CONTRACT 4065B Reimbursement Agreement CLOSED Agreement No. 4065B
COMMUNICATION EQUIPMENT PURCHASE AND REIMBURSMENT AGREEMENT
This Agreement is entered into by and between the City of EI Segundo ("City"), a general law
city and California municipal corporation, and the South Bay Regional Public Communication
Authority ("RCC"), a California joint powers authority, with reference to the following:
RECITALS
A. City is a member of the Interoperability Network of the South Bay Joint Powers Authority
("INSB"), which is in the process of developing a regional interoperability
transmission/receiving system to serve its member cities.
B. South Bay Regional Public Communications Authority (RCC) operates a regional
communications system providing 911 emergency services to City.
C. City must acquire mobile and portable radios that will be compatible with the new INSB
communication system.
D. On July 18, 2017 the County of Los Angeles contracted with Motorola Solutions Inc.
("Motorola") for provision of mobile and portable radios that are compatible with the INSB
system. RCC and the member Cities wish to make a piggyback purchase on the more
favorable terms set forth in Motorola's proposal attached hereto as Exhibit A.
E. As stated in Exhibit A, the purchase must occur prior to December 12, 2017, for the
maximum discount to be applied to the member agencies' orders. RCC will be
purchasing the mobile and portable radios for the various agencies. The actual number
and cost for each radio ordered on behalf of City is itemized on the order form attached
hereto as Exhibit B. RCC will be entering into a finance agreement with Motorola that
allows for the first year's finance fee to be interest free.
F. Each agency is to provide its funds to RCC by November 1, 2018 in order to avoid any
interest payment.
NOW, THEREFORE, the parties agree as follows:
1. EQuinment Purchase. RCC agrees to purchase on behalf of City and to deliver to the
City the equipment itemized on Exhibit B upon the terms indicated thereon.
2. Aporqviation and Payment. City agrees to appropriate and set aside sufficient funds to
purchase the equipment and to pay the funds over to RCC when payment becomes due
to Motorola. Payment must be made by November 1, 2018, to avoid any interest
payment.
3. Administration. RCC will be responsible for administration of the contract with Motorola
and will provide a written invoice to the City for payment when due.
4. Entire Agreement. This Agreement contains the full and entire agreement between and
among the parties with respect to the entire subject matter hereof and supersedes any
and all previous or contemporaneous agreements and discussions, whether written or
oral.
Agreement No. 4065B
5. Amendments t,a I ree.ment. This Agreement may be amended only by a subsequent
agreement in writing signed by all parties to this Agreement.
6. Severability. The invalidity in whole or in part of any provision of this Agreement shall not
void or affect the validity of any other of the provisions of this Agreement.
7. Counterparts. This Agreement may be executed in any number of counterparts, each of
which shall be deemed an original; however, all such counterparts shall constitute but
one and the same instrument with the effective date hereof being the date set forth
below herein.
8. Authority to Execute.. Each person signing this Agreement warrants and represents that,
to the extent he or she is executing this Agreement for and on behalf of an entity, he or
she has been fully empowered and properly authorized to execute this Agreement for
and behalf of said entity, and instructed by those having the requisite authority to cause
said entity to make and enter into this Agreement.
9. Notices. All notices required or permitted under this Agreement shall be delivered in
person or by receipted facsimile or email transmission, by overnight mail courier, or by
registered or certified mail, postage prepaid, return receipt requested, to each party at its
address shown below, or to any other notice address designated in writing by such
party:
As to RCC
Attention: Executive Director
South Bay Regional Public Communications Authority 4440 West
Broadway, Hawthorne, CA. 90250
Telephone:
Facsimile:
Email:
As to City of EI Segundo
Attention: David Davis, Finance Manager
Telephone: (310) 524-2320
Facsimile: (310) 640-2543
Email: ddavis20eIseaundo.ora
10. Indemnification.
a. City agrees to indemnify, hold harmless and defend RCC and all of its
successors and assignees, and its officers, directors, agents, and employees
from any and all claims, demands, loss, damages, actions, causes of action,
suits, expenses and/or liability whatsoever, including attorney's fees and costs of
suit, arising from or occasioned by any act, omission or negligence of the City of
EI Segundo or its agents officers, servants or employees in the performance of
this Agreement.
