HomeMy WebLinkAboutStaff Report 2406-3131CITY OF PALO ALTO
CITY COUNCIL
Special Meeting
Tuesday, June 18, 2024
Council Chambers & Hybrid
4:00 PM
Agenda Item
AA1.Approval of (1) Professional Services Contract No. C24187724 with LensLock, Inc in
Amount Not to Exceed $1,181,400 for Replacement of the Police Public Contact
Audio/Video System for a Period of Five (5) Years; (2) Police Audio/Video Technology
Surveillance Use Policy; and (3) Approve a Budget Amendment in the Supplemental
Law Enforcement Services Fund and Capital Improvement Fund (2/3 vote required);
CEQA status – not a project New Item added, Consent Questions
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City Council
Staff Report
From: City Manager
Report Type: CONSENT CALENDAR
Lead Department: Police
Meeting Date: June 18, 2024
Report #:2406-3131
TITLE
Approval of (1) Professional Services Contract No. C24187724 with LensLock, Inc in Amount Not
to Exceed $1,181,400 for Replacement of the Police Public Contact Audio/Video System for a
Period of Five (5) Years; (2) Police Audio/Video Technology Surveillance Use Policy; and (3)
Approve a Budget Amendment in the Supplemental Law Enforcement Services Fund and Capital
Improvement Fund (2/3 vote required); CEQA status – not a project
RECOMMENDATION
Staff recommends the City Council:
1) Approve and authorize the City Manager or their designee to execute Contact No.
C24187724 (Attachment A) with LensLock, Inc. (LensLock) to upgrade the police public
contact audio/video system for a term of five (5) years and a total not-to-exceed
$1,181,400, including $1,074,000 for basic services and $107,400 for additional services;
and
2) Approve the LensLock audio/video system Surveillance Use Policy to enable the
recording of police officer or community service officer contacts (Attachment B); and
3) Approve an amendment to the Fiscal Year 2025 Budget Appropriation (requires two-
thirds approval by the City Council):
a) Supplemental Law Enforcement Services (SLES) Fund
i) Increasing the transfer to the Capital Improvement Fund by $11,397;
ii) Decreasing fund balance by $11,397;
b) Capital Improvement Fund
i) Increasing the transfer in from the SLES Fund by $11,397; and
ii) Increasing the expense appropriation for Department Technology Upgrades and
Improvements Project (PD-20000) by $11,397.
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EXECUTIVE SUMMARY
Video technology has become instrumental in law enforcement training, evidence collection, and
for officer safety, oversight, and accountability. The current technology is at end-of-life and the
vendor has discontinued support. The Department released a Request for Proposal for an
upgraded audio/video officer-initiated recording platform. The system will be used to document
public contacts, to include, but not limited to traffic stops, parking enforcement, suspect
interviews, witness interviews, victim interviews, and any other citizen contact in response to a
call for service or when investigating criminal activity through user-activated audio and video
recordings. Approval of the agreement, the surveillance use, and the budget amendment is
required to continue the contract for services with a police audio/video recording platform
service provider.
BACKGROUND
The Police Department (Department) has used enterprise recording technology with contacts for
the last decade, both for body-worn and in-car audio/video equipment. It began as body-worn
officer-initiated audio recording and, in 2013, advanced to include in-car video recording to
supplement the body-worn audio. Operational policy was established, and current Public Safety
Video Surveillance System policy can be found on the Department website1. A few years later,
body-worn video was included with the audio and since, the Department has had both officer-
initiated body-worn and in-car audio/video recording. The technology has proven to be
indispensable for police work. The hardware is owned by the City and many parts are at end-of-
life. In 2023, the current vendor announced they were discontinuing support of the system.
Officer-initiated fixed audio/video has been in interview rooms and holding cells for decades.
These systems are distinct from the newer body-worn and in-car systems. The Department
explored replacement of all three platforms: body-worn, in-car, and fixed interview audio/video
recording systems to coordinate with the Public Safety Building implementation.
ANALYSIS
In recent years, high profile incidents throughout the country accentuated the need for
transparency and accountability in policing. In many cases, the video has provided clear
documentation of what occurred during incidents in the field. The video evidence has
exonerated officers of false accusations, enhanced training and, in rare instances, provided the
basis for corrective action.
The proposed five-year contract calls for LensLock to deliver and support ninety (90) body worn
cameras, thirty-five (35) in-car systems, and fifteen (15) interview room systems. LensLock will
complete the installation of the patrol-vehicle-mounted in-car systems using their network of
1 Palo Alto Police Department Policy Manual, May 1, 2024, policy 378 - Public Safety Video Surveillance System:
https://www.cityofpaloalto.org/Departments/Police/Public-Information-Portal/Police-Policy-Manual
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national installers. Interview room systems will be installed by the general contractor as part of
the construction of the Public Safety Building (PSB). Body worn cameras and in-car cameras will
be replaced every thirty (30) months. Interview room cameras will be replaced every forty-two
(42) months.
Procurement Process
Table #1: Summary of Request for Proposal Process
Request for Proposals Name/Number Police Mobile Video Services (RFP 187724)
Total Days to Respond to RFP August 10 to September 18, 2023
(39 calendar days)
Pre-Proposal Meeting N/A
# of Company Attendees at Pre-
Proposal Meeting
N/A
# of Proposals Received Six
Proposal Price Range $565,000 - $924,420, (Five years)
On August 10, 2023, the Request for Proposal (RFP) was posted on the City’s eProcurement
portal. Six proposals were received in response to the RFP. Police and Information Technology
staff reviewed each firm’s qualifications and submittal in response to the criteria identified in the
RFP.
The proposals were evaluated and determined to be responsive to the criteria identified in the
RFP. LensLock was selected due to the quality of their services, the experience of their staff,
and their ability to provide future services. Lenslock will own the hardware and software. The
difference between the total dollar value of the RFP bids received, as noted in the above table,
and the final contract are due to increases in unit quantities. The final quantity ordered did not
impact the price per unit the vendors quoted for products and services. LensLock’s Software-as-
a-Service (SaaS) platform provides a method of gathering, maintaining, and storing digital
evidence., LensLock‘s Hardware-as-a-Service (HaaS) model allows for in-car and body worn
camera systems to be replaced every thirty (30) months and interview room systems every
forty-two (42) months. In addition, LensLock offers unlimited redaction by way of their Criminal
Justice Information Systems (CJIS) Level 4 certified employees.
The additional installation services offered by LensLock will include removal of existing in-car
systems and rewiring the vehicle for LensLock’s system. The LensLock proposal best
accomplishes the City’s needs as requested in the RFP and is reasonable for the scope of work
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requested. The recommended contract will implement a design-build, turnkey project which
includes design, provision or all parts and equipment, and installation of the in-car video
system. A contract contingency of $107,400 (which equals ten (10) percent of the total
contract) is requested for related, additional but unforeseen work which may develop during
the project.
An evaluation committee, comprised of city staff from the Police and Information Technology
Departments, convened to review proposals and conduct interviews with the top three scoring
firms. The committee reviewed the firm’s qualifications and submittal in response to the
criteria outlined in the RFP, including work quality, the firm’s experience and effectiveness,
quality and completeness of the proposal, prior performance, the firm’s financial stability and
ability to provide services.
Surveillance Evaluation
(1) A description of the surveillance technology, including how it works and what information it
captures;
The audio/video system will have a comprehensive enterprise Digital Evidence Management
System (DEMS) which is fully integrated with the in-car, interview, and body worn camera
systems that capture audio and video. The system’s metadata will automatically flow into the
evidence management application where video assets are verified as original or exact
duplicates (non-edited data) and managed as evidence.
Global Positioning System (GPS) technology allows for an equipped device’s geographic location
to be ascertained and tracked remotely. For the in-car and body worn camera systems, the
device’s location metadata will help locate where the vehicle or officer was at a specific point in
time when an incident occurs. This is critically important in forensic situations when the
location of the vehicle or officer is in question.
