:
$2,000,000 per occurrence
$2,000,000 annual aggregate
Failure of Vendor to maintain the required insurance will constitute a material breach entitling Sourcewell to immediately terminate this Contract for default.
B. CERTIFICATES OF INSURANCE. Prior to commencing under this Contract, Vendor must furnish to Sourcewell a certificate of insurance, as evidence of the insurance required under this Contract. Prior to expiration of the policy(ies), renewal certificates must be mailed to Sourcewell, 202 12th Street Northeast, P.O. Box 219, Staples, MN 56479 or sent to the Sourcewell Contract Administrator assigned to this Contract. The certificates must be signed by a person authorized by the insurer(s) to bind coverage on their behalf.
Failure to request certificates of insurance by Sourcewell, or failure of Vendor to provide certificates of insurance, in no way limits or relieves Vendor of its duties and responsibilities in this Contract.
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C. ADDITIONAL INSURED ENDORSEMENT AND PRIMARY AND NON-CONTRIBUTORY INSURANCE CLAUSE. Vendor agrees to list Sourcewell and its Participating Entities, including their officers, agents, and employees, as an additional insured under the Vendor’s commercial general liability insurance policy with respect to liability arising out of activities, “operations,” or “work” performed by or on behalf of Vendor, and products and completed operations of Vendor. The policy provision(s) or endorsement(s) must further provide that coverage is primary and not excess over or contributory with any other valid, applicable, and collectible insurance or self-insurance in force for the additional insureds.
D. WAIVER OF SUBROGATION. Vendor waives and must require (by endorsement or otherwise) its workers compensation, commercial general liability, and automobile liability insurers to waive subrogation rights against Sourcewell and other additional insureds for losses paid under the workers compensation, commercial general liability, and automobile liability insurance policies required by this Contract or other insurance applicable to the Vendor or its subcontractors. The waiver must apply to all deductibles and/or self-insured retentions. Where permitted by law, Vendor must require similar written express waivers of subrogation and insurance clauses from each of its subcontractors.
E. UMBRELLA/EXCESS LIABILITY/SELF-INSURED RETENTION. The limits required by this Contract can be met by either providing a primary policy or in combination with umbrella/excess liability policy(ies), or self-insured retention.
19. COMPLIANCE
A. LAWS AND REGULATIONS. All Equipment, Products, or Services provided under this Contract must comply fully with applicable federal laws and regulations, and with the laws in the states and provinces in which the Equipment, Products, or Services are sold.
B. LICENSES. Vendor must maintain a valid and current status on all required federal, state/provincial, and local licenses, bonds, and permits required for the operation of the business that the Vendor conducts with Sourcewell and Participating Entities.
20. BANKRUPTCY, DEBARMENT, OR SUSPENSION CERTIFICATION
Vendor certifies and warrants that it is not in bankruptcy or that it has previously disclosed in writing certain information to Sourcewell related to bankruptcy actions. If at any time during this Contract Vendor declares bankruptcy, Vendor must immediately notify Sourcewell in writing.
Vendor certifies and warrants that neither it nor its principals are presently debarred, suspended, proposed for debarment, declared ineligible, or voluntarily excluded from programs operated by the State of Minnesota; the United States federal government or the Canadian
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government, as applicable; or any Participating Entity. Vendor certifies and warrants that neither it nor its principals have been convicted of a criminal offense related to the subject matter of this Contract. Vendor further warrants that it will provide immediate written notice to Sourcewell if this certification changes at any time.
21. PROVISIONS FOR NON-UNITED STATES FEDERAL ENTITY PROCUREMENTS UNDER
UNITED STATES FEDERAL AWARDS OR OTHER AWARDS
Participating Entities that use United States federal grant or FEMA funds to purchase goods or services from this Contract may be subject to additional requirements including the procurement standards of the Uniform Administrative Requirements, Cost Principles and Audit Requirements for Federal Awards, 2 C.F.R. § 200. Participating Entities may also require additional requirements based on specific funding specifications. Within this Article, all references to “federal” should be interpreted to mean the United States federal government.
The following list only applies when a Participating Entity accesses Vendor’s Equipment, Products, or Services with United States federal funds.
A. EQUAL EMPLOYMENT OPPORTUNITY. Except as otherwise provided under 41 C.F.R. § 60, all contracts that meet the definition of “federally assisted construction contract” in 41 C.F.R. § 60-
1.3 must include the equal opportunity clause provided under 41 C.F.R. §60-1.4(b), in accordance with Executive Order 11246, “Equal Employment Opportunity” (30 FR 12319, 12935, 3 C.F.R. §, 1964-1965 Comp., p. 339), as amended by Executive Order 11375, “Amending Executive Order 11246 Relating to Equal Employment Opportunity,” and implementing regulations at 41 C.F.R. § 60, “Office of Federal Contract Compliance Programs, Equal Employment Opportunity, Department of Labor.” The equal opportunity clause is incorporated herein by reference.
B. DAVIS-BACON ACT, AS AMENDED (40 U.S.C. § 3141-3148). When required by federal program legislation, all prime construction contracts in excess of $2,000 awarded by non- federal entities must include a provision for compliance with the Davis-Bacon Act (40 U.S.C. § 3141-3144, and 3146-3148) as supplemented by Department of Labor regulations (29 C.F.R. § 5, “Labor Standards Provisions Applicable to Contracts Covering Federally Financed and Assisted Construction”). In accordance with the statute, contractors must be required to pay wages to laborers and mechanics at a rate not less than the prevailing wages specified in a wage determination made by the Secretary of Labor. In addition, contractors must be required to pay wages not less than once a week. The non-federal entity must place a copy of the current prevailing wage determination issued by the Department of Labor in each solicitation. The decision to award a contract or subcontract must be conditioned upon the acceptance of the wage determination. The non-federal entity must report all suspected or reported violations to the federal awarding agency. The contracts must also include a provision for compliance with the Copeland “Anti-Kickback” Act (40 U.S.C. § 3145), as supplemented by Department of Labor regulations (29 C.F.R. § 3, “Contractors and Subcontractors on Public Building or Public Work Financed in Whole or in Part by Loans or Grants from the United States”). The Act provides that
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each contractor or subrecipient must be prohibited from inducing, by any means, any person employed in the construction, completion, or repair of public work, to give up any part of the compensation to which he or she is otherwise entitled. The non-federal entity must report all suspected or reported violations to the federal awarding agency. Vendor must be in compliance with all applicable Davis-Bacon Act provisions.
C. CONTRACT WORK HOURS AND SAFETY STANDARDS ACT (40 U.S.C. § 3701-3708). Where applicable, all contracts awarded by the non-federal entity in excess of $100,000 that involve the employment of mechanics or laborers must include a provision for compliance with 40 U.S.C. §§ 3702 and 3704, as supplemented by Department of Labor regulations (29 C.F.R. § 5).
Under 40 U.S.C. § 3702 of the Act, each contractor must be required to compute the wages of every mechanic and laborer on the basis of a standard work week of 40 hours. Work in excess of the standard work week is permissible provided that the worker is compensated at a rate of not less than one and a half times the basic rate of pay for all hours worked in excess of 40 hours in the work week. The requirements of 40 U.S.C. § 3704 are applicable to construction work and provide that no laborer or mechanic must be required to work in surroundings or under working conditions which are unsanitary, hazardous or dangerous. These requirements do not apply to the purchases of supplies or materials or articles ordinarily available on the open market, or contracts for transportation or transmission of intelligence. This provision is hereby incorporated by reference into this Contract. Vendor certifies that during the term of an award for all contracts by Sourcewell resulting from this procurement process, Vendor must comply with applicable requirements as referenced above.
D. RIGHTS TO INVENTIONS MADE UNDER A CONTRACT OR AGREEMENT. Intentionally Omitted.
E. CLEAN AIR ACT (42 U.S.C. § 7401-7671Q.) AND THE FEDERAL WATER POLLUTION CONTROL ACT (33 U.S.C. § 1251-1387). Contracts and subgrants of amounts in excess of $150,000 require the non-federal award to agree to comply with all applicable standards, orders or regulations issued pursuant to the Clean Air Act (42 U.S.C. § 7401- 7671q) and the Federal Water Pollution Control Act as amended (33 U.S.C. § 1251- 1387). Violations must be reported to the Federal awarding agency and the Regional Office of the Environmental Protection Agency (EPA). Vendor certifies that during the term of this Contract will comply with applicable requirements as referenced above.
F. DEBARMENT AND SUSPENSION (EXECUTIVE ORDERS 12549 AND 12689). A contract award (see 2 C.F.R. § 180.220) must not be made to parties listed on the government wide exclusions in the System for Award Management (SAM), in accordance with the OMB guidelines at 2 C.F.R. §180 that implement Executive Orders 12549 (3 C.F.R. § 1986 Comp., p. 189) and 12689 (3 C.F.R. § 1989 Comp., p. 235), “Debarment and Suspension.” SAM Exclusions contains the names of parties debarred, suspended, or otherwise excluded by agencies, as well as parties declared ineligible under statutory or regulatory authority other than Executive Order 12549. Vendor certifies that neither it nor its principals are presently debarred, suspended, proposed for
44 042021-MOT
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debarment, declared ineligible, or voluntarily excluded from participation by any federal department or agency.