b. RCC agrees to indemnify, hold harmless and defend City and all of its
successors and assignees, and its officers, directors, agents, and employees
from any and all claims, demands, loss, damages, actions, causes of action,
suits, expenses and/or liability whatsoever, including attorney's fees and costs of
Agreement No. 4065B
suit, arising from or occasioned by any act, omission or negligence of RCC or its
agents officers, servants or employees in the performance of this Agreement.
11. Governin_g__Law. The rights and obligations of the parties hereunder will be governed by,
construed and enforced in accordance with the laws of the State of California. Venue for
any action arising from this Agreement will be the Los Angeles Superior Court or
appropriate federal district court for the Central District of California.
12. Effective Date. This Agreement shall be effective upon the date it has been executed by
both parties.
[SIGNATURE BLOCKS ON FOLLOWING PAGE]
Agreement No. 4065B
IN WITNESS WHEREOF, the undersigned have executed this Agreement on behalf of the
parties.
SOUTH BAY REGIONAL PUBLIC COMMUNICATIONS
AUTHORITY Dated: 2017
Ralph Mailloux,
Executive Director
CNT OFF(,�E SUN
D
„ Dated: " u, , , 2017
Gre apjet er, . „mm......
Cit ana
ATTEST:
Tracy We ler
City Clea
APPROVED AS TO FORM:
Mark D, Hensley,
City Attorney
Agreement No. 40658
Exhibit A
t,pMOrOROLA SOLUTIONS
October 6,2017
Mr. Ralph Mailloux
Chairman—INSB Technical Committee
Interoperability Network of the South Bay-INSB
4440 West Broadway
Hawthorne, CA 90250
Dear Mr. Mailloux:
The following terms were discussed and have been agreed upon by Motorola Solutions.
Regarding the UASI P25 Trunked Project,the scope of work will remain the same as it is defined in the Proposal
dated July 18,2017. The South Bay Regional Public Communications Authority agrees to issue a Purchase Order on
or before September 15,2017 for the full value stated in the Proposal based on the incentive offerings outlined below.
Motorola will agree to offer Los Angeles County Contract Discount(MA-IS-1740313)plus an additional 10%discount
on your combined Subscriber/Radio and Accessory purchases between September 16, 2017 and December 15,
2018.Warranty service will be provided, beginning at the time of receipt of the Subscriber/Radio and Accessories.
Furthermore,the manufacturer's warranty period of 1 year plus 4 years, Service From the Start(SFS) on these new
INSB Subscriber/Radio and Accessory purchases will begin upon the final acceptance of the INSB P25 infrastructure.
An additional$1,500,000 purchase, in the aggregate,of the INSB Subscriber/Radio and Accessory equipment must
be purchased by June 15 and December 1,2018.
Furthermore, Motorola will approve an additional 3% Discount on Radio Subscriber purchases before December 12,
2017. Orders will be shipped before December 31,2017.The total discount for APX Subscribers(Portable and
Mobile)is 40%off List price following the terms identified below:
INSB Promotion:
-40% Discount off list on APX Radio purchases(Portable and Mobile)
-The additional 3% Discount towards Radios is applied to APX Portable Radio Accessory purchases
-Minimum$2M Radio purchase before December 12, 2017
-Free Spare Battery for every APX6000 or APX8000 purchase.
-An additional combined$100,000 discount will be applied to RCC/South Bay Agencies, City of Torrance and City of
Redondo Beach APX Subscriber and Accessories purchases by December 12,2017
-One year finance with No Payment/No Interest for one year on Subscriber and Accessories Purchases made by
December 12, 2017
Motorola appreciates your continued partnership and we look forward to implementing this Project with the INSB JPA.
