ATTACHMENT A
AGREEMENT JRC27-022
1 General Services Provider Standard Agreement/LiveView Technologies, Inc./Project JRC27- 022
GENERAL SERVICES PROVIDER STANDARD AGREEMENT
BY AND BETWEEN
THE CITY OF VICTORVILLE
AND
LIVEVIEW TECHNOLOGIES, INC.
FOR
MOBILE SECURITY SYSTEMS, PROJECT JRC27-022
THIS GENERAL SERVICES PROVIDER STANDARD AGREEMENT (hereinafter “Agreement”), dated this __________________ day of ______________, 20___, for reference purpose only, is made and entered into by and between the City of Victorville, a municipal corporation located in the County of San Bernardino, State of California, hereinafter referred to as the “City”, and LiveView Technologies, Inc. (LVT), a Delaware corporation, hereinafter referred to as “Service Provider .” City and Service Provider are sometimes hereinafter referred to individually as a “ Party” and collectively referred to as the “Parties.”
RECITALS:
WHEREAS, the City requires Mobile Security Systems and associated SaaS System Subscription for various City of Victorville locations; and
WHEREAS, in light of the facts set forth above, the City desires to retain the services of a qualified service provider to provide, on an independent contractor basis, Mobile Security Systems and associated SaaS System Subscription for various City of Victorville locations; and
NOW THEREFORE, IN CONSIDERATION OF THE COVENANTS, CONDITIONS, AND
PROMISES CONTAINED HEREIN AND FOR SUCH OTHER GOOD AND VALUABLE
CONSIDERATION, RECEIPT OF WHICH IS HEREBY ACKNOWLEDGED, THE PARTIES HERETO AGREE AS FOLLOWS:
Section 1. RECITALS
The Recitals set forth above are true and correct and are hereby incorporated into this Agreement by this reference, as though set forth fully herein.
Section 2. SCOPE OF SERVICES
Service Provider shall provide to the City those services set forth in the Scope of Services, attached hereto as Exhibit “A” and incorporated as part of this Agreement by this reference.
Section 3. COMPENSATION
The City shall pay a total amount not to exceed One Hundred Ninety-Five Thousand Seven Hundred Thirty-Six and 00/100 D ollars ($195,736.00) for the services rendered by Service Provider pursuant to this Agreement, subject to the provisions of Section 4.
2 General Services Provider Standard Agreement/LiveView Technologies, Inc./Project JRC27- 022
Section 4. PAYMENT SCHEDULE
The City shall pay Service Provider as provided in the Payment Schedule, attached hereto as Exhibit “A” and incorporated as part of this Agreement by this reference. The provisions of Exhibit “A” notwithstanding, in order to receive payments, Service Provider shall be required to submit to City monthly invoices detailing all services performed. Provided that services have been satisfactorily rendered, invoices shall be paid by the City approximately thirty (30) working days following receipt of Service Provider’s invoice.
Section 5. RESERVED
Section 6. TERM OF AGREEMENT
This Agreement shall be for an initial term commencing on the date of full execution of the Agreement (the “Commencement Date”) and expiring on one (1) year from the Commencement Date (the “Termination Date”) (the “Term”) , unless terminated earlier pursuant to Section 21 of this Agreement. From and after the Termination Date, and upon subsequent agreement by the Parties, this Agreement may continue on a month -to-month basis until terminated pursuant to Section 21 below.
Section 7. INDEPENDENT CONTRACTOR STATUS
Service Provider shall at all times during the Initial Term of this Agreement , and (if applicable during any Option Periods), perform the services described in this Agreement as an independent contractor.
Section 8. REPRESENTATIONS AND ACKNOWLEDGMENTS
REGARDING INDEPENDENT CONTRACTOR’S STATUS OF
SERVICE PROVIDER
a. Service Provider represents and acknowledges the following:
(1) The City is not required to provide any training or legal counsel to Service Provider or its employees in order for Service Provider to perform the services described in this Agreement.
(2) Performance of the services described in this Agreement do not have to be integrated into the daily business operations of the City.
(3) The services described in this Agreement can be performed without the use of City equipment, materials, tools, or facilities, unless otherwise provided under a separate agreement.
(4) Nothing in this Agreement shall be interpreted to imply that the City must maintain any contractual relationship with Service Provider on a continuing basis after termination of this Agreement.
(5) The City will not be requested or demanded to assume any liability for the direct payment of any salary, wage, or other such compensation to any person employed by Service Provider to perform the services described in this Agreement.