(2) Information on the proposed purpose, use and benefits of the surveillance technology;
Purpose: Across the nation, public outcry has demanded accountability for all levels of law
enforcement. The implementation of in-car, body worn, and interview room systems, supports
law enforcement agencies ability to provide that accountability. In-car, body worn, and
interview room cameras are essential tools for fact-based evidence that provides total
transparency for an officer’s actions in the line of duty. Accurate, transparent reporting of
crime data and use of force incidents is an important way police agencies can build trust and
confidence within the communities they serve.
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Benefits of Usage: The use of in-car, body worn, and interview room systems provides several
potential benefits:
•Officer Safety: The traffic stop is the most common form of civilian interaction with the
police. Using in-car and body worn cameras is a proven way to mitigate potential dangers.
•Agency Liability and Internal Control: In-car, body worn, and interview room cameras are
not only reactive tools that can expedite the internal investigative process and provide
conclusive evidence of guilt or innocence, but they are also proactive in preventing
misconducts as officers and citizens typically conduct themselves more professionally
when being recorded.
•Training and Education: Not only are officers using in-car, body worn and interview room
camera systems as an effective tool for self-critique, but they are also using them as
training resources for new officers. New officers can review their actions with their
training officers immediately after an event occurs and review any positive or negative
police behavior depicted in the recording.
•Transparency and Community Perception: It is expected that all officers be equipped with
body worn cameras, police vehicles be equipped with in-car cameras, and interview
rooms be equipped with cameras. The public recognizes that these camera systems not
only help prevent the abuse of authority, but they also serve as a valuable tool to ensure
the integrity of the agency. This creates trust between the community and their local
police department, as citizens often believe that if their officers are being filmed, they will
not hide anything.
(3) The location or locations where the surveillance technology may be used;
The technology will be used wherever officers and their vehicles are deployed. The technology
will also be used in police facilities and interview rooms.
(4) Existing federal, state and local laws and regulations applicable to the surveillance technology
and the information it captures; the potential impacts on civil liberties and privacy; and proposals
to mitigate and manage any impacts;
The technology is subject to Palo Alto Police Department Policy 446 (“Field Based Video Policy”),
which regulates the use of this equipment. In addition, use of the recordings is subject to
Constitutional and state law limits when used in criminal and civil matters. The recordings are
also subject to public disclosure in some cases pursuant to the California Public Records Act, as
amended by SB 1421 and SB 16.
The Constitution, state laws, City policy, and professional standards balance the use of this
technology in terms of civil liberties and privacy. The combination of the surveillance policy and
established PAPD policy ensure that the technology is only used for legitimate law-enforcement
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purposes. Use of this technology is ultimately subject to the judicial system, which works to
ensure that the technology is used according to law.
(5) The costs for the surveillance technology, including acquisition, maintenance, personnel and
other costs, and current or potential sources of funding.
Without additional services, the ongoing cost of the service will total $1,074,000 or $214,900
annually. The contract will come at a total cost of $1,181,400, including the additional services,
if required. The funding for the contract is from the Capital Budget Project PD-20000 - Police
Video Recording Systems Replacement.
FISCAL/RESOURCE IMPACT
The current revenue and expense budget in the FY 2025 Adopted Capital Budget for the Police
Video Recording Systems Replacement project (PD-20000) is $203,503 for FY 2025. $214,900 is
expected to be the system cost every year (before any additional services). The Department will
use the current proposed funding and make up the difference with the request to transfer
$11,397 from the Supplemental Law Enforcement Services Fund (commonly referred to as COPS)
fund balance to the FY 2025 Capital Budget to fund year one of PD-20000.
Funding for the subsequent years of the contract is already established in the Capital
Improvement Budget for Department Technology Upgrades. This funding was established for the
current system. With this new purchase, additional funds of less than $20,000 each year will be
requested in upcoming budget cycles as needed. This purchase is subscription-based.
Implementation is expecting in Fall of 2024. Ongoing costs are built into the subscription.
STAKEHOLDER ENGAGEMENT
This contract was reviewed and coordinated with internal departments including legal,
procurement, and financial functions to ensure alignment with City policies and procedures.
ENVIRONMENTAL REVIEW
These services do not constitute a project for the purposes of the California Environmental
Quality Act under regulation 15601(b)(3).
ATTACHMENTS
Attachment A: Contract with LensLock, Inc. C24187724
Attachment B: Surveillance Use Policy
APPROVED BY:
Andrew Binder, Police Chief
Professional Services
Rev. Dec.15, 2020
Page 1 of 25
CITY OF PALO ALTO CONTRACT NO. C24187724
AGREEMENT FOR PROFESSIONAL SERVICES
BETWEEN THE CITY OF PALO ALTO AND LENSLOCK, INC.
This Agreement for Professional Services (this “Agreement”) is entered into as of the 17th day of
June, 2024 (the “Effective Date”), by and between the CITY OF PALO ALTO, a California
chartered municipal corporation (“CITY”), and LENSLOCK, INC., a corporation, located at
13125 Danielson Street, Suite 112, Poway, CA 92064 (“CONSULTANT”).
The following recitals are a substantive portion of this Agreement and are fully incorporated herein
by this reference:
RECITALS
A. CITY intends to award a contract (the “Project”) and desires to engage a consultant to
provide and install a SYSTEM for hardware and software which is available in terms of rugged
Mobile Video System (MVS), Body Worn Cameras (BWC’s), and Interview Room (IR) system
and a Digital Evidence Management Software (DEMS). in connection with the Project (the
“Services”, as detailed more fully in Exhibit A).
B. CONSULTANT represents that it, its employees and subconsultants, if any, possess the
necessary professional expertise, qualifications, and capability, and all required licenses and/or
certifications to provide the Services.
C. CITY, in reliance on these representations, desires to engage CONSULTANT to provide
the Services as more fully described in Exhibit A, entitled “SCOPE OF SERVICES”.
NOW, THEREFORE, in consideration of the recitals, covenants, terms, and conditions, in this
Agreement, the parties agree as follows:
SECTION 1. SCOPE OF SERVICES. CONSULTANT shall perform the Services described
in Exhibit A in accordance with the terms and conditions contained in this Agreement. The
performance of all Services shall be to the reasonable satisfaction of CITY.
SECTION 2. TERM.
The term of this Agreement shall be from the date of its full execution through June 16, 2029
unless terminated earlier pursuant to Section 19 (Termination) of this Agreement.
SECTION 3. SCHEDULE OF PERFORMANCE. Time is of the essence in the performance
of Services under this Agreement. CONSULTANT shall complete the Services within the term of
this Agreement and in accordance with the schedule set forth in Exhibit B, entitled “SCHEDULE
OF PERFORMANCE”. Any Services for which times for performance are not specified in this
Agreement shall be commenced and completed by CONSULTANT in a reasonably prompt and
timely manner based upon the circumstances and direction communicated to the CONSULTANT.
CITY’s agreement to extend the term or the schedule for performance shall not preclude recovery
of damages for delay if the extension is required due to the fault of CONSULTANT.
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SECTION 4. NOT TO EXCEED COMPENSATION. The compensation to be paid to
CONSULTANT for performance of the Services shall be based on the compensation structure
detailed in Exhibit C, entitled “COMPENSATION,” including any reimbursable expenses
specified therein, and the maximum total compensation shall not exceed One Million Seventy-
Four Thousand Dollars ($1,074,000.00). The hourly schedule of rates, if applicable, is set out in
Exhibit C-1, entitled “SCHEDULE OF RATES.” Any work performed or expenses incurred for
which payment would result in a total exceeding the maximum compensation set forth in this
Section 4 shall be at no cost to the CITY.
Optional Additional Services Provision (This provision applies only if checked and a
not-to-exceed compensation amount for Additional Services is allocated below under this
Section 4.)
In addition to the not-to-exceed compensation specified above, CITY has set aside the not-
to-exceed compensation amount of One Hundred Seven Thousand Four Hundred
Dollars ($107,400.00.00) for the performance of Additional Services (as defined below).
The total compensation for performance of the Services, Additional Services and any
reimbursable expenses specified in Exhibit C, shall not exceed One Million One Hundred
Eighty-One Thousand Four Hundred Dollars ($1,181,400.00), as detailed in Exhibit C.