Si c rely,
LA SOLI.I S, INC,
J. Michael Bravo
Sr.Account Executive
Territory 8—Southern California
cc:Jerry P. Burch
Motorola Solutions,Inc. Agreement No. 40656
Date: October 12,2017
Financing proposal for: South Bay Regional PCA
Communications System Financing Proposal
Motorola Solutions Credit Company LLC is pleased to submit the following proposal for the financing of your
Motorola Communications equipment in accordance with the terms and conditions outlined below:
Transaction Type: Municipal Lease-Purchase Agreement
Lessor: Motorola Solutions,Inc(or its Assignee)
Lessee: South Bay Regional PCA
Amount: $6,000,000 00
Down Payment: $0 00
nalarico 0 rinanco: $6,000,000 00
Equipment: As per the Motorola equipment proposal
Title: Title to the equipment will vest with the Lessee,
Insurance: Lessee will be responsible to insure the equipment as outlined in the lease
contract
Taxes: Personal property,sales,leasing,use,stamp,or other taxes are for the
account of the Lessee
0:4?e ry
Option One Option Two Option Three
Lease Term: Three Years Five Years Seven Years
Payment Frequency: Annual Annual Annual
Payment Structure: Arrears Arrears Arrears
Lease Rate First year: 1 0%1 0%1 O%
Lease Rate remaining term: 330% 332% 340%
Lease Factor: 0344212 0213273 0157577
Lease Payment: $2,065,27426 $1,279,63725 $945,46248
Payment Commencement: 117,1 I1,ioflni lu„
i h,'11
Expiration: This interest rale methodology is valid for all leases commenced by
12/12/2017
Indexing arrangement—Non-bank qualified structure 3,5 and 7 year terms
The Lease Payments shall be calculated using a rate of interest("Lease Rate")that is initially
indexed to the three(3),five(5)or seven year(7)average life Interest Rate Swap(the"Index Rate")
as reported on the kgd�pma�Rcr1�m �m Strutd�s,(Yea)'�„[fc'easc HAS Report. The average life Interest Rate
Swap corresponds to the respective lease term.The HAS Report can be accessed at the Federal
Reserve Bank web site:www.federairese"e.gov/releases/h15/. On the Commitment Date,the final
Lease Rate will be calculated by taking the Index Rate for that date from the HAS Report,plus a
spread of 3.48%and multiplying the sum of those two numbers by.64 to calculate the Lease Rate
for the 3 year term.The rate for the 5 year term will be calculated by taking the Index Rate for that
date from the HAS Report,plus a spread of 3.43%and multiplying the sum of those two numbers
by.64.The rate for the 7 year term will be calculated by taking the Index Rate for that date from
the HAS Report,plus a spread of 3,46"I and hiolllplyhig Iho sum of those two numbers by.64.The
rates are then fixed for the full term of the Lease.
The following HAS average life Index Rates were in place at the approximate time this quote was
issued:
3 year:1.67%
5 year:1.76%
7 year. 1.62%
Qualifications: Receipt of a property executed documentation package
Lessee qualifies as a political subdivision or agency of the Slate as
defined in the Internal Revenue Code of 1986 The interest portion
of the Lease Payments shall be excludable from the Lessors
gross income pursuant to Section 103 of the Internal Revenue Code,
Receipt of a copy of the last years audited Financial statements
and current years budget from the Lessee
This proposal should not be construed as a commitment to finance
It is subject to final Motorola credit committee approval This quote
is based on the general level of interest rales,primarily U S Treasury
Bills of like term maturity Any nno)doonam in Ihosu talon W oxncsf,
of 10 basis points will result in the revision of this quote
Documentation: Municipal Equipment Lease Purchase Agreement
Opinion of Counsel
Schedule A/Equipment List
Schedule B/Amortization Schedule
8038G
UCC-1
Certificate of Incumbency
Statement of Essential Use/Source of Funds
Evidence of Insurance or Statement of Self Insurance
Resolution from governing body authorizing the execution of the Lease
Agreement No. 40656
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