(6) Service Provider shall not at any time or in any manner represent that it or any of its officers, employees, or agents are employees of the City. 3 General Services Provider Standard Agreement/LiveView Technologies, Inc./Project JRC27- 022
b. The City represents and acknowledges the following:
(1) Service Provider is solely responsible for determining who, under the supervision or direction of Service Provider, will perform the services set forth in this Agreement.
(2) The City will not hire, supervise , or pay any employees or assistants working for Service Provider pursuant to this Agreement.
(3) Nothing in this Agreement shall be interpreted to imply that Service Provider must maintain any contractual relationship with the City on a continuing basis after termination of this Agreement.
(4) It is the sole responsibility of Service Provider to set the hours in which Service Provider performs or plans to perform the services set forth in this Agreement.
(5) Service Provider is not required to devote full time to the business operations of the City in order to perform the services set forth in this Agreement.
(6) Unless deemed necessary under certain circumstances, Service Provider is not required to perform the services set forth in this Agreement at City Hall or on City -owned property.
(7) Nothing in this Agreement shall be interpreted to preclude Service Provider from working for other persons or firms, provided that such work does not create a conflict of interest.
Section 9. NOT AGENT OF THE CITY
a. Nothing contained in this Agreement shall be deemed, construed, or represented by the City or Service Provider or by any third person to create the relationship of principal and agent.
b. Service Provider shall have no authority, express or implied, to act on behalf of the City in any capacity whatsoever as an agent, nor shall Service Provider have any authority, express or implied, to bind the City to any obligation whatsoever.
Section 10. LICENSES AND PERMITS
Service Provider represents that it has obtained and will maintain at all times during the initial Term, and (if applicable, during any Option Periods) of this Agreement all business licenses, including but not limited to a City of Victorville business license, certifications , or permits necessary for performing the services described in this Agreement.
Section 11. WARRANTY
Service Provider agrees to perform all services required by this Agreement in a workmanlike competent and satisfactory manner in accordance with the standards prevalent in the industry for such services.
4 General Services Provider Standard Agreement/LiveView Technologies, Inc./Project JRC27- 022
Section 12. FAMILIARITY WITH WORK
Should Service Provider discover any latent or unknown conditions materially differing from those inherent in the services or as represented by the City , Service Provider shall immediately inform the City of such fact and shall not provide any services, except at Service Provider's risk, until written instructions are received from Jorge Duran, Code Enforcement Official, or his designee.
Section 13. CONFLICTS OF INTEREST
Service Provider covenants that it does not have any interest, nor shall it acquire any interest, directly or indirectly, which would conflict in any manner with the performance of Service Provider’s services under this Agreement. Service Provider further covenants that in the performance of services under this Agreement, no officer, employee or agent of Service Provider having such an interest shall be employed by it. In the event the City determines that Service Provider must disclose its financial interests by completing and filing a Fair Political Practices Commission Form 700, Statement of Economic Interests, Service Provider shall file such Form 700 with the City Clerk’s Office pursuant to the written instructions provided by the City Clerk.
Section 14. COMPLIANCE WITH LAWS
Service Provider shall comply with all local, state, and federal laws and regulations applicable to the services to be rendered hereunder, including any rule, regulation, or bylaw governing the conduct or performance of Service Provider or its employees, officers, or board members.
Section 15. COMMERCIAL GENERAL AND
AUTOMOBILE LIABILITY INSURANCE
a. Service Provider shall procure and maintain at its own expense, during the initial Term of this Agreement , and (if applicable, during any Option Periods), commercial general liability insurance, of not less than One Million Dollars ($1,000,000) per occurrence, and Two Million Dollars ($2,000,000) in the aggregate, for bodily injury, personal injury, death, loss , or damage resulting from the wrongful or negligent acts by Service Provider or its officers, employees, servants, volunteers, and agents and independent contractors.
b. Service Provider shall further procure and maintain, at its own expense, during the initial Term of this Agreement, and (if applicable, during any Option Periods) commercial vehicle liability insurance covering personal injury and property damage, of not less than One Million Dollars ($1,000,000) combined single limit, covering any vehicle utilized by Service Provider or its officers, employees, servants, volunteers , agents and independent contractors in performing the services required by this Agreement.