G. BYRD ANTI-LOBBYING AMENDMENT, AS AMENDED (31 U.S.C. § 1352). Vendors must file any required certifications. Vendors must not have used federal appropriated funds to pay any person or organization for influencing or attempting to influence an officer or employee of any agency, a member of Congress, officer or employee of Congress, or an employee of a member of Congress in connection with obtaining any federal contract, grant, or any other award covered by 31 U.S.C. § 1352. Vendors must disclose any lobbying with non-federal funds that takes place in connection with obtaining any federal award. Such disclosures are forwarded from tier to tier up to the non-federal award. Vendors must file all certifications and disclosures required by, and otherwise comply with, the Byrd Anti-Lobbying Amendment (31 U.S.C. § 1352).
H. RECORD RETENTION REQUIREMENTS. To the extent applicable, Vendor must comply with the record retention requirements detailed in 2 C.F.R. § 200.333. The Vendor further certifies that it will retain all records as required by 2 C.F.R. § 200.333 for a period of 3 years after grantees or subgrantees submit final expenditure reports or quarterly or annual financial reports, as applicable, and all other pending matters are closed.
I. ENERGY POLICY AND CONSERVATION ACT COMPLIANCE. To the extent applicable, Vendor must comply with the mandatory standards and policies relating to energy efficiency which are contained in the state energy conservation plan issued in compliance with the Energy Policy and Conservation Act.
J. BUY AMERICAN PROVISIONS COMPLIANCE. To the extent applicable, Vendor must comply with all applicable provisions of the Buy American Act. Purchases made in accordance with the Buy American Act must follow the applicable procurement rules calling for free and open competition.
K. ACCESS TO RECORDS (2 C.F.R. § 200.336). Vendor agrees that duly authorized representatives of a federal agency must have access to any books, documents, papers and records of Vendor that are directly pertinent to Vendor’s discharge of its obligations under this Contract for the purpose of making audits, examinations, excerpts, and transcriptions. The right also includes timely and reasonable access to Vendor’s personnel for the purpose of interview and discussion relating to such documents.
L. PROCUREMENT OF RECOVERED MATERIALS (2 C.F.R. § 200.322). A non-federal entity that is a state agency or agency of a political subdivision of a state and its contractors must comply with Section 6002 of the Solid Waste Disposal Act, as amended by the Resource Conservation and Recovery Act. The requirements of Section 6002 include procuring only items designated in guidelines of the Environmental Protection Agency (EPA) at 40 C.F.R. § 247 that contain the highest percentage of recovered materials practicable, consistent with maintaining a
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satisfactory level of competition, where the purchase price of the item exceeds $10,000 or the value of the quantity acquired during the preceding fiscal year exceeded $10,000; procuring solid waste management services in a manner that maximizes energy and resource recovery; and establishing an affirmative procurement program for procurement of recovered materials identified in the EPA guidelines.
22. CANCELLATION
Sourcewell or Vendor may cancel this Contract at any time, with or without cause, upon 60 days’ written notice to the other party. However, Sourcewell may cancel this Contract immediately upon discovery of a material defect in any certification made in Vendor’s Proposal.
Cancellation of this Contract does not relieve either party of financial, product, or service obligations incurred or accrued prior to cancellation.
Sourcewell Motorola Solutions, Inc.
By: __________________________ By: __________________________ Jeremy Schwartz Carrie Hemmen
Title: Chief Procurement Officer Titl e: MSSSI Territory Vice President & Director of Sales
Date: ________________________
Date: ________________________
Approved:
By: __________________________
Chad Coauette
Title: Executive Director/CEO
Date: ________________________
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Bid Number: RFP 042021 Vendor Name: Motorola Solutions, Inc.
60 Bid Number: RFP 042021 Vendor Name: Motorola Solutions, Inc.
Table 148: Depth and 8readth of Offered Equipment Products and Services Indicate below if the listed types or classes of equipment, pr oducts, and services are offered within your proposal. Provide ad ditional comments in the text box provided, as necessary.
Line
Item Category or Type Offered * Comments
67 Fire or EMS station alerting
or paging systems
Yes
No
Yes. We partner with Mach Alert to provide Fire Station Alerting solutions. * 68 Connectivity and
interoperability devices,
hardware and equipment
Yes
No
Yes. We are offering Critical Connect as our system to system interoperability solution, as well as control station radios to tie in legacy fr equencies to current radio systems.
*
69 Airborne, marine, and
underwater communication
systems
Yes
No
No.
*
70 Services related to lines 67,
68 and 69 above
Yes
No
Yes. We have included the necessary services to implement and maintain the solutions mentioned in lines 67 & 68. *
Table 15: Industry Specific Questions
Line
Item Question Response *
71 Describe the interoperability of
your products and services with
other equipment, software, and
systems, as applicable
Because we follow industry standards across our portfolio, our products are fully interoperable with other systems/devices that follow the definition in the specific standard in question. The standards the our products and solutions follow are listed in Line Item 73. Additionally, our services providers maintain certifications required within each solution (certifications are detailed in Line Item 14). *
72 Describe how your products
and services integrate with
other communications and
technology components (e.g.,
CAD, RMS, LMR, etc.)
Aside from meeting what the applicable standard defines for its interoperability requirements, Motorola Solutions has created an end-to-end platform that integrates our solutions from the time someone picks up the phone to dial 911 until case closure. These solutions include, but are not limited to Radio, 911 call handling, CAD, Records Management, Body Worn and In-Vehicle Cameras, Digital Evidence Management, Video Security, License Plate Recognition, Situational Awareness, and Broadband Communications. Because these are all solutions that we develop, we are creating integrations and are not limited to interfacing different solution together. Interfacing typically limits the communication between two solutions because it uses the least common denominator of the information that can pass between to solutions from different vendors. The integrations that we have, and continue, to develop are allowing for greater efficiencies as our customers do their jobs.
We have also created a solution called CommandCentral Aware that allows for our radio system to integrate with other vendors CAD and Video solutions to create situational awareness for our customers as the approach a scene.
73 Describe how your products
and services conform to
applicable industry standards
and required specifications.
The systems and equipment included in this response fully comply with one of the following standards; Project 25 (P25) - http://www.project25.org/, Digital Mobile Radio (DMR) - https://www.dmrassociation.org/dmr-standards.html, and Citizens Broadband Radio Service (CBRS) standards - https://www.ecfr.gov/cgi-bin/text-idx?
SID=960a62ced28f9e89c169ed12daafa030&mc=true&node=pt47.5.96&rgn=div5. 74 Describe your use of
installation or service partners,
if applicable.
Motorola Solutions utilizes both certified internal employees as well as our certified service partner shops to do installs and maintenance. Deciding which we utilize on each opportunity is dependent on the customer, if they have a preference, and the type of project.
Exceptions to Terms, Conditions, or Specifications Form Only those Proposer Exceptions to Terms, Conditions, or Specifications that have been accepted by Sourcewell have been incorporated into the contract text.
61 Bid Number: RFP 042021 Vendor Name: Motorola Solutions, Inc.
Documents
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2. Documents should NOT have a security password, as Sourcewell may not be able to open the file. It is your sole responsibility to ensure t
hat the uploaded document(s) are not either defective, corrupted or blank and that the documents can be opened and viewed by Sourcewell.
3. Sourcewell may reject any response where any document(s) cannot be opened and viewed by Sourcewell.
4. If you need to upload more than one (1) document for a single item, you should combine the documents into one zipped file. I f the zipp
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M
arketing Plan/Samples (optional)
WMBE/MBE/SBE or Related Certificates (optional)
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Pricing - Sourcewell RFP 042021 Pricing.pdf - Monday April 19, 2021 18:16:04 Upload Additional Document - Sourcewell RFP 042021 Proposal Document.pdf - Monday April 19, 2021 18:19:49
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Bid Number: RFP 042021 Vendor Name: Motorola Solutions, Inc.
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Bid Number: RFP 042021 Vendor Name: Motorola Solutions, Inc.
64 Rev. 7/2022 1
CONTRACT EXTENSION
Contract Number:
Sourcewell and
202 12th Street Northeast
P.O. Box 219
Staples, MN 56479
(Sourcewell) (Vendor)
have entered into Contract Number: 110719-
for the procurement of:
The Contract has an expiration date of Decemb r, but the parties may extend the Contract by mutual consent.
Sourcewell and Vendor acknowledge that extending the Contract benefits the Vendor, Sourcewell and Sourcewell’s Members. Vendor and Sourcewell agree to extend the Contract listed above for an additional period, with a new Contract expiration date of Dece mber , . All other terms and conditions of the Contract remain in full force and effect.