“Additional Services” means any work that is determined by CITY to be necessary for the
proper completion of the Project, but which is not included within the Scope of Services
described at Exhibit A. CITY may elect to, but is not required to, authorize Additional
Services up to the maximum amount of compensation set forth for Additional Services in
this Section 4. CONSULTANT shall provide Additional Services only by advanced,
written authorization from CITY as detailed in this Section. Additional Services, if any,
shall be authorized by CITY with a Task Order assigned and authorized by CITY’s Project
Manager, as identified in Section 13 (Project Management). Each Task Order shall be in
substantially the same form as Exhibit A-1, entitled “PROFESSIONAL SERVICES TASK
ORDER”. Each Task Order shall contain a specific scope of services, schedule of
performance and maximum compensation amount, in accordance with the provisions of
this Agreement. Compensation for Additional Services shall be specified by CITY in the
Task Order, based on whichever is lowest: the compensation structure set forth in Exhibit
C, the hourly rates set forth in Exhibit C-1, or a negotiated lump sum.
To accept a Task Order, CONSULTANT shall sign the Task Order and return it to CITY’s
Project Manager within the time specified by the Project Manager, and upon authorization
by CITY (defined as counter-signature by the CITY Project Manager), the fully executed
Task Order shall become part of this Agreement. The cumulative total compensation to
CONSULTANT for all Task Orders authorized under this Agreement shall not exceed the
amount of compensation set forth for Additional Services in this Section 4.
CONSULTANT shall only be compensated for Additional Services performed under an
authorized Task Order and only up to the maximum amount of compensation set forth for
Additional Services in this Section 4. Performance of and payment for any Additional
Services are subject to all requirements and restrictions in this Agreement.
SECTION 5. INVOICES. In order to request payment, CONSULTANT shall submit monthly
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invoices to the CITY describing the Services performed and the applicable charges (including, if
applicable, an identification of personnel who performed the Services, hours worked, hourly rates,
and reimbursable expenses), based upon Exhibit C or, as applicable, CONSULTANT’s schedule
of rates set forth in Exhibit C-1. If applicable, the invoice shall also describe the percentage of
completion of each task. The information in CONSULTANT’s invoices shall be subject to
verification by CITY. CONSULTANT shall send all invoices to CITY’s Project Manager at the
address specified in Section 13 (Project Management) below. CITY will generally process and
pay invoices within thirty (30) days of receipt of an acceptable invoice.
SECTION 6. QUALIFICATIONS/STANDARD OF CARE. All Services shall be performed
by CONSULTANT or under CONSULTANT’s supervision. CONSULTANT represents that it,
its employees and subcontractors, if any, possess the professional and technical personnel
necessary to perform the Services required by this Agreement and that the personnel have
sufficient skill and experience to perform the Services assigned to them. CONSULTANT
represents that it, its employees and subcontractors, if any, have and shall maintain during the term
of this Agreement all licenses, permits, qualifications, insurance and approvals of whatever nature
that are legally required to perform the Services. All Services to be furnished by CONSULTANT
under this Agreement shall meet the professional standard and quality that prevail among
professionals in the same discipline and of similar knowledge and skill engaged in related work
throughout California under the same or similar circumstances.
SECTION 7. COMPLIANCE WITH LAWS. CONSULTANT shall keep itself informed of
and in compliance with all federal, state and local laws, ordinances, regulations, and orders that
may affect in any manner the Project or the performance of the Services or those engaged to
perform Services under this Agreement, as amended from time to time. CONSULTANT shall
procure all permits and licenses, pay all charges and fees, and give all notices required by law in
the performance of the Services.
SECTION 8. ERRORS/OMISSIONS. CONSULTANT is solely responsible for costs,
including, but not limited to, increases in the cost of Services, arising from or caused by
CONSULTANT’s errors and omissions, including, but not limited to, the costs of corrections such
errors and omissions, any change order markup costs, or costs arising from delay caused by the
errors and omissions or unreasonable delay in correcting the errors and omissions.
SECTION 9. COST ESTIMATES. If this Agreement pertains to the design of a public works
project, CONSULTANT shall submit estimates of probable construction costs at each phase of
design submittal. If the total estimated construction cost at any submittal exceeds the CITY’s
stated construction budget by ten percent (10%) or more, CONSULTANT shall make
recommendations to CITY for aligning the Project design with the budget, incorporate CITY
approved recommendations, and revise the design to meet the Project budget, at no additional cost
to CITY.
SECTION 10. INDEPENDENT CONTRACTOR. CONSULTANT acknowledges and agrees
that CONSULTANT and any agent or employee of CONSULTANT will act as and shall be
deemed at all times to be an independent contractor and shall be wholly responsible for the manner
in which CONSULTANT performs the Services requested by CITY under this Agreement.
CONSULTANT and any agent or employee of CONSULTANT will not have employee status
with CITY, nor be entitled to participate in any plans, arrangements, or distributions by CITY
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pertaining to or in connection with any retirement, health or other benefits that CITY may offer its
employees. CONSULTANT will be responsible for all obligations and payments, whether
imposed by federal, state or local law, including, but not limited to, FICA, income tax
withholdings, workers’ compensation, unemployment compensation, insurance, and other similar
responsibilities related to CONSULTANT’s performance of the Services, or any agent or
employee of CONSULTANT providing same. Nothing in this Agreement shall be construed as
creating an employment or agency relationship between CITY and CONSULTANT or any agent
or employee of CONSULTANT. Any terms in this Agreement referring to direction from CITY
shall be construed as providing for direction as to policy and the result of CONSULTANT’s
provision of the Services only, and not as to the means by which such a result is obtained.
SECTION 11. ASSIGNMENT. The parties agree that the expertise and experience of
CONSULTANT are material considerations for this Agreement. CONSULTANT shall not assign
or transfer any interest in this Agreement nor the performance of any of CONSULTANT’s
obligations hereunder without the prior written approval of the City Manager. Any purported
assignment made without the prior written approval of the City Manager will be void and without
effect. Subject to the foregoing, the covenants, terms, conditions and provisions of this Agreement
will apply to, and will bind, the heirs, successors, executors, administrators and assignees of the
parties.
SECTION 12. SUBCONTRACTING.
Option A: No Subcontractor: CONSULTANT shall not subcontract any portion of the
Services to be performed under this Agreement without the prior written authorization of the City
Manager or designee. In the event CONSULTANT does subcontract any portion of the work to
be performed under this Agreement, CONSULTANT shall be fully responsible for all acts and
omissions of subcontractors.
Option B: Subcontracts Authorized: Notwithstanding Section 11 (Assignment) above, CITY
agrees that subcontractors may be used to complete the Services. The subcontractors authorized
by CITY to perform work on this Project are:
CONSULTANT shall be responsible for directing the work of any subcontractors and for any
compensation due to subcontractors. CITY assumes no responsibility whatsoever concerning
compensation of subcontractors. CONSULTANT shall be fully responsible to CITY for all acts
and omissions of subcontractors. CONSULTANT shall change or add subcontractors only with
the prior written approval of the City Manager or designee.
SECTION 13. PROJECT MANAGEMENT. CONSULTANT will assign Kenzie Erickson,
Email: kke@lenslock.com as the CONSULTANT’s Project Manager to have supervisory
responsibility for the performance, progress, and execution of the Services and represent
CONSULTANT during the day-to-day performance of the Services. If circumstances cause the
substitution of the CONSULTANT’s Project Manager or any other of CONSULTANT’s key
personnel for any reason, the appointment of a substitute Project Manager and the assignment of
any key new or replacement personnel will be subject to the prior written approval of the CITY’s
Project Manager. CONSULTANT, at CITY’s request, shall promptly remove CONSULTANT
personnel who CITY finds do not perform the Services in an acceptable manner, are uncooperative,
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or present a threat to the adequate or timely completion of the Services or a threat to the safety of
persons or property.
CITY’s Project Manager is Nicole Frazier, Police Department, Technical Services Division, 250
Hamilton Ave., Palo Alto, CA, 94301, Telephone: 650-329-2331. CITY’s Project Manager will
be CONSULTANT’s point of contact with respect to performance, progress and execution of the
Services. CITY may designate an alternate Project Manager from time to time.