Section 16. WORKERS' COMPENSATION INSURANCE
a. Service Provider shall procure and maintain at its own expense, during the initial Term of this Agreement , and (if applicable, during any Option Periods), workers' compensation insurance, providing coverage as required by the California State Workers' Compensation Law.
b. If any class of employees employed by the Service Provider pursuant to this Agreement is not protected by the California State Workers' Compensation Law, Service Provider 5 General Services Provider Standard Agreement/LiveView Technologies, Inc./Project JRC27- 022
shall provide adequate insurance for the protection of such employees to the satisfaction of the City.
Section 17. TECHNOLOGY PROFESSIONAL LIABILITY AND CYBER
LIABILITY COVERAGE
a. Technology Professional Liability Errors and Omissions Insurance appropriate to the Service Provider’s profession and work hereunder, with limits not less than $2,000,000 per occurrence. Coverage shall be sufficiently broad to respond to the duties and obligations as is undertaken by the Service Provider in this agreement and shall include, but not be limited to, claims involving infringement of intellectual property, copyright, trademark, invasion of privacy violations, information theft, release of private information, extortion and network security. The policy shall provide coverage for breach response costs as well as regulatory fines and penalties as well as credit monitoring expenses with limits sufficient to respond to these obligations. The Policy shall include, or be endorsed to include, property damage liability coverage for damage to, alteration of, loss of, or destruction of electronic data and/or information “property” of the City in the care, custody, or control of the Service Provider. If not covered under the Service Provider’s liability policy, such “property” coverage of the City may be endorsed onto the Service Provider’s Cyber Liability Policy as covered property as follows.
b. Cyber Liability coverage in an amount sufficient to cover the full replacement value of damage to, alteration of, loss of, or destruction of electronic data and/or information “property” of the City that will be in the care, custody, or control of Service Provider.
Section 18. ADDITIONAL INSURED
Notwithstanding any inconsistent statement in any required insurance policies or any subsequent endorsements attached thereto, all insurance policies, except for the Workers' Compensation policy, shall be endorsed to name the City and its officers, employees, servants, volunteers, agents and independent contractors, including, without limitation, the City Attorney, as Additional Insureds.
Section 19. WAIVER OF SUBROGATION RIGHTS
Service Provider shall require the carriers of all required insurance policies to waive all rights of subrogation against the City and its officers, employees , servants, volunteers, agents, and independent contractors and subcontractors. Each policy of insurance shall be endorsed to reflect such waiver.
Section 20. PROOF OF INSURANCE COVERAGE;
REQUIRED ENDORSEMENTS
a. Service Provider shall secure from a good and responsible company or companies authorized to transact insurance business in the State of California, the policies of insurance required by this Agreement and furnish to the City Clerk certificates of insurance evidencing the required coverage, and policy endorsements at least two (2) weeks prior to the commencement of any services to be performed under this Agreement.
b. The policies and certificates of insurance shall be endorsed to provide that in the event of cancellation or amendment of any required insurance policy for any reason whatsoever, the City shall be notified by mail, postage prepaid, not less than thirty (30) days before the 6 General Services Provider Standard Agreement/LiveView Technologies, Inc./Project JRC27- 022
cancellation or amendment is effective. In the case of cancellation for non-payment, ten (10) days advance written notice shall be given.
c. Each policy and certificate of insurance shall be endorsed to provide that the policy shall not be terminated or expire without first providing thirty (30) days written notice to the City of such termination or expiration.
d. Each policy and certificate of insurance shall be endorsed to provide that the policy will be maintained throughout the Initial Term, and (if applicable during any Option Periods) of this Agreement.
e. The commercial general liability and vehicle liability policies shall be endorsed to contain the following provision: “For any claims related to this contract, the Service Provider’s insurance coverage shall be primary and non-contributory and at least as broad as ISO CG 20 01 04 13 as respects the City, its officers, officials, employees, and volunteers. Any insurance or self-insurance maintained by the City, its officers, officials, employees, or volunteers shall be excess of the Service Provider’s insurance and shall not contribute with it. This requirement shall also apply to any Excess or Umbrella liability policies.”
Section 21. TERMINATION OR SUSPENSION
a. This Agreement may be terminated or suspended without cause by either Party at any time, provided that the Party initiating the termination provides the other Party at least thirty (30) days advance written notice of such termination or suspension. In the event of such termination, the City shall only be liable for payment under the payment provisions of t his Agreement for satisfactory services rendered or supplies actually furnished prior to the effective date of termination.
b. This Agreement may be terminated or suspended with cause by either Party at any time, provided that the Party initiating termination provides the other Party at least ten (10) days advance written notice of such termination or suspension. In the event of such termination, the City shall only be liable for payment under the payment provisions of this Agreement for satisfactory service s rendered or supplies actually furnished prior to the effective date of termination.