Sourcewell
________________________________
Authorized Signature
________________________________
Name
________________________________
Title
________________________________
Date
________________________________
Authorized Signature
________________________________
Name
________________________________
Title
________________________________
Date
Docusign Envelope ID: 9ACE0E39-E376-4C2C-9F65-6D36818672A3 2025-06-23
Chief Operating and Procurement Officer
Jeremy Schwartz
500 W Monroe St
Motorola Solutions
3/24/2025 | 12:46 PM CDT
60661-3671
Public Safety Communications Technology and Hardware Solutions Chicago, Illinois
2026-06-23
042021-MOT
042021-MOT
3/25/2025 | 1:11 PM CDT
Scott Lees
RVP
65 4. Attachment C - Day Wireless General Services.doc 3/4/26 AGREEMENT NO. 3260123.
Services Agreement
CONTRACTOR: Day Wireless DATE MAILED:
Below you will find a checklist relating to Insurance and other requirements that are required for doing business with the Ci ty of Simi Valley. Only those items checked -off are MANDATORY, however if your standard policies exceed the minimum requirements please include. Commercial general liability insurance must meet or exceed the requirements of ISO -CGL Form No. CG 00 01 11 85 or 88 , or equivalent . The amount of insurance set forth below will be a combined single limit per occurrence for bodily injury, personal injury, and property dam age for the policy coverage. Liability policies will be endorsed to name the City, its officials, employees and Ventura County Transportation Commission VCTC, officers, officials, employees, agents and volunteers as “additional insureds” under said insurance coverage and to state that such insurance will be deemed “primary” such that any other insurance that may be carried by the City will be excess thereto. Such insurance must b e on an “occurrence,” not a “claims made,” basis and will not be cancelable or subject to reduction except upon thirty (30) days prior written not ice to the City. Comprehensive General Liability, including coverage for premises, products and completed operations, independent contractors, personal injury and contractual obligations with combined single limits of coverage of at least $2,000,000 per occurrence. Auto Liability, including owned, non-owned and hired vehicles with at least:
$500,000 per occurrence.
$2,000,000 per occurrence.
As required by State Statutes. A copy of your current policy must be submitted naming yourself and or your company. Workers’ Compensation Insurance : as required by State Statutes. (Not needed if Self -employed with no employees and CONTRACTOR signs statement to this effect.)
Errors & Omissions or Malpractice or Professional Liability: depending on type of contract/service. At least $500,000 per occurrence. Business License: The CONTRACTOR must have a current City of Simi Valley license on file at City Hall or purchase said license (at no cost to the City).
PLEASE NOTE: ALL APPLICABLE INFORMATION LISTED ABOVE MUST BE OBTAINED AND ON FILE, PRIOR TO THE ISSUANCE OF A CITY
PURCHASE ORDER BEING SENT TO YOU (VIA EMAIL OR HARD COPY) BY THE RISK MANAGER/PURCHASING AGENT, THUS AUTHORIZING COMMENCEMENT OF WORK FOR THE CITY.
Submitted by (complete all blanks): COLOR COPY REQUIRED BACK TO THE CITY Company Name:
Day Wireless
Company Street Address:
City, State, Zip:
Phone: Agreement Date & Expiration Date:
Services Rendered: Agreement Amount $24,967
Originator/Department Contact: Garry Boswell Date initiated:
Attachment C
66 4. Attachment C - Day Wireless General Services.doc 3/4/26 By:
Lucy Blanco, City Clerk Dee Dee Cavanaugh, Mayor of the City of Simi Valley, California
Approved as to Form:
Day Management Corp dba Day Wireless Systems
By:
Algeria R. Ford, City Attorney
Print Name: Chris Killpack
Approved as to Content: Title: Senior Area Service Manager By:
Samantha C. Argabrite, City Manager
Print Name: Henry Johnson
Title: Government Operations Manager
Johanna Medrano,
Deputy Administrative Services Director/
Budget & Purchasing
Carolyn J. Johnson
Administrative Services Director
Carolyn J. Johnson
Administrative Services Director
Attach: Scope of Work and/or Quotes
67 1.GENERALLY. The materials, supplies, or services (collectively, “Purchase”) covered by this purchase order (“order”) must be furnished by Seller subject to all the terms and conditions contained in this order which Seller, in accepting this order, agrees to be bound by and comply with in all particulars. No other terms or conditions are binding upon the parties unless subsequently agreed to in writing. Written acceptance or shipment of all or any portion of the Purchase covered by this order constitutes unqualified acceptance of all terms and conditions in this order. The terms of any proposal referred to in this order are included and made a part of the order only to the extent it specified the Purchase ordered, the price, and the delivery, and then only to the extent that such terms are consistent with the terms and conditions of this order.
2.INSPECTION. The Purchase furnished must be exactly as specified in this order, free from all defects in Seller’s performance, design, workmanship, and materials, and, except as otherwise provided, is subject to inspection and test by City at all times and places. If, before final acceptance, any Purchase is found to be incomplete, or not as specified, City may reject it, require Seller to correct it without charge, or require delivery of such Purchase at a reduction in price that is equitable under the circumstances. If seller is unable or refuses to correct such items within a time deemed reasonable by City, City may terminate the order in whole or in part. Seller bears all risks as to rejected Purchases and, in addition to any costs for which Seller may become liable to City under other provisions of this order, must reimburse City for all transportation costs, other related costs incurred, or payments to Seller in accordance with the terms of this order for unaccepted Purchases. Notwithstanding City’s acceptance of any Purchase, Seller is liable for latent defects, fraud, or such gross mistakes as constitute fraud.
3.CHANGES. City may make changes within the general scope of this order in drawings and specifications for specially manufactured supplies, place of delivery, method of shipment or packing of the order by giving notice to Seller and subsequently confirming such changes in writing. If such changes affect the cost of or the time required for performance of this order, an equitable adjustment in the price or delivery or both must be made. No change by Seller is allowed without City’s written approval. Any claim by Seller for an adjustment under this section must be made in writing within thirty (30) days from the date of receipt by Seller of notification of such change unless City waives this condition in writing. Nothing in this section excuses Seller from proceeding with performance of the order as changed.
4. TERMINATION. City may terminate this order at any time, either verbally or in writing, with or without cause. Should termination occur, City will pay Seller as full performance until such termination the unit or pro rata order price for the performed and accepted portion of the Purchase. City may provide written notice of termination for Seller’s default if Seller refuses or fails to comply with this order. If Seller does not cure such failure within a reasonable time period, or fails to perform the Purchase within the time specified (or allowed by extension), Seller will be liable to City for any excess costs incurred by City.
5.TIME EXTENSION. City may extend the time for completion if, in City’s sole determination, Seller was delayed because of causes beyond Seller’s control and without Seller’s fault or negligence. In the event delay was caused by City, Seller’s sole remedy is limited to recovering money actually and necessarily expended by Seller because of the delay; there is no right to recover anticipated profit.
6.REMEDIES CUMULATIVE. City’s rights and remedies under this order are not exclusive and are in addition to any rights and remedies provided by law.
7.TITLE. Title to materials and supplies purchased under this order pass directly from Seller to City upon City’s written acceptance following an actual inspection and City’s opportunity to reject.
8.PAYMENT. City will pay Seller after receiving acceptable invoices for materials and supplies delivered and accepted or services rendered and accepted. City will not pay cartage, shipping, packaging or boxing expenses unless specified in this order. Drafts will not be honored.
9.INDEMNIFICATION. Seller agrees to indemnify and hold City harmless from and against any claim, action, damages, costs (including, without limitation, attorney’s fees), injuries, or liability, arising out of the Purchase or the order, or their performance, except for such loss or damage arising from City’s sole negligence or willful misconduct. Should City be named in any suit, or should any claim be brought against it by suit or otherwise, whether the same be groundless or not, arising out of the Purchase or order, or their performance, Seller will defend City (at City’s request and with counsel satisfactory to City) and indemnify City for any judgment rendered against it or any sums paid out in settlement or otherwise. For purposes of this section “City” includes City’s officers, elected officials, and employees. It is expressly understood and agreed that the foregoing provisions will survive termination of this order. The requirements as to the types and limits of insurance coverage to be maintained by Seller, and any approval of such insurance by City, are not intended to and will not in any manner limit or qualify the liabilities and obligations otherwise assumed by Seller pursuant to this order, including, without limitation, to the provisions concerning indemnification.
10.WARRANTY. Seller agrees that the Purchase is covered by the most favorable commercial warranties the Seller gives to any customer for the same or substantially similar supplies or services, or such other more favorable warranties as is specified in this order. Warranties will be effective notwithstanding any inspection or acceptance of the Purchase by City.
11.ASSIGNMENT. City may assign this order. Except as to any payment due under this order, Seller may not assign or subcontract the order without City’s written approval. Should City give consent, it will not relieve Seller from any obligations under this order and any transferee or subcontractor will be considered Seller’s agent.
12.INSURANCE. Seller must provide the insurance indicated on the face sheet of this order.
13.PERMITS. Seller must procure all necessary permits and licenses, and abide by all federal, state, and local laws, for performing this order.