SECTION 14. OWNERSHIP OF MATERIALS. All work product, including without
limitation, all writings, drawings, studies, sketches, photographs, plans, reports, specifications,
computations, models, recordings, data, documents, and other materials and copyright interests
developed under this Agreement, in any form or media, shall be and remain the exclusive property
of CITY without restriction or limitation upon their use. CONSULTANT agrees that all copyrights
which arise from creation of the work product pursuant to this Agreement are vested in CITY, and
CONSULTANT hereby waives and relinquishes all claims to copyright or other intellectual
property rights in favor of CITY. Neither CONSULTANT nor its subcontractors, if any, shall
make any of such work product available to any individual or organization without the prior written
approval of the City Manager or designee. CONSULTANT makes no representation of the
suitability of the work product for use in or application to circumstances not contemplated by the
Scope of Services.
SECTION 15. AUDITS. CONSULTANT agrees to permit CITY and its authorized
representatives to audit, at any reasonable time during the term of this Agreement and for four (4)
years from the date of final payment, CONSULTANT’s records pertaining to matters covered by
this Agreement, including without limitation records demonstrating compliance with the
requirements of Section 10 (Independent Contractor). CONSULTANT further agrees to maintain
and retain accurate books and records in accordance with generally accepted accounting principles
for at least four (4) years after the expiration or earlier termination of this Agreement or the
completion of any audit hereunder, whichever is later.
SECTION 16. INDEMNITY.
16.1. To the fullest extent permitted by law, CONSULTANT shall indemnify,
defend, and hold harmless CITY, its Council members, officers, employees, and agents (each an
“Indemnified Party”) from and against any and all demands, claims, or liability of any nature,
including death or injury to any person, property damage, or any other loss, including all costs
and expenses of whatever nature including attorney’s fees, experts' fees, court costs, and
disbursements (“Claims”), resulting from, arising out of, or in any manner related to the
performance or non-performance by CONSULTANT, its officers, employees, agents, or
contractors under this Agreement, regardless of whether or not it is caused in part by an
Indemnified Party.
16.2. To the fullest extent permitted by law, CITY shall indemnify, defend, and
hold harmless CONSULTANT, its officers, employees, and agents (each an “Indemnified Party”)
from and against any and all demands, claims, or liability of any nature, including death or injury
to any person, property damage, or any other loss, including all costs and expenses of whatever
nature including attorney’s fees, experts' fees, court costs, and disbursements (“Claims”), resulting
from, arising out of, or in any manner related to the performance or non-performance by CITY, its
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officers, employees, agents, or contractors under this Agreement, regardless of whether or not it is
caused in part by an Indemnified Party.
16.3. The acceptance of CONSULTANT’s Services and duties by CITY shall not
operate as a waiver of the right of indemnification. The provisions of this Section 16 shall survive
the expiration or early termination of this Agreement.
SECTION 17. WAIVERS. No waiver of a condition or nonperformance of an obligation under
this Agreement is effective unless it is in writing in accordance with Section 29.4 of this
Agreement. No delay or failure to require performance of any provision of this Agreement shall
constitute a waiver of that provision as to that or any other instance. Any waiver granted shall
apply solely to the specific instance expressly stated. No single or partial exercise of any right or
remedy will preclude any other or further exercise of any right or remedy.
SECTION 18. INSURANCE.
18.1. CONSULTANT, at its sole cost and expense, shall obtain and maintain, in
full force and effect during the term of this Agreement, the insurance coverage described in Exhibit
D, entitled “INSURANCE REQUIREMENTS”. CONSULTANT and its contractors, if any, shall
obtain a policy endorsement naming CITY as an additional insured under any general liability or
automobile policy or policies.
18.2. All insurance coverage required hereunder shall be provided through
carriers with AM Best’s Key Rating Guide ratings of A-:VII or higher which are licensed or
authorized to transact insurance business in the State of California. Any and all contractors of
CONSULTANT retained to perform Services under this Agreement will obtain and maintain, in
full force and effect during the term of this Agreement, identical insurance coverage, naming CITY
as an additional insured under such policies as required above.
18.3. Certificates evidencing such insurance shall be filed with CITY
concurrently with the execution of this Agreement. The certificates will be subject to the approval
of CITY’s Risk Manager and will contain an endorsement stating that the insurance is primary
coverage and will not be canceled, or materially reduced in coverage or limits, by the insurer except
after filing with the Purchasing Manager thirty (30) days’ prior written notice of the cancellation
or modification. If the insurer cancels or modifies the insurance and provides less than thirty (30)
days’ notice to CONSULTANT, CONSULTANT shall provide the Purchasing Manager written
notice of the cancellation or modification within two (2) business days of the CONSULTANT’s
receipt of such notice. CONSULTANT shall be responsible for ensuring that current certificates
evidencing the insurance are provided to CITY’s Chief Procurement Officer during the entire term
of this Agreement.
18.4. The procuring of such required policy or policies of insurance will not be
construed to limit CONSULTANT’s liability hereunder nor to fulfill the indemnification
provisions of this Agreement. Notwithstanding the policy or policies of insurance,
CONSULTANT will be obligated for the full and total amount of any damage, injury, or loss
caused by or directly arising as a result of the Services performed under this Agreement, including
such damage, injury, or loss arising after the Agreement is terminated or the term has expired.
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SECTION 19. TERMINATION OR SUSPENSION OF AGREEMENT OR SERVICES.
19.1. The City Manager may suspend the performance of the Services, in whole
or in part, or terminate this Agreement, with or without cause, by giving ten (10) days prior written
notice thereof to CONSULTANT. If CONSULTANT fails to perform any of its material
obligations under this Agreement, in addition to all other remedies provided under this Agreement
or at law, the City Manager may terminate this Agreement sooner upon written notice of
termination. Upon receipt of any notice of suspension or termination, CONSULTANT will
discontinue its performance of the Services on the effective date in the notice of suspension or
termination.
19.2. In event of suspension or termination, CONSULTANT will deliver to the
City Manager on or before the effective date in the notice of suspension or termination, any and
all work product, as detailed in Section 14 (Ownership of Materials), whether or not completed,
prepared by CONSULTANT or its contractors, if any, in the performance of this Agreement. Such
work product is the property of CITY, as detailed in Section 14 (Ownership of Materials).
19.3. In event of suspension or termination, CONSULTANT will be paid for the
Services rendered and work products delivered to CITY in accordance with the Scope of Services
up to the effective date in the notice of suspension or termination; provided, however, if this
Agreement is suspended or terminated on account of a default by CONSULTANT, CITY will be
obligated to compensate CONSULTANT only for that portion of CONSULTANT’s Services
provided in material conformity with this Agreement as such determination is made by the City
Manager acting in the reasonable exercise of his/her discretion. The following Sections will
survive any expiration or termination of this Agreement: 14, 15, 16, 17, 19.2, 19.3, 19.4, 20, 25,
27, 28, 29 and 30.
19.4. No payment, partial payment, acceptance, or partial acceptance by CITY
will operate as a waiver on the part of CITY of any of its rights under this Agreement, unless made
in accordance with Section 17 (Waivers).
SECTION 20. NOTICES.
All notices hereunder will be given in writing and mailed, postage prepaid, by
certified mail, addressed as follows:
To CITY: Office of the City Clerk
City of Palo Alto
Post Office Box 10250
Palo Alto, CA 94303
With a copy to the Purchasing Manager
To CONSULTANT: Attention of the Project Manager at the address of
CONSULTANT recited on the first page of this Agreement.
CONSULTANT shall provide written notice to CITY of any change of address.
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SECTION 21. CONFLICT OF INTEREST.
21.1. In executing this Agreement, CONSULTANT covenants that it presently
has no interest, and will not acquire any interest, direct or indirect, financial or otherwise, which
would conflict in any manner or degree with the performance of the Services.
21.2. CONSULTANT further covenants that, in the performance of this
Agreement, it will not employ subcontractors or other persons or parties having such an interest.