Section 22. TIME OF THE ESSENCE
Time is of the essence in the performance of this Agreement.
Section 23. INDEMNIFICATION
a. Service Provider shall defend, indemnify, and hold harmless the City, its officers, employees, representatives, and agents, from and against those actions, suits, proceedings, claims, demands, losses, costs, and expenses, including legal costs and attorney’s fees, for any personal injuries, deaths, or property damage (including property owned by the City), which may arise out of Service Provider's negligence or willful misconduct in the performance of the services described in this Agreement, unless such losses or damages are proven to be caused by the City's own negligence or willful misconduct, or that of its officers or employees.
b. The City does not and shall not waive any rights that it may have against Service Provider under this Section, because of the acceptance by the City, or the deposit with the City, 7 General Services Provider Standard Agreement/LiveView Technologies, Inc./Project JRC27- 022
of any insurance policy or certificate required pursuant to this Agreement. The hold harmless and indemnification provisions of this Section shall apply regardless of whether said insurance policies are determined to be applicable to the claim, demand, da mage, liability, loss, cost , or expense described herein.
Section 24. REPORTS
Upon request by Jorge Duran, Code Enforcement Official, or his designee, Service Provider shall prepare and submit reports to the City concerning Service Provider's performance of the services required by this Agreement.
Section 25. RECORDS
a. Service Provider shall keep such books and records as shall be necessary to perform the services required by this Agreement and enable Jorge Duran, Code Enforcement Official, or his designee, to evaluate the cost and the performance of such services.
b. Books and records pertaining to costs shall be kept and prepared in accordance with generally accepted accounting principles.
c. Jorge Duran, Code Enforcement Official , or his designee, shall have full and free access to such books and records at all reasonable times, including the right to inspect, copy, audit, and make records and transcripts from such records.
d. Records and supporting documents pertaining to the use of funds paid to Service Provider hereunder shall be retained by Service P rovider and made available to Jorge Duran, Code Enforcement Official, or his designee, for purposes of performing an audit for a period of five (5) years from the date of termination of this Agreement.
Section 26. RESERVED
Section 27. CONFIDENTIALITY
a. Any and all documents and information obtained from the City or prepared by Service Provider for the City shall be kept strictly confidential unless otherwise provided by applicable law. All City data, documents and information shall be returned to City upon termination of the Agreement.
b. Any drawings, specifications, reports, records, documents , or other materials prepared by Service Provider in the performance of services under this Agreement shall not be released publicly without the prior written approval of Jorge Duran, Code Enforcement Official, or his designee, or as required by applicable law.
c. Service Provider shall not disclose to any other entity or person any information regarding the activities of the City , except with the prior written approval of Jorge Duran, Code Enforcement Official, or his designee, or as required by applicable law.
8 General Services Provider Standard Agreement/LiveView Technologies, Inc./Project JRC27- 022
Section 28. PRINCIPAL REPRESENTATIVES
a. Provider shall designate a principal representative of Service Provider for purposes of communicating with the City on any matter associated with the performance of the services set forth in this Agreement.
b. Jorge Duran, Code Enforcement Official, or his designee, shall be the principal representative(s) of the City for purposes of communicating with Service Provider on any matter associated with the performance of the services set forth in this Agreement.
c. Either Party may designate another individual as its principal representative by giving written notice of such designation to the other Party.
Section 29. MODIFICATIONS AND AMENDMENTS
This Agreement may be modified or amended only by a written instrument signed by both Parties.
Section 30. ENTIRE AGREEMENT
a. This Agreement supersedes any and all prior or contemporaneous agreements, either oral or written, between the City and Service Provider with respect to the subject matter of this Agreement.
b. This Agreement contains all of the covenants and agreements between the Parties with respect to the subject matter of this Agreement, and each Party to this Agreement acknowledges that no representations, inducements, promises, or agreements have been made by or on behalf of any Party, except those covenants and agreements in this Agreement.
c. No agreement, statement, or promise with respect to the subject matter of this Agreement, which is not contained in this Agreement, or in a valid modification or amendment to this Agreement, shall be valid or binding on either Party.