14.INDEPENDENT CONTRACTOR. City and Seller agree that Seller will act as an independent contractor and will have control of all work and the manner in which is it performed. Seller will be free to contract for similar service to be performed for other employers while under contract with City.
Seller is not an agent or employee of City and is not entitled to participate in any pension plan, insurance, bonus or similar benefits City provides for its employees. Any provision in this order that may appear to give City the right to direct Seller as to the details of doing the work or to exercise a measure of control over the work means that Seller will follow the direction of the City as to end results of the work only.
15.WAIVER. City’s review or acceptance of, or payment for, work product prepared by Seller under this order will not be construed to operate as a waiver of any rights City may have under this Agreement or of any cause of action arising from Seller’s performance. A waiver by City of any breach of any term, covenant, or condition contained in this order will not be deemed to be a waiver of any subsequent breach of the same or any other term, covenant, or condition contained in this order, whether of the same or different character.
16.INTERPRETATION. This Agreement was drafted in, and will be construed in accordance with the laws of the State of California, and exclusive venue for any action involving this agreement will be in Ventura County.
68 69
INTERAGENCY AGREEMENT
BETWEEN
VENTURA COUNTY TRANSPORTATION COMMISSION
AND
CITY OF SIMI VALLEY
FOR DIGITAL RADIO PROJECT REIMBURSEMENT
THIS AGREEMENT is entered into between Ventura County Transportation Commission (VCTC) and the CITY OF SIMI VALLEY (CITY) regarding the disbursement and administration of funds from the State of California’s Senate Bill 125 (SB125) Transit and Intercity Rail Capital Program (TIRCP) as of 23rd day of February, 2026 (“Effective Date”).
WHEREAS Senate Bill 862 of the 2014 Statutes appropriates funds from the Greenhouse Gas Reduction Fund to the Transit and Intercity Rail Capital Program (TIRCP), administered by Caltrans; and,
WHEREAS, on August 7, 2024, VCTC received authorization for funding of its SB125 Projects (“Grant Funds”) for the transit capital projects; and WHEREAS, CITY intends to install and replace radio equipment on its vehicle fleet (Project), which will further the purposes of the 2023 TIRCP and is an eligible project for Grant Funds;
WHEREAS, pursuant to VCTC’s TIRCP funding allocation, VCTC is authorized to allocate TIRCP funding to sub-recipient agencies as necessary in order to implement eligible projects; and
WHEREAS, CITY has agreed to implement the Project and VCTC desires to allocate funds for implementation of the Project.
NOW, THEREFORE, THE PARTIES DO AGREE AS FOLLOWS:
I. FUNDING/PROGRAM MANAGEMENT
1. Assignments of Participants: The CITY hereby agrees to carry out the work outlined in the Scope of Services, attached hereto and incorporated herein as Exhibit A, in exchange for VCTC’s allocation of the Grant Funds. The CITY will be responsible for assuring that it meets all grant requirements placed on TIRCP recipients (“Grant Requirements”) as detailed in Section II of this Agreement and in Exhibit B, attached hereto and incorporated herein.
2. Scope of Services:
a. Grant Administration: As the original fund recipient, VCTC shall be responsible for distributing the Grant Funds to CITY for Project implementation. VCTC has agreed to distribute Grant Funds to the CITY for the implementation of Project.
Attachment D
70 b. Project Implementation: The CITY will implement the Project in accordance with the Grant Requirements to the extent that funds from VCTC are available pursuant to this Agreement and exhibits contained herein.
3. Title and Ownership: The title to and ownership of all equipment, tools, materials, and supplies (hereinafter referred to as "Equipment") purchased or otherwise acquired for use in connection with the Project shall become the property of the CITY upon delivery to the Project site, unless otherwise specified in writing by VCTC and CITY.
4. Operations and Maintenance Responsibility: CITY shall be responsible, at its sole cost and expense, for the proper operations and maintenance (O&M) of all Equipment and infrastructure related to the Project as specified in the Original Equipment Manufacturer’s (OEM) contract manuals per the County of Ventura and CITY’s Memorandum of Understanding Agreement. This responsibility extends to all phases of the Project, including but not limited to installation, commissioning, testing, and operational use. CITY shall perform all O&M activities in accordance with the manufacturer’s recommendations, industry best practices, and all applicable laws and regulations.
5. Duration of Agreement and Authorization to Proceed: This Agreement shall begin on the Effective Date and shall continue until June 30, 2027. Upon execution and allocation of Grant Funds, CITY is authorized to proceed with implementation of Project.
6. Entire Agreement; Integration: This Agreement constitutes the entire agreement between the parties hereto with respect to the administration of Grant Funds and obligations described herein for the Project and supersedes as of the date hereof any prior agreement(s) and amendments between the parties, written or oral, concerning the subject matter of this Agreement.
7. Amendments to the Agreement: The provisions of this Agreement may be amended upon written acceptance and ratification of any such amendment by both VCTC and CITY.
8. Maximum Payment Amount/Method of Payment: VCTC agrees to reimburse CITY for actual expenses incurred, up to the maximum amount $210,000.
Payments shall be provided to CITY for the completion of all deliverables and/or services as outlined in Exhibit A. No additional payments shall be made unless expressly provided for in an amendment to this Contract, agreed upon in writing by both parties.
9. Costs: VCTC shall have no liability for cost deficits for the Project. CITY shall have no authority to incur cost overruns for the Project and under no circumstances will VCTC be responsible for funding the Project in excess of the distributed funds and the interest earned thereon. The cost estimate shall include breakdowns of labor, materials, equipment, and any additional expenses associated with the Project.
71 II. TIRCP GRANT REQUIREMENTS
The CITY shall note the following provisions apply to TIRCP grants and shall take all necessary action to ensure its compliance as though it was the grantee directly.
1. Reports: In addition to any other reports required by the Grant Requirements, Annual performance reports shall be prepared and submitted to VCTC, no later than October 1st each year, for the duration of the Project performance period, or until all activities are completed and the Project is formally closed.
Failure to submit performance reports could result in the reduction of Project funds, termination, or suspension of this Agreement.
2. Other Provisions: CITY is subject to all Grant Requirements, any and all policies and regulations of Caltrans with regard to the FY2022-23 TIRCP grant, and all applicable laws regarding California public procurements, including but not limited to public works requirements, transportation equipment procurement, contract bid procedures, and the payment of prevailing wages.
3. Grant Performance Period: Funds allocated under this grant shall be expended by June 30, 2028 (“Grant Performance Period”). Funds remaining unexpended beyond the Grant Performance Period of the Grant Funds approved by Caltrans shall revert to VCTC for conveyance back to Caltrans.
4. Audits/Recordkeeping: CITY shall provide VCTC with any data, records, or documentation necessary for compliance with audit procedures required by the Grant Requirements and shall cooperate with VCTC in the preparation of any audit to the extent necessary. CITY shall retain all Project cost records for a minimum of three (3) years after completion of the Project or such other period of time as may be required by law. To the extent that any inappropriate or unallowable expenditures by CITY are identified and Caltrans requests repayment, CITY shall refund such funds to VCTC for transmission back to Caltrans.
III. OTHER PROVISIONS
1. Indemnification: To the fullest extent permitted by law, CITY shall protect, defend, indemnify, and hold harmless VCTC, its officers, agents, servants, and employees, from any and all liability arising out of, or caused by, any negligent acts or omissions of CITY or its officers, agents, or servants as a result of any negligent acts or omissions by CITY in its performance pursuant to this Agreement.
The obligations of the CITY in these indemnity provisions survive the expiration or earlier termination of this Agreement.
2. Insurance: CITY shall procure and maintain for the duration of this Agreement insurance against claims for injuries to persons or damages to property which may arise from or in connection with the performance of the work hereunder and 72 the results of that work by CITY, its agents, representatives, employees or subcontractors. The insurance required by this Section may be satisfied by a program of self-insurance upon satisfactory documentation provided to VCTC that such self-insurance program meets the requirements outlined herein. a. MINIMUM SCOPE AND LIMIT OF INSURANCE Coverage shall
be at least as broad as:
i. Commercial General Liability (CGL): Insurance Services Office Form CG 00 01 covering CGL on an “occurrence” basis, including products and completed operations, property damage, bodily injury and personal & advertising injury with limits no less than $2,000,000 per occurrence. If a general aggregate limit applies, either the general aggregate limit shall apply separately to this project/location or the general aggregate limit shall be twice the required occurrence limit.
ii. Automobile Liability: ISO Form Number CA 00 01 covering any auto (Code 1), or if Contractor has no owned autos, hired, (Code 8) and non-owned autos (Code 9), with limit no less than $2,000,000 combined single limit, per accident for bodily injury and property damage.
iii. Workers’ Compensation: as required by the State of California, with Statutory Limits, and Employer’s Liability Insurance with limit of no less than $1,000,000 per accident for bodily injury or disease. iv. Property Insurance against all risks of loss to the radio equipment installed on buses and vehicles, at full replacement cost. v. If CITY maintains higher limits than the minimums shown above, VCTC requires and shall be entitled to coverage for the higher limits maintained by CITY. Any available insurance proceeds in excess of the specified minimum limits of insurance and coverage shall be available to the VCTC.
b. Other Insurance Provisions: The insurance policies are to contain, or be endorsed to contain, the following provisions:
i. Additional Insured Status: VCTC, their officers, officials, employees, agents and volunteers are to be covered as additional insureds on the CGL policy with respect to liability arising out of work or operations performed by or on behalf of the Contractor including materials, parts, or equipment furnished in connection with such work or operations. General liability coverage can be provided in the form of an endorsement to the Contractor’s insurance (at least as broad as ISO Form CG 20 10 11 85 or if not available, through the addition of both CG 20 10, CG20 26, CG 20 33, or CG 20 38; and CG 20 37 if a later edition is used). ii. Primary Coverage: For any claims related to this Agreement, the CITY’s insurance coverage shall be primary insurance as respects VCTC, its officers, officials, employees, and volunteers. Any insurance or self-insurance maintained by VCTC, its officers, officials, employees, or volunteers shall be excess of the CITY’s insurance and shall not contribute with it.