CONSULTANT certifies that no person who has or will have any financial interest under this
Agreement is an officer or employee of CITY; this provision will be interpreted in accordance
with the applicable provisions of the Palo Alto Municipal Code and the Government Code of the
State of California, as amended from time to time. CONSULTANT agrees to notify CITY if any
conflict arises.
21.3. If the CONSULTANT meets the definition of a “Consultant” as defined by
the Regulations of the Fair Political Practices Commission, CONSULTANT will file the
appropriate financial disclosure documents required by the Palo Alto Municipal Code and the
Political Reform Act of 1974, as amended from time to time.
SECTION 22. NONDISCRIMINATION; COMPLIANCE WITH ADA.
22.1. As set forth in Palo Alto Municipal Code Section 2.30.510, as amended
from time to time, CONSULTANT certifies that in the performance of this Agreement, it shall not
discriminate in the employment of any person due to that person’s race, skin color, gender, gender
identity, age, religion, disability, national origin, ancestry, sexual orientation, pregnancy, genetic
information or condition, housing status, marital status, familial status, weight or height of such
person. CONSULTANT acknowledges that it has read and understands the provisions of Section
2.30.510 of the Palo Alto Municipal Code relating to Nondiscrimination Requirements and the
penalties for violation thereof, and agrees to meet all requirements of Section 2.30.510 pertaining
to nondiscrimination in employment.
22.2. CONSULTANT understands and agrees that pursuant to the Americans
Disabilities Act (“ADA”), programs, services and other activities provided by a public entity to
the public, whether directly or through a contractor or subcontractor, are required to be accessible
to the disabled public. CONSULTANT will provide the Services specified in this Agreement in a
manner that complies with the ADA and any other applicable federal, state and local disability
rights laws and regulations, as amended from time to time. CONSULTANT will not discriminate
against persons with disabilities in the provision of services, benefits or activities provided under
this Agreement.
SECTION 23. ENVIRONMENTALLY PREFERRED PURCHASING AND ZERO
WASTE REQUIREMENTS. CONSULTANT shall comply with the CITY’s Environmentally
Preferred Purchasing policies which are available at CITY’s Purchasing Department, hereby
incorporated by reference and as amended from time to time. CONSULTANT shall comply with
waste reduction, reuse, recycling and disposal requirements of CITY’s Zero Waste Program. Zero
Waste best practices include, first, minimizing and reducing waste; second, reusing waste; and,
third, recycling or composting waste. In particular, CONSULTANT shall comply with the
following Zero Waste requirements:
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(a)All printed materials provided by CONSULTANT to CITY generated from a
personal computer and printer including but not limited to, proposals, quotes, invoices, reports,
and public education materials, shall be double-sided and printed on a minimum of 30% or greater
post-consumer content paper, unless otherwise approved by CITY’s Project Manager. Any
submitted materials printed by a professional printing company shall be a minimum of 30% or
greater post-consumer material and printed with vegetable-based inks.
(b)Goods purchased by CONSULTANT on behalf of CITY shall be purchased in
accordance with CITY’s Environmental Purchasing Policy including but not limited to Extended
Producer Responsibility requirements for products and packaging. A copy of this policy is on file
at the Purchasing Department’s office.
(c)Reusable/returnable pallets shall be taken back by CONSULTANT, at no
additional cost to CITY, for reuse or recycling. CONSULTANT shall provide documentation from
the facility accepting the pallets to verify that pallets are not being disposed.
SECTION 24. COMPLIANCE WITH PALO ALTO MINIMUM WAGE ORDINANCE.
CONSULTANT shall comply with all requirements of the Palo Alto Municipal Code Chapter 4.62
(Citywide Minimum Wage), as amended from time to time. In particular, for any employee
otherwise entitled to the State minimum wage, who performs at least two (2) hours of work in a
calendar week within the geographic boundaries of the City, CONSULTANT shall pay such
employees no less than the minimum wage set forth in Palo Alto Municipal Code Section 4.62.030
for each hour worked within the geographic boundaries of the City of Palo Alto. In addition,
CONSULTANT shall post notices regarding the Palo Alto Minimum Wage Ordinance in
accordance with Palo Alto Municipal Code Section 4.62.060.
SECTION 25. NON-APPROPRIATION. This Agreement is subject to the fiscal provisions of
the Charter of the City of Palo Alto and the Palo Alto Municipal Code, as amended from time to
time. This Agreement will terminate without any penalty (a) at the end of any fiscal year in the
event that funds are not appropriated for the following fiscal year, or (b) at any time within a fiscal
year in the event that funds are only appropriated for a portion of the fiscal year and funds for this
Agreement are no longer available. This Section shall take precedence in the event of a conflict
with any other covenant, term, condition, or provision of this Agreement.
SECTION 26. PREVAILING WAGES AND DIR REGISTRATION FOR PUBLIC
WORKS CONTRACTS.
26.1. This Project is not subject to prevailing wages and related
requirements. CONSULTANT is not required to pay prevailing wages and meet related
requirements under the California Labor Code and California Code of Regulations in the
performance and implementation of the Project if the contract:
(1)is not a public works contract;
(2)is for a public works construction project of $25,000 or less, per California
Labor Code Sections 1782(d)(1), 1725.5(f) and 1773.3(j); or
(3)is for a public works alteration, demolition, repair, or maintenance project of
$15,000 or less, per California Labor Code Sections 1782(d)(1), 1725.5(f) and
1773.3(j).
SECTION 27. CLAIMS PROCEDURE FOR “9204 PUBLIC WORKS PROJECTS”. For
purposes of this Section 27, a “9204 Public Works Project” means the erection, construction,
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alteration, repair, or improvement of any public structure, building, road, or other public
improvement of any kind. (Cal. Pub. Cont. Code § 9204.) Per California Public Contract Code
Section 9204, for Public Works Projects, certain claims procedures shall apply, as set forth in
Exhibit F, entitled “Claims for Public Contract Code Section 9204 Public Works Projects”.
This Project is not a 9204 Public Works Project.
SECTION 28. CONFIDENTIAL INFORMATION.
28.1. In the performance of this Agreement, CONSULTANT may have access to
CITY’s Confidential Information (defined below). CONSULTANT will hold Confidential
Information in strict confidence, not disclose it to any third party, and will use it only for the
performance of its obligations to CITY under this Agreement and for no other purpose.
CONSULTANT will maintain reasonable and appropriate administrative, technical and physical
safeguards to ensure the security, confidentiality and integrity of the Confidential Information.
Notwithstanding the foregoing, CONSULTANT may disclose Confidential Information to its
employees, agents and subcontractors, if any, to the extent they have a need to know in order to
perform CONSULTANT’s obligations to CITY under this Agreement and for no other purpose,
provided that the CONSULTANT informs them of, and requires them to follow, the confidentiality
and security obligations of this Agreement.
28.2. “Confidential Information” means all data, information (including without
limitation “Personal Information” about a California resident as defined in Civil Code Section
1798 et seq., as amended from time to time) and materials, in any form or media, tangible or
intangible, provided or otherwise made available to CONSULTANT by CITY, directly or
indirectly, pursuant to this Agreement. Confidential Information excludes information that
CONSULTANT can show by appropriate documentation: (i) was publicly known at the time it
was provided or has subsequently become publicly known other than by a breach of this
Agreement; (ii) was rightfully in CONSULTANT’s possession free of any obligation of
confidence prior to receipt of Confidential Information; (iii) is rightfully obtained by
CONSULTANT from a third party without breach of any confidentiality obligation; (iv) is
independently developed by employees of CONSULTANT without any use of or access to the
Confidential Information; or (v) CONSULTANT has written consent to disclose signed by an
authorized representative of CITY.
28.3. Notwithstanding the foregoing, CONSULTANT may disclose Confidential
Information to the extent required by order of a court of competent jurisdiction or governmental
body, provided that CONSULTANT will notify CITY in writing of such order immediately upon
receipt and prior to any such disclosure (unless CONSULTANT is prohibited by law from doing
so), to give CITY an opportunity to oppose or otherwise respond to such order.