Section 31. AMBIGUITIES
This Agreement is in all respects intended by each Party hereto to be deemed and construed to have been jointly prepared by the Parties and the Parties hereby expressly agree that any uncertainty or ambiguity existing herein shall not be interpreted agains t either of them.
Except as expressly limited by this paragraph, all of the applicable rules of interpretation of contract shall govern the interpretation of any uncertainty or ambiguity of this Agreement.
Notwithstanding the foregoing, the Parties agree that Exhibit “A” is attached hereto for reference purposes and to the extent there are any ambiguities, inconsistencies or conflicts between the terms of this General Services Provider Standard Agreement and Exhibit “A”, the terms of this General Services Provider Standard Agreement shall control and nothing set forth in Exhibit “A” shall be deemed to supersede any of the provisions of this General Services Provider Standard Agreement.
9 General Services Provider Standard Agreement/LiveView Technologies, Inc./Project JRC27- 022
Section 32. NOTICES
a. Any notice to be provided pursuant to this Agreement shall be in writing, and all such notices shall be delivered by personal service or by deposit in the United States mail, certified or registered, return receipt requested, with postage prepaid, and addr essed to the Parties as follows:
To the City: Jorge Duran, Code Enforcement Official,
Code Compliance Department
City of Victorville
14343 Civic Drive
Victorville, CA 92392
To Provider: General Counsel
LiveView Technologies, Inc.
802 East 1050 South, Suite 300
American Fork, UT 84003
[email protected]
b. Notices, payments, and other documents shall be deemed delivered upon receipt by personal service or as of the second (2nd) day after deposit in the United States mail.
Section 33. NON-LIABILITY OF CITY OFFICERS
AND EMPLOYEES
No officer or employee of the City shall be personally liable to Service Provider, or any successor in interest, in the event of any default or breach by the City or for any amount , which may become due to Service Provider or to its successor(s), or for any breach of any obligation of the terms of this Agreement.
Section 34. REVIEW BY ATTORNEYS
Each Party hereto has had its attorney (s) review this Agreement and all related documents. Each Party hereto has consulted with its attorney(s) and has negotiated the terms of this Agreement based on such consultation.
Section 35. WAIVER
a. No waiver shall be binding unless executed in writing by the Party making the waiver.
b. No waiver of any provision of this Agreement shall be deemed, or shall constitute, a waiver of any other provision, whether similar, nor shall any such waiver constitute a continuing or subsequent waiver of the same provision.
c. Failure of either Party to enforce any provision of this Agreement shall not constitute a waiver of the right to compel enforcement of such provision or any of the remaining provisions of this Agreement.
10 General Services Provider Standard Agreement/LiveView Technologies, Inc./Project JRC27- 022
Section 36. ASSIGNMENT
This Agreement shall not be assigned by either Party without prior written consent of the other Party.
Section 37. CARE OF WORK
The performance of services by Service Provider or the payment of money by the City shall not relieve Service Provider from any obligation to correct any incomplete, inaccurate, or defective work at no further cost to the City, when such incomplete, inaccurate or defective work is due to the negligence of Service Provider.
Section 38. CAPTIONS AND HEADINGS
The captions and headings contained in this Agreement are provided for identification purposes only and shall not be interpreted to limit or define the content of the provisions described under the respective caption or heading.
Section 39. SUCCESSORS, HEIRS, AND ASSIGNS
Except as otherwise expressly provided herein, this Agreement shall be binding upon the successors, endorsees, assigns, heirs, and personal representatives of each of the Parties to this Agreement and, likewise, shall inure to the benefit of the successors, endorsees, assigns, heirs, and personal representatives of each of the Parties.
Section 40. GENDER
In this Agreement, unless the context clearly requires otherwise, the masculine, feminine and neuter genders and the singular and the plural shall include one another.
Section 41. SEVERABILITY
If any one or more of the sentences, clauses, paragraphs, or sections contained herein is declared invalid, void, or unenforceable by a court of competent jurisdiction, the same shall be deemed severable from the remainder of this Agreement and shall not affect, impair, or invalidate any of the remaining sentences, clauses, paragraphs, or sections contained herein.
Section 42. GOVERNING LAW
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, shall be construed pursuant to and in accordance with California law.