73 iii. Notice of Cancellation: Each insurance policy required above shall provide that coverage shall not be canceled, except with 30 days’ notice to VCTC.
iv. Waiver of Subrogation: CITY hereby grants to VCTC a waiver of any right to subrogation which any insurer of said CITY may acquire against the VCTC by virtue of the payment of any loss under such insurance. CITY agrees to obtain any endorsement that may be necessary to affect this waiver of subrogation, but this provision applies regardless of whether or not the VCTC has received a waiver of subrogation endorsement from the insurer.
v. Self-Insured Retentions: Self-insured retentions must be declared to and approved by VCTC. VCTC may require CITY to purchase coverage with a lower retention or provide proof of ability to pay losses and related investigations, claim administration, and defense expenses within the retention.
Further, if the CITY’s insurance policy includes a self-insured retention that must be paid by a named insured as a precondition of the insurer’s liability, or which has the effect of providing that payments of the self-insured retention by others, including additional insureds or insurers do not serve to satisfy the self- insured retention, such provisions must be modified by special endorsement so as to not apply to the additional insured coverage required by this agreement so as to not prevent any of the parties to this agreement from satisfying or paying the self- insured retention required to be paid as a precondition to the insurer’s liability.
vi. Acceptability of Insurers: Insurance is to be placed with insurers with a current A.M. Best’s rating of no less than A:VII, unless otherwise acceptable to VCTC.
c. Verification of Coverage: CITY shall furnish VCTC with original certificates and amendatory endorsements or copies of the applicable policy language effecting coverage required by this clause. All certificates and endorsements are to be received and approved by VCTC before work commences. However, failure to obtain the required documents prior to the work beginning shall not waive CITY’s obligation to provide them. In the event a claim is filed against VCTC as a result of CITY’s actions, CITY shall provide VCTC a copy of CITY’s insurance policies upon request.
d. Subcontractor: CITY shall require and verify that all subcontractors working on Project maintain insurance meeting all requirements stated herein, and CITY shall ensure that VCTC is an additional insured on insurance required from subcontractors. For CGL coverage, subcontractors shall provide coverage with a form at least as broad as CG 20 38 and CG 20 40.
74 3. Termination: CITY may terminate this Agreement upon written notice to VCTC if Grant Funds are canceled or otherwise unavailable for the Project. CITY may terminate this Agreement for cause after giving written notice to VCTC of VCTC's default under this Agreement at least thirty (30) calendar days before the termination is to be effective. Within thirty (30) calendar days after receipt of the CITY's written notice of the default, VCTC may cure the default, or, if the default cannot be reasonably cured within that time period, if VCTC has not commenced the cure within that time period, diligently continued to pursue that cure, and completed it within one hundred eighty (180) calendar days after receipt of the notice. The CITY may not terminate this Agreement if VCTC cures the default in accordance with this Section 3. If the VCTC does not cure the default and CITY terminates this Agreement, CITY shall return any funds that are unused as of the date of the termination and that are not necessary for payment for services provided prior to the termination date.
VCTC may terminate this Agreement upon written notice to CITY if Grant Funds are canceled or otherwise unavailable to the Project. VCTC may terminate this Agreement for cause after giving written notice to CITY of CITY's default under this Agreement at least thirty (30) calendar days before the termination is to be effective. Within thirty (30) calendar days after receipt of VCTC's written notice of the default, the CITY may cure the default, or, if the default cannot be reasonably cured within that time period, if the CITY has not commenced the cure within that time period, diligently continued to pursue that cure, and completed within one hundred eighty (180) calendar days after receipt of the notice. The VCTC may not terminate this Agreement if CITY cures the default in accordance with this Section 3. If the CITY does not cure the default and VCTC terminates this Agreement, the CITY may expend Grant Funds to pay contractors for Project work satisfactorily completed through the last working day this Agreement is in effect or committed to be spent by that date.
Neither party shall have any other claim against the other party by reason of an early termination of this Agreement.
4. Changes to Agreement: This Agreement may only be amended by written agreement signed by all parties.
5. Availability of Grant Funds: The Parties understand and agree that VCTC’s obligation to allocate funds to the Project is expressly conditioned on the availability of Grant Funds. In the event that the Grant Funds are not allocated to VCTC or are otherwise canceled, terminated or unavailable, VCTC shall have no obligation to allocate funds to the Project. Under no circumstances is VCTC liable for any costs of the Project that are in excess of or ineligible for Grant Funds.
75 6. Notices of Notification: Any notice required to be given in writing under this Agreement, or other notifications, shall be given to the parties at the following addresses:
Martin R. Erickson
VCTC
Executive Director
751 E. Daily Drive
Camarillo, CA 93010
Samantha C. Argabrite
City of Simi Valley
City Manager
2929 Tapo Canyon Road
Simi Valley, CA 93063
76 CITY OF SIMI VALLEY VENTURA COUNTY
TRANSPORTATION COMMISSION
By: Lucy Blanco, City Clerk
Dee Dee Cavanaugh,
Mayor of the City of Simi Valley, California
Approved as to Form:
By: ________________________
Algeria R. Ford, City Attorney Martin Erickson
Executive Director
Approved as to Content:
By:
Samantha C. Argabrite, City Manager Lindsay D’Andrea
General Counsel
Johanna Medrano,
Deputy Administrative Services Director/
Budget & Purchasing
Carolyn J. Johnson
Administrative Services Director
77 EXHIBIT A
Description of Work
CITY currently utilizes a traditional two-way radio system that relies on use of the South Mountain radio repeater for communication between dispatch, bus operators, and supervisory personnel. Due to the limitations of the current system, CITY’s Operations department has been working to upgrade its radio system to better enable them to respond to emergencies and operational issues. With the implementation of this Project, CITY will procure radio equipment and associated infrastructure to leverage the County of Ventura’s regional radio system.
The Ventura County regional radio system provides a standardized, interoperable platform for digital communication across multiple jurisdictions within the County of Ventura. By participating in this system, CITY will enhance its operational efficiency, improve coordination with other public safety and transit agencies and heighten CITY’s safety protocols and emergency response preparedness.
78 EXHIBIT B
CITY Regional Radio System Memorandum of Understanding with the County of Ventura
79 Docusign Envelope ID: B9864C7C-DB20-4989-A6E8-81DE122E5119
VENTURA COUNTY REGIONAL RADIO SYSTEM
USE AGREEMENT
This Use Agreement ("Agreement") shall be effective as of October 2nd, 2025 by and between the County of Ventura ("COUNTY") and City of Simi Valley ("AGENCY"). The following terms shall apply:
COUNTY operates, manages, and maintains the Ventura County Regional Radio System ("REGIONAL RADIO SYSTEM") and all equipment used to communicate on the REGIONAL RADIO SYSTEM. Agency's use of the REGIONAL RADIO SYSTEM must always be in compliance with the terms of this Agreement and must never hinder the functionality or operation of the REGIONAL RADIO SYSTEM.
Supervision over the provision of County services, the standards of performance and other matters incident to the performance of such services, shall remain with the COUNTY.
1. GENERAL
1.1 AUTHORITY
1.1.1 The COUNTY retains ultimate legal and financial responsibility over the REGIONAL RADIO SYSTEM.
1.2 PERIOD OF PERFORMANCE
1.2.1 The initial term of this Agreement shall be for a period of one hundred eighty (180) months commencing 10/2/25 and expiring at 12:01 a.m. on 10/2/40.
1.3 TERMINATION BY COUNTY
1.3.1 COUNTY shall have the right to immediately terminate this Agreement if AGENCY: files for voluntary or involuntary bankruptcy for the adjudication of Agency as a debtor; makes a general assignment, or AGENCY's interest hereunder is assigned involuntarily or by operation of law, for the benefit of creditors; does not comply with applicable law. In addition, COUNTY may terminate this Agreement in the event of a material breach of the Agreement by AGENCY if such breach is not cured within thirty (30) days after written notice from COUNTY.
