CONTRACT 6565 One Page Service Agreement CLOSEDAgreement No. 6565
Services Agreement
CONTRACTOR: LIVEVIEW TECHNOLOGIES
DATE E-MAILED:12/28/2022
Below you will find a checklist relating to Insurance and other requirements that are required for doing business with the City of El
Segundo. 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. The amount of insurance set forth below will be a combined single limit per occurrence for bodily injury, personal injury, and property
damage for the policy coverage. Liability policies will be endorsed to name the City, its officials, and employees as "additional
insured's" 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 be on an "occurrence," not a "claims
made," basis and will not be cancelable or subject to reduction except upon thirty (30) days prior written notice to the City.
Please find additional Terms and Conditions on the reverse side of this Services Agreement. This is not a purchase order or an
authorization to begin work.
® Comorehensive 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 $1,000,000 per occurrence.
® Auto Liability, including owned, non -owned and hired vehicles with at least:
❑ $1,000,000 per occurrence.
❑ 1100,000.300,000 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.)
❑ Business License: The CONTRACTOR shall agree to have a current City of El Segundo license on file at City Hall or purchase
said license (at no cost to the City).
❑ Permits: Plans must be approved and permit(s) issued (no fee) by the Planning and Building Safety if appropriate. Call the
Planning Manager @ (310) 524-2340 if you have questions.
CoDy of valid picture LD. (Drivers license etc.)
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 FAX OR HARD COPY) BY THE RISK MANAGERIPURCHASING AGENT, THUS AUTHORIZING
COMMENCEMENT OF WORK FOR THE CITY.
Submitted by (comrslete all bJankst:
Company Name:
By (Print name & title):
LIVEVIEW TECHNOLOGIES
Bryce Higbee General Counsel
Company Street Address:
V " oes Signature regUlrl;
1226 S.1480
City, State, Zip:
Date signed:
W. OREM, UT 84058
12/29/2022
Phone:
FAX:
(888) 588-9408
Vendor's Email address:
Vendor's Web site:
TAYLOR.SOB OTKA( LVT.COM
www.LVT.COM
Mail original agreement and insurance to: City of El Segundo — City Clerk 350 Main Street, Room 5, El Segundo, CA 90245-3813
Originator/Department Contact: Jraeissa Solana. PD Management Analml tale initiated: 12/28/2022
I r
Department Head Approval: Date Approved:
Insu Ap roust— 7
city Atto
Live Vt Contract 12-28-22.doc
Njp�
CityManager Hager
City Clerk
12/28/22
Agreement No. 6565
� 1.13ENERALLY The materials, ouplp��es, or services (collectively, "Purchase")
covered by this services agreement and purchase order ("order")must be
furnished bySeller subject Nall the terms and conditions contained inthis order
which 8n(|or, inaccepting ihiomrder,ugreosmbmbuond byand comply with in all
particulars. No other terms or conditions are binding upon No parties unless
subsequently agreed to in writing, Written acceptance urshipment of all or any
portion of the Purchase covered by this order constitutes unqualified acceptance
ofall terms and conditions inthis order The terms ofany proposal referred to in
this order are included and madeapart of the order only tothe extent itspecified
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.
3JNQpECT|ON. The Purchase furnished must be wmoUy an specified in this
mder, free from all defects in Seller's podormaore, design, wmrkmanship, and
materials, and, except 000thonwioeprovided, iusubject toinspection and test by
City atall times and places. If, before final acceptance, any Purchase iofound tn
be inoomp|ete, or not as opeoified. City may reject it, require Seller to correct it
without charge, nrrequire delivery ofsuch Purchase atareduction inprice that io
equitable under the circumstances. |fseller io unable or refuses to correct such
items within atime deemed reasonable byCity, City may terminate the order in
whole orinpart. Seller bears all risks aymrejected Purchases and, inaddition to
any costs for which Seller may become liable toCity 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, nrsuch gross mistakes asconstitute 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
ofmthe time required for performance of this ordor, 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 bemade inwriting within thirty (3O) days from the date ofreceipt by
Seller of notification of such change un|000 City waives this condition in writing
Nothing in this section excuses Seller from proceeding with performance of the
order anchanged.
4.TERM|NAT|ON. City may terminate this order a\any time, either verbally orin
writing, with or without cause. Should termination occur, City will pay Seller as full
pndunmanoa until such termination the unit or mn rata order price for the
performed and accepted portion ofthe Purchase. City may provide written notice
oftermination for Seller's default ifSeller refuses orfails tocomply with this order.