Section 43. DEFAULT
a. Failure or delay by any Party to this Agreement to perform any material term or provision of this Agreement shall constitute a default under this Agreement; provided however, that if the Party who is otherwise claimed to be in default by the other Party commences to cure, correct, or remedy the alleged default within fifteen (15) days after receipt of written notice specifying such default and shall diligently complete such cure, correction, or remedy, such Party shall not be deemed to be in default hereunder.
11 General Services Provider Standard Agreement/LiveView Technologies, Inc./Project JRC27- 022
b. The Party claiming that a default has occurred shall give written notice of default to the Party in default, specifying the alleged default. Delay in giving such notice shall not constitute a waiver of any default nor shall it change the time of default; provided, however, the injured Party shall have no right to exercise any remedy for a default hereunder without delivering the written default notice, as specified herein.
c. Any failure or delay by a Party in asserting any of its rights or remedies as to any default shall not operate as a waiver of any default or of any rights or remedies associated with a default.
d. In the event that a default by any Party to this Agreement may remain uncured for more than fifteen (15) days following written notice, as provided above, the injured Party shall be entitled to seek any appropriate remedy or damages by initiating legal proceedings.
Section 44. CUMULATIVE REMEDIES
Except with respect to rights and remedies expressly declared to be exclusive in this Agreement, the rights and remedies of the Parties are cumulative and the exercise by either Party of one or more of such rights or remedies shall not preclude the exercise by it, at the same or different times, of any other rights or remedies for the same default of any other default by the other Party.
Section 45. VENUE
All proceedings involving disputes over the terms, provisions, covenants , or conditions contained in this Agreement and all proceedings involving any enforcement action related to this Agreement shall be initiated and conducted in the applicable court or forum in San Bernardino County, California.
Section 46. ATTORNEYS’ FEES
In the event any action, suit , or proceeding is brought for the enforcement of, or the declaration of any right or obligation pursuant to this Agreement , or as a result of any alleged breach of any provision of this Agreement, the prevailing Party in such suit or proceeding shall be entitled to recover its costs and expenses, including reasonable attorneys ’ fees, from the losing Party, and any judgment or decree rendered in such a proceeding shall include an award thereof.
Section 47. EFFECTIVENESS OF AGREEMENT
This Agreement shall not be binding upon the City, until signed by the authorized representative(s) of Service Provider, approved by the City’s Risk Manager, and executed by the authorized City personnel or Mayor.
Section 48. REPRESENTATIONS OF PARTIES AND
PERSONS EXECUTING AGREEMENT
a. Each of the Parties to this Agreement hereby represents that all necessary and appropriate actions of their governing bodies have been taken to make this Agreement a binding obligation of each of the Parties hereto.
12 General Services Provider Standard Agreement/LiveView Technologies, Inc./Project JRC27- 022
b. The persons executing this Agreement warrant that they are duly authorized to execute this Agreement on behalf of and bind the Parties each purports to represent.
Section 49. COUNTERPARTS
This Agreement may be executed by the Parties in counterparts, and when executed by each of the Parties, each counterpart shall be deemed to be a part of this Agreement.
(END OF THIS PAGE)
13 General Services Provider Standard Agreement/LiveView Technologies, Inc./Project JRC27- 022
IN WITNESS WHEREOF, the Parties hereto have caused this Agreement to be executed as of the dates written below.
THE CITY OF VICTORVILLE CONTRACTOR
By:_________________________________ By:_________________________________ Elizabeth Becerra, Bryce Higbee,
Mayor General Counsel
Dated:______________________________ Dated:______________________________
ATTEST
By:________________________________
Jennifer Thompson,
City Clerk
Dated:_____________________________
APPROVED AS TO STANDARD FORM
By:________________________________
Andre de Bortnowsky,
City Attorney
Dated:_____________________________
By:________________________________
Sandra Bostick,
Risk Manager
Dated:_____________________________
14 General Services Provider Standard Agreement/LiveView Technologies, Inc./Project JRC27- 022
EXHIBIT A
SCOPE OF SERVICES/PAYMENT SCHEDULE
See Attachment
The D3 Live Unit is a cutting-edge, cloud-based security system. It provides a turn-key mobile solution for perimeter detection, deterrence, and alert-based monitoring. It is completely portable and is easy to deploy, relocate, or remove because it does not require hardwired connections. Instead, The D3 Live Unit combines solar power and batteries with cellular connectivity and proprietary software to protect your property.