1.3.2 Continuation of the Agreement is subject to the appropriation of funding by the COUNTY's Board of Supervisors. If funds are not appropriated, or if the COUNTY no longer desires to use the REGIONAL RADIO SYSTEM, the COUNTY will provide support and assure full operation for a minimum five (5)
EXHIBIT B
80 Docu�ign Envelope ID: B0864C7C D820-4080-A6E8-81DE122E5119
VENTURA COUNTY REGIONAL RADIO SYSTEM
USE AGREEMENT
years or through the end of this Agreement, whichever comes first. If the COUNTY elect's early termination of this Agreement, all subscriber fees and any ancillary expenses will be frozen at the current Board approved rate existing at the time of the termination notice.
1.3.3 Upon termination of operations by the COUNTY, the COUNTY shall make every effort to reassign the appropriate frequencies to the AGENCY in a manner and timeline to be agreed upon by the participating agencies. In addition, AGENCY may terminate this Agreement in the event of a material breach of the Agreement by COUNTY if such breach is not cured within thirty (30) days after written notice from AGENCY.
1.4 TERMINATION BY AGENCY
1.4.1 This Agreement may be terminated by AGENCY effective only on June 30 in any calendar year and with not less than one full year (12 months) written notice to COUNTY, prior to the effective date of termination.
1.5 COUNTY'S REPRESENTATIVE
1.5.1 COUNTY appoints its Chief Information Officer, or designee, as its authorized representative to administer this Agreement.
Notices:
Notices required to be given by either party under this Agreement shall be in writing to the following addresses:
COUNTY
County of Ventura
Chief Information Officer
800 South Victoria Avenue #1100
Ventura, CA 93009
AGENCY
City of Simi Valley
Director of Administrative Services
2929 Tapo Canyon Rd
Simi Valley, CA 93065
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1.6 GENERAL
VENTURA COUNTY REGIONAL RADIO SYSTEM
USE AGREEMENT
1.6.1 This Agreement contains all the terms agreed to by COUNTY and AGENCY related to the subject matter of this Agreement. There shall be no oral or other terms agreed to by the parties. No waiver by either party at any time of any of the terms and conditions of this Agreement shall be deemed or construed as a waiver at any time thereafter of the same or of any other terms of the Agreement. This Agreement may be modified only by a written amendment signed by both parties.
1.6.2 COUNTY and AGENCY shall cooperate with each other to reasonably assist in performance of the other party's obligations under this Agreement.
1.7 INDEMNIFICATION
1.7.1 Subject to the terms of this Agreement, AGENCY and COUNTY shall indemnify, defend, and hold harmless each other from any and all liability for any claims, losses, damages, or injuries to persons or property caused by the negligence or intentional acts of the indemnifying party, its agents or employees, arising from or related to this Agreement, including without limitation all Consequential damages.
1.8 GOVERNING LAW
1.8.1 The validity of this Agreement and any of its terms or provisions, as well as the rights and duties of the parties under this Agreement, will be construed pursuant to and in accordance with the internal laws of the State of California.
1.9 FORCE MAJEURE
1.9.1 Neither party shall be responsible for delays or failures in performance resulting from acts beyond such party's control. Such acts shall include but shall not be limited to acts of God, fire, flood, earthquake, other natural disaster, nuclear accident, strike, lockout, riot, freight embargo, public regulated utility, or governmental statutes or regulations superimposed after the fact.
1.9.2 COUNTY shall make every reasonable effort to assure public-safety grade reliability of the REGIONAL RADIO SYSTEM. Restoration of service shall be made at the highest level of priority as compared to any other COUNTY communication or data system. Restoration of facilities shall not be dependent on reimbursement or compensation by insurance, grant, disaster declaration, or other outside means.
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VENTURA COUNTY REGIONAL RADIO SYSTEM
USE AGREEMENT
1.10 GOVERNANCE COMMITTEES
1.10.1 The Ventura County Information Technology Services Department will operate and maintain the REGIONAL RADIO SYSTEM. As the governing body for the County, the Board of Supervisors shall have ultimate fiscal and operational control over the REGIONAL RADIO SYSTEM and shall be ultimately responsible for the overall administration and direction of the REGIONAL RADIO SYSTEM through interaction with the GOVERNENCE COMMITTEES.
1.10.2 To assist in the administration of the REGIONAL RADIO SYSTEM, an oversight governance committee (OVERSIGHT COMMITTEE) shall be established to provide oversight of the REGIONAL RADIO SYSTEM.
1.10.3 The OVERSIGHT COMMITTEE will review all matters relating to the design, build, operation, and maintenance of the REGIONAL RADIO SYSTEM. In addition, this committee will review and approve all requests for new agencies to join the REGIONAL RADIO SYSTEM.
1.10.3.1 1.10.3.2
1.10.3.3 1.10.3.4
The OVERSIGHT COMMITTEE shall be made up of one named
voting member and their alternate per AGENCY, designated by the AGENCY and submitted in writing to the COUNTY, no later than June 3Q1h each calendar year.
While the COUNTY may have several agencies using the system, the COUNTY will have one participant and subsequent vote on the OVERSIGHT COMMITTEE.
The County Chief Information Officer will be a non-voting member in their role as contract administrator.
The Chairperson and Vice Chairperson of the OVERSIGHT
COMMITTEE shall be biennially elected by a majority vote of the committee. The Chairperson and Vice Chairperson shall serve at the discretion of the majority of the OVERSIGHT COMMITTEE. 4 83
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USE AGREEMENT
1.10.4 The OVERSIGHT COMMITTEE may appoint subcommittees as necessary.
These subcommittees will be chartered with responsibilities, meeting frequencies, etc. Subcommittees will not have any voting rights and should include appointees from each voting AGENCY.
1.10.5 Responsibilities of the OVERSIGHT COMMITTEE shall include but not be limited to:
1.10.5.1 1.10.5.2
1.10.5.3 1.10.5.4
1.10.5.5 1.10.5.6
1.10.5.7 1.10.5.8
1.10.5.9 1.10.5.10
Meeting quarterly or more frequently, if necessary.
Developing and approving REGIONAL RADIO SYSTEM operating policies and procedures.
Identifying participating AGENCY needs and requirements.
Addressing concerns of participating agencies.
Reviewing and adopting recommendations regarding the
establishment of system priorities and talk groups.
Establishing subcommittees as necessary to ensure the interests and concerns of the REGIONAL RADIO SYSTEM as represented and to ensure technical issues are thoroughly researched and addressed to the satisfaction of the OVERSIGHT COMMITTEE.
Monitoring the implementation and management of the
REGIONAL RADIO SYSTEM.
Review and approval of annual rate increases if requested by the COUNTY.
Making recommendations to the COUNTY Chief Information
Officer for presentation to the County Board of Supervisors Review technical and financial impacts of potential new customer contracts.
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1.11 Severability
VENTURA COUNTY REGIONAL RADIO SYSTEM
USE AGREEMENT
1.11.1 Should any provision of this Agreement be determined by a court or regulatory agency of competent jurisdiction to be invalid, illegal or unenforceable, it shall be severed, and the remaining provisions shall not be impaired or affected thereby.
1.12 Assignments
1.12.1 This Agreement binds and inures to the benefit of the COUNTY and AGENCY.
It may not be assigned by either party without the express written consent of the other.
1.13 Nondiscrimination
1.13.1 The parties agree not to engage in any form of unlawful discrimination because of race, color, national origin, religion, sex, sexual orientation, disability, age, military status, creed, marital status, or any other legally protected status with respect to activities undertaken pursuant to this Agreement.
1.14 Independent Status
1.14.1 Each party and its employees and agents, and subcontractors, in the performance of this Agreement, shall act in an independent capacity and not as officers, employees or agents of the other party. Each party shall be solely responsible for the acts and omissions of its officers, agents, and employees.
Nothing herein shall be considered as creating a legal partnership or joint venture between the parties.
1.15 Publicity
1.15.1 Both parties agree to jointly review and approve any public informational releases, including text, layout, photographs, etc., which describe the partnership or activities covered under this Agreement.
1.16 Execution
1.16.1 This Agreement may be executed in counterparts, each of which shall be deemed an original, but which together constitute one and the same instrument. Further, this Agreement may be executed by electronic signature(s) and transmitted either by facsimile or in a portable document format (".PDF") version by email and such electronic signature(s) shall be deemed as original for purposes of this Agreement and shall have the same force and effect as a manually executed original.
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VENTURA COUNTY REGIONAL RADIO SYSTEM
USE AGREEMENT
2. FISCAL MANAGEMENT
2.1 COST APPORTIONMENT & RATE MODIFICATIONS
2.1.1 Operating costs associated with the REGIONAL RADIO SYSTEM, including infrastructure and support costs, will be shared proportionately by the participating agencies. Subscriber rates will be based on the County's actual incurred expense increases in salaries and benefits, overhead, services and supplies. A per unit subscriber rate will be developed by apportioning all costs (system hardware and support costs) based on the total number of mountaintop sites utilized by the participating AGENCY
2.1.2 Two subscriber rate plans have been made available to participating agencies, based upon their assumed day-to-day operational needs.