28.4. CONSULTANT will notify City promptly upon learning of any breach in
the security of its systems or unauthorized disclosure of, or access to, Confidential Information in
its possession or control, and if such Confidential Information consists of Personal Information,
CONSULTANT will provide information to CITY sufficient to meet the notice requirements of
Civil Code Section 1798 et seq., as applicable, as amended from time to time.
28.5. Prior to or upon termination or expiration of this Agreement,
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CONSULTANT will honor any request from the CITY to return or securely destroy all copies of
Confidential Information. All Confidential Information is and will remain the property of the CITY
and nothing contained in this Agreement grants or confers any rights to such Confidential
Information on CONSULTANT.
28.6. If selected in Section 30 (Exhibits), this Agreement is also subject to the
terms and conditions of the Information Privacy Policy and Cybersecurity Terms and Conditions.
SECTION 29. MISCELLANEOUS PROVISIONS.
29.1. This Agreement will be governed by California law, without regard to its
conflict of law provisions.
29.2. In the event that an action is brought, the parties agree that trial of such
action will be vested exclusively in the state courts of California in the County of Santa Clara,
State of California.
29.3. The prevailing party in any action brought to enforce the provisions of this
Agreement may recover its reasonable costs and attorneys’ fees expended in connection with that
action. The prevailing party shall be entitled to recover an amount equal to the fair market value
of legal services provided by attorneys employed by it as well as any attorneys’ fees paid to third
parties.
29.4. This Agreement, including all exhibits, constitutes the entire and integrated
agreement between the parties with respect to the subject matter of this Agreement, and supersedes
all prior agreements, negotiations, representations, statements and undertakings, either oral or
written. This Agreement may be amended only by a written instrument, which is signed by the
authorized representatives of the parties and approved as required under Palo Alto Municipal
Code, as amended from time to time.
29.5. If a court of competent jurisdiction finds or rules that any provision of this
Agreement is void or unenforceable, the unaffected provisions of this Agreement will remain in
full force and effect.
29.6. In the event of a conflict between the terms of this Agreement and the
exhibits hereto (per Section 30) or CONSULTANT’s proposal (if any), the Agreement shall
control. In the event of a conflict between the exhibits hereto and CONSULTANT’s proposal (if
any), the exhibits shall control.
29.7. The provisions of all checked boxes in this Agreement shall apply to this
Agreement; the provisions of any unchecked boxes shall not apply to this Agreement.
29.8. All section headings contained in this Agreement are for convenience and
reference only and are not intended to define or limit the scope of any provision of this Agreement.
29.9. This Agreement may be signed in multiple counterparts, which, when
executed by the authorized representatives of the parties, shall together constitute a single binding
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agreement.
SECTION 30. EXHIBITS. Each of the following exhibits, if the check box for such exhibit is
selected below, is hereby attached and incorporated into this Agreement by reference as though
fully set forth herein:
EXHIBIT A: SCOPE OF SERVICES
EXHIBIT A-1 PROFESSIONAL SERVICES TASK ORDER
EXHIBIT B: SCHEDULE OF PERFORMANCE
EXHIBIT C: COMPENSATION
EXHIBIT C-1: SCHEDULE OF RATES
EXHIBIT D: INSURANCE REQUIREMENTS
EXHIBIT E: INFORMATION PRIVACY POLICY
EXHIBIT F: CYBERSECURITY TERMS AND CONDITIONS
THIS AGREEMENT IS NOT COMPLETE UNLESS ALL SELECTED EXHIBITS
ARE ATTACHED.
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CONTRACT NO. C24187724 SIGNATURE PAGE
IN WITNESS WHEREOF, the parties hereto have by their duly authorized representatives
executed this Agreement as of the date first above written.
CITY OF PALO ALTO
____________________________
City Manager
APPROVED AS TO FORM:
__________________________
City Attorney or designee
LENSLOCK, INC.
By:_____________________________
Name:__________________________
Title:___________________________
By:____________________________
Name:_________________________
Title:__________________________
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EXHIBIT A
SCOPE OF SERVICES
CONSULTANT shall provide the Services detailed in this Exhibit A, entitled “SCOPE OF
SERVICES”. Notwithstanding any provision herein to the contrary, CONSULTANT’s duties
and services described in this Scope of Services shall not include preparing or assisting CITY
with any portion of CITY’s preparation of a request for proposals, request for qualifications, or
any other solicitation regarding a subsequent or additional contract with CITY. CITY shall at all
times retain responsibility for public contracting, including with respect to any subsequent phase
of this project. CONSULTANT’s participation in the planning, discussions, or drawing of
project plans or specifications shall be limited to conceptual, preliminary, or initial plans or
specifications. CONSULTANT shall cooperate with CITY to ensure that all bidders for a
subsequent contract on any subsequent phase of this project have access to the same information,
including all conceptual, preliminary, or initial plans or specifications prepared by
CONSULTANT pursuant to this Scope of Services.
Body Worn Camera (BWC), Security Camera Systems, and In Car Video Services herein
shall be performed under the direction of the Palo Alto Police Department’s
(DEPARTMENT) Technical Service Division (TSD) Director, or their designee, and shall
perform the Services in cooperation with DEPARTMENT personnel. LensLock
(CONTRACTOR) shall provide a comprehensive service offering including, but not limited
to, hardware/software, data storage, and professional services in accordance with the
following requirements:
1.Hardware
a.CONTRACTOR shall provide ninety (90) Eagle 13 Body Worn Cameras (BWC).
b.CONTRACTOR shall provide unlimited BWC mounts, and accessories as
reasonably requested by DEPARTMENT.
c.CONTRACTOR shall provide thirty-five (35) Bluetooth Integrated Technology
System (BITS) auto activation devices.
d.CONTRACTOR shall provide unlimited Dock and Go BWC docking stations at
no cost to DEPARTMENT.
e.CONTRACTOR shall provide thirty-five (35) Hawk 6 In Car Video (ICC)
Systems
f.CONTRACTOR shall provide fifteen (15) Interview Room (IR) Packages that
include all cameras, audio, install, remote access, and support
g.CONTRACTOR shall provide one hundred and forty (140) LensLock Unlimited
warranty replacements on all equipment.
h.All equipment shall be supplied by CONTRACTOR during the Contract.
DEPARTMENT shall assume ownership of all equipment at Contract
termination, regardless of the amount of the equipment.
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2.Software
a.CONTRACTOR shall provide all software subscriptions and software
maintenance included within the Contract’s annual payment.
i.CONTRACTOR shall provide unlimited access to CONTRACTOR’s
online platform services and customized mobile app.
b.CONTRACTOR’s online platform services shall provide an intuitive, ease-of-use
dynamic “roles and permissions” based dashboard/management console to
manage stored data. Search functions shall include the ability to search by officer
name, case number, location, data, event category, device ID, vehicle, room or
other tags customizable by the DEPARTMENT.
c.CONTRACTOR’s online platform services shall accept multiple types of
evidence, from multiple sources including, but not limited to, audio and video
files and digital photographs.
d.CONTRACTOR’s online platform services shall provide categorized data based
on customized crime activity labels with adjoining retention policies as set by the
DEPARTMENT.
i.CONTRACTOR’s online platform services shall provide a configurable
structure which automatically manage digital evidence based on the type
of event and retention period by the DEPARTMENT.
e.CONTRACTOR’s online platform services shall provide for secure digital
sharing of evidence, both internally and externally, without data loss or altering
shared data, other than redacted video, outside the DEPARTMENT to approved
destinations. CONTRACTOR shall maintain original copy of all redacted
evidence.
i.Approved destinations shall be able to view and store data within the data
management software and shall receive notifications when data is available
to view or is set to expire.
ii.Chain-of-custody shall be logged and auditable; access to evidence,
including the ability of third parties to view, duplicate, re-share, or
download shall be controlled by the DEPARTMENT.
f.CONTRACTOR’s online platform services shall perform materially with an
uptime percentage of no less than 99.9% and professional services shall be
performed in a timely and professional manner by qualified personnel with the
technical skills, training, and experience to perform such Services.
i.CONTRACTOR shall provide DEPARTMENT permission to access and
make changes to the BWCS’ & ICC’s operations through the online
platform services.