KEY FEATURES
D3 SECURITY
DISCOVER, DETER, DEFEND
• Cloud-based automated alerts (email, SMS)
• Active deterrence (flood light, two-way
speaker, strobe lights)
• Live streaming and 24/7 recording accessible
through cellular connectivity
• Self-sufficient power management with
tamper-resistant battery backup
• iOS and Android apps
• Optional live monitoring services
1. LOUDSPEAKER
2. ANTENNA
3. STROBE LIGHT (L)
4. STROBE LIGHT CENTER
5. STROBE LIGHT (R)
6. FLOOD LIGHT
7. EDGE CONTROLLER
2TBSSD (INSIDE)
8. TOOL-LESS
INSTALLATION
TECHNICAL SPECIFICATIONS
WEIGHT 1,900 lbs
SUSPENSION 3,500 lbs axle & springs
TIRE SIZE 13”
POWER
24 V DC @ 24 watts (disarmed)
@ 36 watts (armed)
@ 100 watts (max, floodlight on)
SOLAR GENERATION 800 watts
BATTERY CAPACIT Y 460 AH
1 2
4 56
3 7
8 MEASUREMENTS
LENGTH WIDTH HEIGHT
DEPLOYED 103” 96” 264”
TRANSPORT 100” 68” 102”
TOW 135” 68” 102”
EXHIBIT A
SCOPE OF SERVICES/ PAYMENT SCHEDULE
PROJECT JRC27-022
15|General Services Provider Standard Agreement/LiveView Technologies, Inc./Project JRC27-022 The D3 Live Unit is a cutting-edge, cloud-based security system. It provides a turn-key mobile solution for perimeter detection, deterrence, and alert-based monitoring. It is completely portable and is easy to deploy, relocate, or remove because it does not require hardwired connections. Instead, The D3 Live Unit combines solar power and batteries with cellular connectivity and proprietary software to protect your property.
KEY FEATURES
D3 SECURITY
DISCOVER, DETER, DEFEND
• Cloud-based automated alerts (email, SMS)
• Active deterrence (flood light, two-way
speaker, strobe lights)
• Live streaming and 24/7 recording accessible
through cellular connectivity
• Thermal analytics detect day and night
• Self-sufficient power management with
tamper-resistant battery backup
• iOS and Android apps
• Optional live monitoring services
• Control camera access and add or remove
users at any time
1. LOUDSPEAKER
2. ANTENNA
3. STROBE LIGHT (L)
4. STROBE LIGHT CENTER
5. STROBE LIGHT (R)
6. FLOOD LIGHT
7. EDGE CONTROLLER
2TBSSD (INSIDE)
8. TOOL-LESS
INSTALLATION
TECHNICAL SPECIFICATIONS
WEIGHT 1,900 lbs
SUSPENSION 3,500 lbs axle & springs
TIRE SIZE 13”
POWER
24 V DC @ 24 watts (disarmed)
@ 35 watts (armed)
@ 100 watts (max, floodlight on)
SOLAR GENERATION 800 watts
BATTERY CAPACIT Y 460 AH
1 2
4 5
3 6
7 8
MEASUREMENTS
LENGTH WIDTH HEIGHT
DEPLOYED 103” 96” 264”
TRANSPORT 100” 68” 102”
TOW 135” 68” 102”
EXHIBIT A
SCOPE OF SERVICES/ PAYMENT SCHEDULE
PROJECT JRC27-022
16|General Services Provider Standard Agreement/LiveView Technologies, Inc./Project JRC27-022 802 E 1050 S Order Form #: Q-89584
American Fork, UT 84003 Date Issued: 6/25/2026
Phone: (801) 221-9408 Expiration Date: 7/31/2026
DUNS Number: 196941160
Federal Tax ID (EIN): 20-2350309
Email: [email protected]
Company: Prepared By:
City of Victorville Vahik Safarian
Anthony Gallegos Customer Success Manager - SLED
West Coast
14343 Civic Dr [email protected]
Victorville, California 92392-2303
United States For information on LVT's licenses,
please see https://www.lvt.com/licenses
Payment Schedule Details
Payment Schedule: Initial Subscription Term (Months):
12.00 Payment Terms: Net 30 Customer Agreement: Online Order Effective Date: Upon Execution Start Date: 7/1/2026 End Date: 6/30/2027
City of Victorville - Public Works
Palmdale Yard
QTY MSRP Term Total /
unit