2.1.2.1 2.1.2.2
Regional Access: Regional access is defined as a single entity that uses up to three sites to operate:
Full Access: Full Access is defined as a single entity that uses more than three sites for the majority of their operations.
2.1.3 No later than December 31 of each year the County Chief Information Officer shall prepare and present to the OVERSIGHT COMMITTEE a preliminary budget for the subsequent Fiscal Year. The Preliminary Budget must include all operational and maintenance costs, planned capital costs, and cost distribution methodologies for the upcoming year.
2.1.4 The proposed rate offered by the COUNTY includes an annual 4% cost of living increase for salaries and benefits. Should the cost-of-living increase beyond 4%, an additional 2% increase may be considered by the OVERSIGHT COMMITTEE.
2.1.5 REGIONAL RADIO SYSTEM rates will be reviewed, adjusted, and approved annually by the Oversight Committee. Once agreed upon by the committee, the new rate schedule will be proposed for adoption by the Ventura County Board of Supervisors. Rate changes will take effect July 1 of each year.
2.1.6 COUNTY shall invoice AGENCY each month for the total number of subscribers that they have registered in the system that indicate usage over 5 minutes during the monthly period. The payment shall be due and payable within 30 days of the invoice date.
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VENTURA COUNTY REGIONAL RADIO SYSTEM
USE AGREEMENT
3. SYSTEM DESIGN
3.1 DESIGN OBJECTIVES
3.1.1 The REGIONAL RADIO SYSTEM design objectives for the performance of portable and mobile voice and the quality of coverage provided shall be determined by the OVERSIGHT COMMITTEE
3.1.1.1 Unless otherwise decided by the OVERSIGHT COMMITTEE it is understood that the REGIONAL RADIO SYSTEM shall be
designed, operated, managed, and maintained to achieve 95% street level coverage reliability measured to and from typical portable radios, used in the system, while on the wearer's belt and within the area depicted in APPENDIX A. Methodology for both prediction and measurement of such performance shall be in accordance with TIA standard TSB88.
3.1.1.2 In the event that the REGIONAL RADIO SYSTEM encounters a sustained degradation of service below the standards set forth in Section 3.1.1.1, the County Chief Information Officer will be responsible for evaluating the issue and proposing a solution(s) to the satisfaction of the OVERSIGHT COMMITTEE.
3.1.2 The REGIONAL RADIO SYSTEM shall be designed to meet the loading requirements of the anticipated busiest hour for all planned users over the life of the system.
3.1.2.1 3.1.2.2
Unless otherwise decided by the Oversight committee, the system shall be designed, operated, managed, and maintained to achieve a 2% grade of service (GOS) or better during average daily busy hours, without invoking priority access.
A 2% grade of service is a standardized method of quantifying the throughput of the REGIONAL RADIO SYSTEM. For every 100
attempts to transmit during the busy hour, no more than 2 attempts are blocked for more than 5 seconds.
3.1.3 A list of all features currently supported by the REGIONAL RADIO SYSTEM will be incorporated into APPENDIX B.
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VENTURA COUNTY REGIONAL RADIO SYSTEM
USE AGREEMENT
3.2 RADIO COVERAGE & GRADE OF SERVICE
3.2.1 It is the intent of the COUNTY to provide radio coverage as depicted in Attachment A. The information depicted in APPENDIX A is a predictive signal propagation map and does not guarantee coverage in all areas outlined.
3.2.2 Requests for additional coverage beyond these boundaries may be made to the OVERSIGHT COMMITTEE. Upon approval, the COUNTY will perform an analysis and provide cost estimates.
3.2.3 Upon completing any significant repairs and/or upgrades, the COUNTY shall complete system testing to ensure signal propagation remains in alignment with APPENDIX A.
3.2.4 Any consideration to add new agencies or specialty features shall be evaluated and approved by the OVERSIGHT COMMITTEE before implementation. When appropriate, evaluation of such proposals shall include a calculation of throughput and GOS for the REGIONAL RADIO SYSTEM.
3.2.5 The COUNTY or its agent shall, at a minimum, publish monthly reports to the OVERSIGHT COMMITTEE confirming REGIONAL RADIO SYSTEM
performance to include daily busy hour statistics by talk group, site, zone, and agency. This report will also include an after-action reports for any major repair or upgrade activity in the prior month.
3.3 USER PRIORITIZATION & ACCESS
3.3.1 In the event regional radio channels are busy, users wanting to speak shall be prioritized as follows, regardless of how long they have been waiting:
3.3.1.1 Priority One - Emergency Identification. Emergency Identification is defined as the message received when a member calls for immediate assistance by activating an emergency button or switch on the user radio equipment.
3.3.1.2 Priority Two - Public Safety. Public safety includes the normal daily radio transmissions of law enforcement, fire service, paramedic providers and disaster response resources using the REGIONAL RADIO SYSTEM.
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3.3.1.3 3.3.1.4
VENTURA COUNTY REGIONAL RADIO SYSTEM
USE AGREEMENT
Priority Three -Special Event. Special Event includes planned events involving public service participants that are beyond the scope of their normal daily operations. This includes any special event for public safety organizations such as fundraising, community service, public awareness, etc.
Priority Four - Non-Public Safety, Government. Non-Public Safety Government includes normal daily radio transmissions of public services agencies, including but not limited to: Animal Services, Public Transit and Public Utilities.
4. RADIO SYSTEM MANAGEMENT
4.1 SYSTEM MANAGEMNET
4.1.1 The COUNTY is responsible for the day-to-day management, operation, and oversight of the REGIONAL RADIO SYSTEM. The County IT Services Staff is responsible for making decisions on issues related to the day-to-day operation of the system and addressing urgent system operations, maintenance, and repair decisions. This includes, but is not limited to, the following:
4.1.1.1 4.1.1.2
4.1.1.3 4.1.1.4
4.1.1.5 4.1.1.6
4.1.1.7 4.1.1.8
Monitoring all radio systems and components for normal operation.
Physical and logistical security of mountaintop sites, radio system and network.
Diagnosing system performance, problems, and developing correction action recommendations.
Dispatching appropriate repair services in the event of a malfunction of system equipment.
Managing the database elements, including subscriber IDs, talk group IDs, and the various parameters that relate to their effective operation.
Working with all agencies and their technical staff to diagnose and resolve problems that involve radio operations, maintenance, or repair of the infrastructure equipment.
Serving as the point of contact (POC) with infrastructure equipment manufacturers for issues related to the radio systems.
Providing timely information to Agencies on issues that arise, or repair/maintenance issues related to system infrastructure equipment that would affect normal radio operations.
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4.1.1.9 4.1.1.10
4.1.1.11 4.1.1.12
4.1.1.13 4.1.1.14
VENTURA COUNTY REGIONAL RADIO SYSTEM
USE AGREEMENT
Perform preventive system maintenance and administration per vendor's recommendations.
Manage all applicable Federal Communications Commission (FCC) licenses authorized to the County.
Prepare and maintain all system documentation.
Evaluate new technology for possible cost reduction or service enhancements.
Set and maintain standards of "Approved Equipment" that access County radio systems.
Identify and correct private carrier Radio Frequency (RF) related interferences affecting public safety systems.
4.2 TALK GROUPS
4.2.1 A talk group is a defined organizational grouping of radio users that need to communicate together. When two or more radio users select the same talk group on their radios, all radio users with that talk group selection hear the transmitted audio. A talk group plan is a summary of all defined radio talk groups. This plan is then used to develop the radio template that is the programming data for the individual radios. The OVERSIGHT COMMITTEE is responsible for the talk group plan including the total number of talk groups .. It may delegate that responsibility to a subcommittee.
4.2.2 Talk groups are "owned" by the AGENCY that uses a talk group for primary business operations. Authority to assign or release a talk group for use by other entities resides with the owner of the talk group.
4.2.3 Several talk groups will be designated as interoperability talk groups.
Interoperability talk groups are assigned a single AGENCY owner by the County.
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VENTURA COUNTY REGIONAL RADIO SYSTEM
USE AGREEMENT
5. SYSTEM OPERATIONS
5.1 SERVICE LEVEL OBJECTIVES
5.1.1 The County IT team that supports the REGIONAL RADIO SYSTEM provides support during normal business hours and after hours/on-call support 24 hours a day, 7 days a week, 365 days per year.
5.1.2 The following objectives are currently in place for all existing County radio and microwave systems. These objectives may be modified by the OVERSIGHT COMMITTEE; however, rates may increase based upon the resulting approved OVERSIGHT COMMITTEE changes.
5.1.3 Types of expected failures and response time objectives:
5.1.3.1 5.1.3.2
5.1.3.3 Complete system failure - The County team will engage within 1 hour and will continue to work until service is restored.