If Seller does not cure such failure within a reasonable time period or fails to
podbnm the Purchase within the time specified (or allowed by oxtendon). Seller
will boliable toCity for any excess costs incurred byCity.
5J|ME EXTENSION. City may extend the time for completion it in Qty'o sole
determination, Seller was delayed because of causes beyond Seller's control and
without Se||m~y fault or negligence. In the event delay was caused by Cky.
Seller's sole remedy is limited to recovering money actually and necessarily
expended bySeller because of the delay; there ionoright torecover anticipated
profit.
&REMEDIES CUMULATIVE. [ity'orights and remedies under this order are not
exclusive and are inaddition toany rights and remedies provided bylaw.
7JITLE.Title tomaterials and supplies purchased under this order pass directly
from Seller to City upon Qty'o written acceptance following on actual inspection
and Qty'oopportunity toreject.
&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 orboxing expenses unless specified inthis
order. Drafts will not behonored.
$]NDEMN/F|CAJ0M. Seller agrees 10indemnify and hold City harmless from
and against any claim, action, damages, costs (including, without limitation,
attommy'efeo ), injuhon, or liability, arising out ofthe Purchase urthe order, or
their performance. Should City be named in any nui(, or ehno|d any claim be
brought against it bysuit nrotherwise, whether the same begroundless mnot,
arising out of the Purchase nrorder, mtheir performance, Seller will defend City
(at Cn/arequest and with counsel satisfactory toCity) and indemnify City for any
judgment rendered against it or any sums paid out in settlement or otherwise, For
purposes of this seclion 'City' inciudes Cily's officers, elected
officials. and employees. K|sexpressly understood and agreed that the foregoing
provisions will survive termination of this order, The requirements onwthe types
and limits ofinsurance coverage tobomaintained bySeller, and any approval of
such insurance by Chy, are not intended ioand 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 toany customer for the same or
substantially similar supplies mservices, msuch other more favorable warranties
as is specified in this order. Warranties will be effective notwithstanding any
inspection o/acceptance of the Purchase byCity.
11.AGS|GNMENT. City may assign this order. Except as to any payment due
under this urdor. So||or may not assign or subcontract the order without City'o
written approval. 8huoid City give mnsent, it will not relieve Seller from any
obligations under this order and any transferee or subcontractor will be considered
Seller's agent.
12.1NSURANCE Seller must provide the insurance indicated on the face sheet of
this Services Agreement.
13.PG0MITS.Seller must procure all necessary permits and licenses, and abide
byall federal, mtate.endlocal|mwo for performing this order.
14JNDEPEMOENTCONTRACnDR. City and Seller agree that Seller will act an
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 ofCity and is not entitled mparticipate in any pension plan,
insurance, bonus orsimilar benefits City provides for its employees Any provision
inthis order that may appear togive City the right Ndirect Seller aoto the details
ofdoing the work ortoexercise mmeasure ofcontrol over the work means that
Seller will follow the direction ofthe City astoend results of the work only,
15.WA|VER. Qty'oreview uracceptance of, nrpayment 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 nrofany cause ofaction arising
from Seller's performance. Awaiver byCity ofany breach ofany term, covenant,
or condition contained in this order will not be deemed to be e waiver of any
subsequent breach of the same or any other term, covonani, or condition
contained inthis order, whether of the same ordifferent character.
%INTERPRET*J|ON. This Agreement was drafted inand will boconstrued in
accordance with the laws dthe State ofCalifornia, and exclusive venue for any
action involving this agreement will beinLos Angeles County.
17, CONSIDERATION, Aoconsideration, CITY agrees mpay CONTRACTOR for
CONTRACTOR'oservices not \oexceed atotal of $25.00Oper fiscal year (twenty'
fivothnuoanddu||am)forthoworkymtedbo|mwin1hn`nnwicestoinn|uge^oeotion.