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3.Professional Services & Special Considerations
a.CONTRACTOR shall replace all BWCs, every thirty (30) months during the
Contract term.
b.CONTRACTOR shall replace all ICCs, every thirty (30) months during the
Contract term.
c.CONTRACTOR shall replace all Interview Room Cameras, every forty-two (42)
months during the Contract term.
d.CONTRACTOR shall provide a warranty in accordance with the Limited
warranty Section. CONTRACTOR shall provide the details of all warranties,
such as limited and extended warranties, which are applicable to the services and
equipment being provided to the DEPARTMENT.
e.CONTRACTOR shall provide Computer Aided Dispatch (CAD) integration
i.All footage shall include attached metadata including, but not limited to,
user, case numbers, date and time, locations, and other available data
customizable by the City.
f.CONTRACTOR shall provide unlimited professional grade outsourced redaction
at no cost to DEPARTMENT.
i.Any additional features or functionality associated with CONTRACTOR’s
BWCS or online platform services may be communicated by
DEPARTMENT to CONTRACTOR on an on-going basis. However, any
requests for additional equipment and implementation of new or additional
services, must be pre-authorized by DEPARTMENT and any additional
fees or amendments to the contract shall only be executed, in writing, upon
approval or delegated authority by the City.
CONTRACTOR shall provide Project Manager and key personnel who will be responsible for
project oversight and delivery of the SYSTEM. The Project Manager shall be the single point of
contact for the DEPARTMENT and will be responsible for the management, implementation,
and on-going troubleshooting of the SYSTEM during installation. The Project Manager shall
coordinate efforts with the DEPARTMENT designee. The Project Manager will develop, in
consultation with the DEPARTMENT, a detailed implementation plan for the SYSTEM. The
project timeline and implementation plan shall include details for all phases of activity for the
project including all deliverables and major milestones.
1.Data Storage & Security
a.The terms and conditions contained in SERVICES TERMS, are incorporated
herein as though fully set forth.
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b.CONTRACTOR shall provide unlimited and scalable Cloud data storage via
Microsoft Azure.
c.Uptime percentage shall be no less than 99.9%.
d.Cloud service shall provide chain-of-custody reports, detailed audit logs, and
workflow procedures that protect against unauthorized access or accidental
deletion of videos.
e.CONTRACTOR’s data storage facility must be located within the contiguous
United States of America.
i.Software shall require individual accounts per user, and roles and
permission continuum to ensure data security and integrity. Group
permission access levels shall be customizable by DEPARTMENT and
shall be available to assign to multiple users.
f.CONTRACTOR must meet Criminal Justice Information Services (CJIS)
Security Policy compliancy and be aware of all Federal Bureau of Investigation
(FBI) – CJIS Security addendums. CONTRACTOR shall sign specific
agreements with the DEPARTMENT as the Contracted Government Agency
(CGA) for the purposes of providing services. The agreement incorporates a
security addendum certification form signed by the CONTRACTOR and
CONTRACTOR’s personnel.
g.CONTRACTOR must retain employee records and fingerprints of all personnel
with access to City data. CONTRACTOR shall have each personnel sign the
FBI/CJIS security addended Certification Form and shall maintain these records
on file for the duration of employment and shall be made available to the
DEPARTMENT upon request.
i.Ownership of Documents, DEPARTMENT shall own all rights to the
data, including but not limited to, metadata, audio, and video stored at the
CONTRACTOR’s host site, (if applicable) with no transfer, conveyance,
assignment, or sharing of data ownership to/with the hosting provider.
ii.At the end of the Contract term the DEPARTMENT does not renew the
Contract, the CONTRACTOR shall provide the DEPARTMENT a
complete leave-behind solution including the following:
1.On-premises archive inclusive of all data, including video,
spanning the life of the Contract.
2.Data must be cataloged in a readily identifiable and usable manner
(file type) and shall be searchable by criteria (i.e. DR#, Deputy
Name/ID, Date/Time).
3.Data must be delivered in an expeditious manner, as requested by
City, in order not to lose captured video evidence before retention
policies cause a deletion of evidence prior to getting the data on-
premises.
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4.Allowance of entry back into the system until confirmation all
evidence has been transferred or provided on flash drives/DVD’s
that have been tested and cataloged.
5.Delivery of a solution interface including users and data
management functionality.
6.Solution shall be self-contained and comprised of modern server and
storage hardware.
7.Provide mass data transfer capabilities via S3 storage targets
originating for the CONTRACTOR cloud platform (or Cloud
provider).
8.Adequate time shall be allotted for this process after termination of
the Contract, based on the amount of data retained by the
CONTRACTOR.
9.CONTRACTOR will import the DEPARTMENT’s existing ICC
and BWC video data, stored within on-premise servers to the
CONTRACTOR’s cloud based storage solution.
2.Training & Support
a.CONTRACTOR shall provide a team of specialized client service managers for
all ICC, IR, and BWC questions and/or concerns. CONTRACTOR shall provide
a plan for in-depth technical training for administrators on system components
which shall include the use and management of the ICCs, IRs, BWCs, and Digital
Evidence Management System (DEMS).
b. CONTRACTOR shall provide on-site implementation and all training services at
no cost to DEPARTMENT.
i.During ICC, IR, and BWC implementation, CONTRACTOR shall
communicate weekly at minimum with the TSD Director, or their designee,
to provide implementation status updates.
c.Technical support services shall be provided twenty-four (24) hours, seven (7)
days per week, three hundred and sixty-five days (365) per year (366 days per
leap year), via telephone, email, and live chat at no additional cost to
DEPARTMENT.
d.CONTRACTOR shall respond (on-site and/or remote) and resolve technical
support issues within the following timeframes:
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Severity
Level Status Impact Response
Time
Resolve
Time
Level 1 Critical
Disruption to whole
organization (Service
Down) <30
Minutes
ASAP
0-4 Hours
Level 2 Important
Severe impact on
service availability
(Service degraded or unusable)
<30
Minutes
ASAP
0-4 Hours
Level 3 Normal
Non-Critical
(Service degraded
with no impact to
service availability)
<4 Hours Next Day
e.Failure to provide services, data storage, and/or access to the CONTRACTOR’s
online platform services and customized mobile app, due to matters within the
CONTRACTOR’s control, within the agreed upon timeframes, may incur $250.00
per day in liquidated damages until fully functional.
f.CONTRACTOR shall provide all labor, materials, transportation, supervision, and
management to fulfill the requirements of the Contract as established herein.
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EXHIBIT A-1
PROFESSIONAL SERVICES TASK ORDER
CONSULTANT shall perform the Services detailed below in accordance with all the terms and
conditions of the Agreement referenced in Item 1A below. All exhibits referenced in Item 8 are
incorporated into this Task Order by this reference. CONSULTANT shall furnish the necessary facilities,
professional, technical and supporting personnel required by this Task Order as described below.
CONTRACT NO.
OR PURCHASE ORDER REQUISITION NO. (AS APPLICABLE)
1A. MASTER AGREEMENT NO. (MAY BE SAME AS CONTRACT / P.O. NO. ABOVE):
1B. TASK ORDER NO.:
2. CONSULTANT NAME:
3. PERIOD OF PERFORMANCE: START: COMPLETION:
4 TOTAL TASK ORDER PRICE: $__________________
BALANCE REMAINING IN MASTER AGREEMENT/CONTRACT $_______________
5. BUDGET CODE_______________
COST CENTER________________
COST ELEMENT______________
WBS/CIP__________
PHASE__________
6.CITY PROJECT MANAGER’S NAME & DEPARTMENT:_____________________________________
7. DESCRIPTION OF SCOPE OF SERVICES (Attachment A)
MUST INCLUDE:
SERVICES AND DELIVERABLES TO BE PROVIDED
SCHEDULE OF PERFORMANCE
MAXIMUM COMPENSATION AMOUNT AND RATE SCHEDULE (as applicable)
REIMBURSABLE EXPENSES, if any (with “not to exceed” amount)
8.ATTACHMENTS: A: Task Order Scope of Services B (if any): _____________________________
I hereby authorize the performance of the
work described in this Task Order.