Contract
Total
Subscription (Config 1) 1.00 $3,495.00 $29,013.00 $29,013.00 Level 3 Subscription 1.00
Subtotal (pre-tax): $3,495.00 $29,013.00 $29,013.00
Animal Shelter
QTY MSRP Term Total /
unit
Contract
Total
Subscription (Config 1) 1.00 $3,495.00 $29,013.00 $29,013.00 Level 3 Subscription 1.00
Subtotal (pre-tax): $3,495.00 $29,013.00 $29,013.00
Victorville City Library
QTY MSRP Term Total /
unit
Contract
Total
Subscription (Config 1) 1.00 $3,495.00 $29,013.00 $29,013.00 Level 3 Subscription 1.00
Subtotal (pre-tax): $3,495.00 $29,013.00 $29,013.00
White Road Booster Station
QTY MSRP Term Total /
unit
Contract
Total
Subscription (Config 1) 1.00 $3,495.00 $29,013.00 $29,013.00
EXHIBIT A
SCOPE OF SERVICES/ PAYMENT SCHEDULE
PROJECT JRC27-022
17|General Services Provider Standard Agreement/LiveView Technologies, Inc./Project JRC27-022 QTY MSRP Term Total /
unit
Contract
Total
Level 3 Subscription 1.00
Subtotal (pre-tax): $3,495.00 $29,013.00 $29,013.00
Eva Dell Park / Wellness Center
QTY MSRP Term Total /
unit
Contract
Total
Subscription (Config 1) 1.00 $3,495.00 $29,013.00 $29,013.00 Level 3 Subscription 1.00
Subtotal (pre-tax): $3,495.00 $29,013.00 $29,013.00
Code Compliance Illegal Dumping /
OHV Unit
QTY MSRP Term Total /
unit
Contract
Total
MSU - LVT Managed (Config 1) 1.00 $4,233.33 $34,921.44 $34,921.44 LPR - MSU Mounted 1.00
Intelligent Deterrence 1.00
Intelligent Investigations 1.00
Round-Trip Shipping Fee 1.00 $2,000.00 $0.00
Setup Fee 1.00 $400.00 $0.00
Subtotal (pre-tax): $6,633.33 $34,921.44 $34,921.44
Quote Total:
Pre-Tax One-Time Fees: $0.00
Pre-Tax Recurring Fees: $179,986.44
Pre-Tax Total: $179,986.44
Estimated Tax: $15,748.81
Marketing Terms
N/A
EXHIBIT A
SCOPE OF SERVICES/ PAYMENT SCHEDULE
PROJECT JRC27-022
18|General Services Provider Standard Agreement/LiveView Technologies, Inc./Project JRC27-022 City of Victorville - Public Works
Palmdale Yard
Subscription
!
"
###
Level 3 Subscription
!
"
###
Animal Shelter
Subscription
!
"
###
Level 3 Subscription
!
"
###
Victorville City Library
Subscription
!
"
###
Level 3 Subscription
!
"
###
White Road Booster Station
Subscription
!
"
###
Level 3 Subscription
!
"
###
Eva Dell Park / Wellness Center
Subscription
!
"
###
Level 3 Subscription
EXHIBIT A
SCOPE OF SERVICES/ PAYMENT SCHEDULE
PROJECT JRC27-022
19|General Services Provider Standard Agreement/LiveView Technologies, Inc./Project JRC27-022
!
"
###
Code Compliance Illegal Dumping /
OHV Unit
MSU - LVT Managed
$
%
&
$
'#
(
)
(
*
*
$
% +,-
LPR - MSU Mounted
.
&/
)
0+)0-
1
(
(
(
2
3
)
&/
(
4
Intelligent Deterrence
$
!
3
2!
3
Intelligent Investigations
$
Round-Trip Shipping Fee
Setup Fee
Equipment Relocation/Shipping Costs
Local Permitting Requirements
!
"#$
Is a Purchase Order required by LVT before we can issue an invoice for this order? Choose Yes only if you will send LVT a PO that we must receive to invoice. If your POs are internal-only or you won’t send one to LVT, choose No.
\dd_1_po\
LVT will collect applicable sales tax on all sales unless a valid tax exemption certificate is provided at the time of sale. If you are tax-exempt, please check “yes” and provide a copy of your tax exemption certificate to ensure your exemption is applied.
\dd_1_te\
EXHIBIT A
SCOPE OF SERVICES/ PAYMENT SCHEDULE
PROJECT JRC27-022
20|General Services Provider Standard Agreement/LiveView Technologies, Inc./Project JRC27-022