Single site failure - The County team will engage within 1 hour to assess the outage and determine appropriate next steps.
Feature failures - The County team will respond within 4 hours of the outage and will work under best efforts until resolved.
5.2 SUBSCRIBER UNIT PROGRAMMING
5.2.1 The COUNTY will support participating agencies by providing programming handheld and mobile subscriber devices, as needed. Generally, County IT Services Staff will complete programming requests within 7 business days.
5.2.1.1 County IT Services staff may limit programming to radios that are FCC certified and P25 compliant and are programmable using software that is readily available and supported by the manufacturer.
5.2.2 If a participating AGENCY requires access to another AGENCY's talk group(s), the requesting AGENCY must obtain written permission from the talk group owner AGENCY and submit that written authorization to the County IT Service Desk for processing.
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USE AGREEMENT
5.2.3 AGENCY is responsible for the purchase, maintenance, and repair of its own Subscriber Units and related equipment. In addition, the AGENCY will be responsible for the subscriber unit purchase of any optional features regardless of whether they are supported in the REGIONAL RADIO SYSTEM.
5.2.4 AGENCY is responsible for the purchase, maintenance, repair, and connection of its consoles to the COUNTY system core.
5.3 SERVICE / SUPPORT REQUESTS
5.3.1 For urgent matters, including system outages or service degradation, COUNTY IT Services on-call personnel will respond within 1 hour or less to diagnose the problem.
5.3.2 Priority will be given to the most impactful issue as determined by the County Chief Information Officer. Multiple IT Services staff (teams) may be deployed to multiple sites simultaneously.
5.3.3 The OVERSIGHT COMMITTEE will be convened as soon as possible to discuss and provide its input on priorities if the COUNTY cannot address multiple issues simultaneously.
5.4 SYSTEM STATUS / OUT AGE NOTIFICATIONS
5.4.1 COUNTY is responsible for monitoring the REGIONAL RADIO SYSTEM on a 24-hour basis, whether by on-site personnel or by an automated electronic monitoring and notification process. COUNTY shall notify AGENCY's designated representative in advance of any planned or unplanned maintenance activities affecting AGENCY. Notification of planned maintenance shall be made in accordance with section 6.5.
5.4.2 Realtime monitoring of GOS, among other parameters, will be used to determine repair priority levels. Any hardware or software failure that results in a real-time GOS of 5% or greater shall be treated as a major failure immediate repair response.
5.4.3 Due to the complexity and distributed administration and maintenance of the REGIONAL RADIO SYSTEM, problems typically occur when changes are made to hardware or software. To keep all representatives informed of any updates, notifications will be sent to all AGENCY representatives, OVERSIGHT COMMITTEE members and any subcommittee members, when the following actions occur:
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5.4.4 Planned maintenance work is being performed on the REGIONAL RADIO SYSTEM that will impact performance or system operation.
5.4.5 Equipment malfunctions or failure occur that affect system performance or operation.
5.4.6 Configuration changes in infrastructure equipment or software.
5.5 SYSTEM MAINTENANCE
5.5.1 In the event of planned maintenance, the COUNTY will use all efforts to conduct this type of activity during off-peak hours where radio utilization is as low as possible. If an emergency or high priority incident is in progress at the time of scheduled maintenance, it may be necessary for the COUNTY to reschedule or delay the maintenance until the situation has stabilized and can be safely moved to alternate talk groups or channels.
5.5.2 Advanced notice of seven (7) business days shall precede planned maintenance activities. The notification methods shall be by phone, email, radio, or any combination of the same. The notification will consist of the type of planned maintenance activity, when the maintenance will be conducted, the amount of time anticipated to complete the activity and the anticipated impact to the REGIONAL RADIO SYSTEM and subsystems.
5.5.3 If a known activity has a significant operational impact upon any specific AGENCY, confirmation of receipt of notification shall be obtained. It is the responsibility of the COUNTY to ensure that all Agencies are notified well in advance of any such operations. Whenever possible, these operations shall be scheduled when the normal radio traffic is slowest.
5.6 SYSTEM OUT AGES
5.6.1 Upon notification of an equipment outage, COUNTY technical staff is expected to:
5.6.1.1 Determine the impact of the impairment to the operation of the REGIONAL RADIO SYSTEM. A minor failure is something that either does not affect or minimally affects user functionality, capacity, or coverage. A major failure is something that seriously affects coverage, capacity, or risks user functionality of the REGIONAL RADIO SYSTEM.
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Docusign Envelope ID: 89864C7C-DB20-4989-A6E8-81DE122E5119
5.6.1.2 5.6.1.3
5.6.1.4 VENTURA COUNTY REGIONAL RADIO SYSTEM
USE AGREEMENT
Determine if there are internal or external factors that alter the priority of system impairment, such as weather, subscriber loading, unique public safety activities or impending events, etc.
Determine if manual intervention is required. A serious failure requires initiating repair processes regardless of the time of day.
Minor failures can wait until normal business hours or other convenient time before repair.
Determine if additional external resources are required.
5.7 LOST OR STOLEN EQUIPMENT
5.7.1 In the event that a radio programmed on the REGIONAL RADIO SYSTEM is lost, stolen, or missing, the COUNTY shall be notified immediately by the AGENCY. The AGENCY shall report losUmissing radios to the IT Service Desk at [email protected] or 805-658-4357. County personnel will disable and remove the radio from the REGIONAL RADIO SYSTEM within 4 hours
6. FUTURE SYSTEM ENHANCEMENTS
6.1 SYSTEM UPGRADES
6.1.1 AGENCY shall make any request for expanded services the OVERSIGHT COMMITTEE. The OVERSIGHT COMMITTEE will review the request and may grant preliminary approval for the AGENCY to work with the COUNTY in evaluating and developing planning for the request.
6.1.2 Examples of requests for expanded services include a request to add sites to the network to increase AGENCY's in-building coverage or to implement a network upgrade in order to receive a new feature. These types of requests require detailed assessment and planning due to their potential technical and rate impacts to all users.
6.1.3 The COUNTY will provide the assessmenUevaluation information to the AGENCY and if it wants to proceed the AGENCY will present the request to the OVERSIGHT COMMITTEE for review and approval.
6.1.4 The OVERSIGHT COMMITTEE may choose to approve the requested enhancement resulting in the revision of the approved rate structure or require the AGENCY to solely pay the full cost of the change without any rate increase. 15 94
Ducusiyn Envt:ilope ID: B9864C7C-DB20-4989-A5E8-81DE'122E5'1 'I 9
VENTURA COUNTY REGIONAL RADIO SYSTEM
USE AGREEMENT
6.1.5 All submitted requests for improvement will require a technical review to ensure that no agency is subject to negative impacts to operations and if there are negative impacts, there is a mitigation plan developed and included in the plan that is acceptable to all affected partners.
6.1.6 If the OVERSIGHT COMMITTEE fails to identify a funding strategy for the proposed upgrade, The County reserves the right to veto the proposed change. 16 95
Docusign Envelope ID: B9864C7C-D820-4989-A6E8-81DE122E5119 Attest:
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VENTURA COUNTY REGIONAL RADIO SYSTEM
USE AGREEMENT
City of Simi Valley, A Municipal Corporation
By:
GSlgoodby:
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Lucy Blanco, City Clerk Dee Dee Cavanaugh, Mayor of the City of Simi Valley, California
Approved as to Form:
Algeria R. Ford, City Attorney
Approved as to Content:
E07FF50626514E6 ...
Samantha C. Argabrite, City Manager
Johanna Medrano,
Deputy Administrative Services Director/
Budget & Purchasing
Carolyn Johnson
Administrative Services Director
County of Ventura
By:
Theobald, Terry
[email protected]
Title: Chief Information Officer
By:
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Gary Gooden
[email protected]
Title: Deputy Chief Information Officer
APPENDIX A: PREDICTED COVERAGE MAPS
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Docusign Envelope ID: B9864C7C-DB20-4989-A6E8-81DE122E5119
VENTURA COUNTY REGIONAL RADIO SYSTEM
USE AGREEMENT
MOBILE COVERAGE MAP
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Ventura County
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PORTABLE COVERAGE MAP
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Docusign Envelope ID: B9864C7C-DB20-4989-A6E8-81DE122E5119
MOT'OROLA
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VENTURA COUNTY REGIONAL RADIO SYSTEM
USE AGREEMENT
Ventura County
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APPENDIX B: REGIONAL RADIO FEATURE LIST
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Docusign Envelope ID: B9864C7C-D820-4989-A6l:8-81 DE122E5119 Radio Requirements
VENTURA COUNTY REGIONAL RADIO SYSTEM
USE AGREEMENT
• FCC approved, P25 capable mobile or portable radio capable of operating on the 700mHz band.
• P25 9600 baud trunking enabled
• TDMA Enabled
Optional Features Supported
• Encryption (AES)
• Emergency trigger enablement
• Motorola Smart Connect, including LTE and WiFi connectivity • Motorola Smart Mapping
• Motorola Smart Locate
• Motorola OTAP
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