Services to include:
Live View Contract 12-28-22.doc
Agreement No. 6565
EXRIBITA
r
IV
0 1 W & — kiij
The D3 Mobile Security Unit is the first of its kind cloud and security SaaS that provides a full turn -key mobile
solution for perimeter detection, deterrence, and alert -based monitoring. This portable system is easy to
deploy, relocate, or remove and does not rely on power or internet connections. With a unique combination of
solar powered, work anywhere systems• intelligent software, convenient cloud -based access, and professional
servicr,., LiveView Technologies provides complete, cutting -edge security solutions,
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
11 ••),;u lks
"r ti5`
24
;, 26ath r il::,a :i
�.1:X) jlts (rna>_. H-codliyi IL enj
,1 C<UTA11071 4G! A..H
1. TWO WAY SPEAKER
i FLOOD LIGHT
].ANTENNA
4. STROBE LIGHT (L)
S. STROBE LIgIT (R)
C (INSIDE) EDGE CONTROLLER
1TBSSD
7. TOOL -LESS INSTALLATION
I. M' PTZ BI-SPECTRUM CAMERA
* THERMAL CAMERA
TLL OPTICAL CAMERA
A 7RC PTZ CAMERA
J.NC'H I:1i'
HUCi IT 2(_2 . T •2 102
TH
Agreement No. 6565
VV r
Quote Prepared For: El Segundo Police Department
Quote Prepared By: Taylor Sobotka
Quote Subscription Term (Months):12
MSRP7_�
y Total f
Term Total /
C;ontra t Total
brit
unit
Subscription
.�_......�:
2,
$ 995,001,892.00
_....._ m�
$22,704.00
�._.. ......._�_p
$22,704.00Mobile
Unit
$0.00$0.00
$0.00
$0.00
SetuFee$0.00
p
....�$0�._
00
_ ...�.m.�. ..�..m..�m__....__._.....�
$0.00
$0.00
Shipping Fee
..........$0.00
1.00
$0.00..
.. ... . $0.00
$0.00
Subtotal (pre-tax):
$2,995.00
$1,892.00
$22,704.00
$22,704.00
Pre -Tax Quote Total: $22,704.00
Onsite relocations are subject to a $250.00 move fee. Offsite relocations are subject to a relocation install fee
of $400.00 plus applicable shipping.
All quoted prices are listed pre-tax. LVT will make the Services available through the use of Cellular data
connectivity. Unless otherwise agreed to in writing, customer will have access to 5 gigabytes of cellular
data per month for a standard LVT Omni trailer. Customer will have access to 15 gigabytes of cellular data
per month for a LVT D3 or security trailer. Data usage will be reset to zero on the first day of each month.
Customers who go over their data usage will be charged $10.00 per gigabyte.
Agreement No. 6565
Schedule No.
This Schedule, the attached Quote, together with the LiveView Technologies, Inc.'s ("LVT") Master
SaaS and Service Level Agreement ("MSLA"), which is available at h,;;jjv.kvt com/legal sets forth the
terms and conditions under which LVT will provide El Segundo Police Department ("Customer") with the products
and services ordered below (the "Services").
Services: Customer agrees to purchase and/or subscribe to the following Equipment and/or Services:
See Attached Quote.
Binding Agreement: The person executing and submitting this Schedule hereby represents and warrants
to LVT that he/she has the legal authority to bind the Customer to the purchase and/or subscription of the
Equipment and/or Services under this Schedule and the terms and conditions of the MSLA at
[1ttp°. Upon LVT's acceptance of this Schedule, this Schedule and the terms and conditions
of the MSLA represents the entire agreement between the Customer and LVT regarding the provision of
Services by LVT to Customer.
BY EXECUTING AND SUBMITTING THIS SCHEDULE TO LVT YOU ARE AGREEING TO PURCHASE
AND/OR SUBSCRIBE TO THE LVT EQUIPMENT AND/OR SERVICES PURCHASED UNDER THIS
SCHEDULE AND BE BOUND BY THE TERMS AND CONDITIONS OF THE LVT MASTER SAAS AND
SERVICES LEVEL AGREEMENT ("MSLA"). THE MSLA GOVERNS YOUR AND YOUR END USERS
USE OF THE LVT SERVICES. THE CURRENT VERSION OF THE MSLA IS AVAILABLE AT:
ptt., rww lyt,torrilp,{. THE TERMS AND CONDITIONS OF THE MSLA WILL BE LEGALLY BINDING ON
YOU AND YOUR END -USERS. YOU SHOULD CAREFULLY READ THE MSLA BEFORE EXECUTING
AND SUBMITTING THIS SCHEDULE. THIS SCHEDULE AND THE MSLA WILL NOT BE BINDING ON
LVT UNLESS AND UNTIL IT CONFIRMS ACCEPTANCE OF THIS SCHEDULE.
Agreed and Accepted on Agreed and Accepted on
El Segundo Police Department LiveView Technologies
[Signature] [Signature]
[Name] [Name]
[Title] [Title]