APPROVED:
CITY OF PALO ALTO
BY:____________________________________
Name __________________________________
Title___________________________________
Date ___________________________________
I hereby acknowledge receipt and acceptance of this
Task Order and warrant that I have authority to
sign on behalf of Consultant.
APPROVED:
COMPANY NAME: ______________________
BY:____________________________________
Name __________________________________
Title___________________________________
Date ___________________________________
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EXHIBIT B
SCHEDULE OF PERFORMANCE
CONSULTANT shall perform the Services as specified in Exhibit A, Scope of Services as directed
by the department.
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EXHIBIT C
COMPENSATION
CITY agrees to compensate CONSULTANT for the Services performed in accordance with the
terms and conditions of this Agreement, including Services, any specified reimbursable expenses,
and Additional Services (if any, per Section 4 of the Agreement), based on the hourly rate schedule
attached as Exhibit C-1.
The compensation to be paid to CONSULTANT under this Agreement for all Services, any
specified reimbursable expenses, and Additional Services (if any, per Section 4), shall not exceed
the amount(s) stated in Section 4 of this Agreement. CONSULTANT agrees to complete all
Services, any specified reimbursable expenses, and Additional Services (if any, per Section 4),
within this/these amount(s). Any work performed or expenses incurred for which payment would
result in a total exceeding the maximum amount of compensation set forth in this Agreement shall
be at no cost to the CITY.
REIMBURSABLE EXPENSES
CONSULTANT’S ordinary business expenses, such as administrative, overhead,
administrative support time/overtime, information systems, software and hardware,
photocopying, telecommunications (telephone, internet), in-house printing, insurance and
other ordinary business expenses, are included within the scope of payment for Services and
are not reimbursable expenses hereunder.
Reimbursable expenses, if any are specified as reimbursable under this section, will be
reimbursed at actual cost. The expenses (by type, e.g. travel) for which CONSULTANT will
be reimbursed are: NONE up to the not-to-exceed amount of: $0.00.
A. Travel outside the San Francisco Bay Area, including transportation and meals, if
specified as reimbursable, will be reimbursed at actual cost subject to the City of Palo Alto’s
policy for reimbursement of travel and meal expenses.
B. Long distance telephone service charges, cellular phone service charges, facsimile
transmission and postage charges, if specified as reimbursable, will be reimbursed at actual
cost.
All requests for reimbursement of expenses, if any are specified as reimbursable under this
section, shall be accompanied by appropriate backup documentation and information.
Professional Services
Rev. Dec.15, 2020
Page 2 of 25
EXHIBIT C-1
SCHEDULE OF RATES
CONSULTANT’s schedule of rates is as follows:
Subscription Details Per year cost 5-year total
Number of DEM users (100 Users) $0 $0
Subscription fee per DEM user per month $0 $0
Number of officers with an assigned Body
Worn Camera (BWC) (90 BWCs)
90 90
Subscription fee per BWC = $83.25 $89,910.00 $449,550.00
Number of Mobile Video (MAV) systems
(35 Officers)
35 35
Subscription fee per MAV per month =
$158.25
$66,465.00 $332,325.00
Subscription fee per Interview Room (IR)
system = $3,895.00 per IR per year
Subscription fee per IR per month $58,425.00 $292,125.00
Cloud share fee $0 $0
Cloud storage fee $0 $0
Other required subscription fee per month $0 $0
Annual Subscription Costs
(These fees transfer to the License /
Subscription fee entry above) $214,800.00 $ 1,074,000.00
Additional Services Section 4 $ 107,400.00
Total Not Exceed for 5 years $1,181,400.00
Professional Services
Rev. Dec.15, 2020
Page 3 of 25
EXHIBIT D
INSURANCE REQUIREMENTS
CONSULTANTS TO THE CITY OF PALO ALTO (CITY), AT THEIR SOLE EXPENSE, SHALL FOR THE TERM OF THE
CONTRACT OBTAIN AND MAINTAIN INSURANCE IN THE AMOUNTS FOR THE COVERAGE SPECIFIED BELOW,
AFFORDED BY COMPANIES WITH AM BEST’S KEY RATING OF A-:VII, OR HIGHER, LICENSED OR
AUTHORIZED TO TRANSACT INSURANCE BUSINESS IN THE STATE OF CALIFORNIA.
AWARD IS CONTINGENT ON COMPLIANCE WITH CITY’S INSURANCE REQUIREMENTS AS SPECIFIED HEREIN.
REQUIRED TYPE OF COVERAGE REQUIREMENT
MINIMUM LIMITS
EACH
OCCURRENCE AGGREGATE
YES
YES
WORKER’S COMPENSATION
EMPLOYER’S LIABILITY
STATUTORY
STATUTORY STATUTORY STATUTORY
YES
GENERAL LIABILITY, INCLUDING
PERSONAL INJURY, BROAD FORM
PROPERTY DAMAGE BLANKET
CONTRACTUAL, AND FIRE LEGAL
LIABILITY
BODILY INJURY
PROPERTY DAMAGE
BODILY INJURY & PROPERTY
DAMAGE COMBINED.
$1,000,000
$1,000,000
$1,000,000
$1,000,000
$1,000,000
$1,000,000
YES
AUTOMOBILE LIABILITY,
INCLUDING ALL OWNED, HIRED,
NON-OWNED
BODILY INJURY - EACH PERSON
- EACH OCCURRENCE
PROPERTY DAMAGE
BODILY INJURY AND PROPERTY
DAMAGE, COMBINED
$1,000,000 $1,000,000
$1,000,000
$1,000,000
$1,000,000
$1,000,000
$1,000,000
$1,000,000
$1,000,000
$1,000,000
YES
PROFESSIONAL LIABILITY,
INCLUDING, ERRORS AND
OMISSIONS, MALPRACTICE (WHEN
APPLICABLE), AND NEGLIGENT
PERFORMANCE
ALL DAMAGES $1,000,000
YES
THE CITY OF PALO ALTO IS TO BE NAMED AS AN ADDITIONAL INSURED: CONSULTANT, AT ITS SOLE COST
AND EXPENSE, SHALL OBTAIN AND MAINTAIN, IN FULL FORCE AND EFFECT THROUGHOUT THE ENTIRE TERM
OF ANY RESULTANT AGREEMENT, THE INSURANCE COVERAGE HEREIN DESCRIBED, INSURING NOT ONLY
CONSULTANT AND ITS SUBCONSULTANTS, IF ANY, BUT ALSO, WITH THE EXCEPTION OF WORKERS’
COMPENSATION, EMPLOYER’S LIABILITY AND PROFESSIONAL INSURANCE, NAMING AS ADDITIONAL
INSUREDS CITY, ITS COUNCIL MEMBERS, OFFICERS, AGENTS, AND EMPLOYEES.
I. INSURANCE COVERAGE MUST INCLUDE:
A. A CONTRACTUAL LIABILITY ENDORSEMENT PROVIDING INSURANCE COVERAGE FOR
CONSULTANT’S AGREEMENT TO INDEMNIFY CITY.
II. THE CONSULTANT MUST SUBMIT CERTIFICATES(S) OF INSURANCE EVIDENCING REQUIRED COVERAGE
AT THE FOLLOWING URL: HTTPS://WWW.PLANETBIDS.COM/PORTAL/PORTAL.CFM?COMPANYID=25569
III. ENDORSEMENT PROVISIONS WITH RESPECT TO THE INSURANCE AFFORDED TO ADDITIONAL
INSUREDS:
A. PRIMARY COVERAGE
WITH RESPECT TO CLAIMS ARISING OUT OF THE OPERATIONS OF THE NAMED INSURED,
INSURANCE AS AFFORDED BY THIS POLICY IS PRIMARY AND IS NOT ADDITIONAL TO OR
CONTRIBUTING WITH ANY OTHER INSURANCE CARRIED BY OR FOR THE BENEFIT OF THE
ADDITIONAL INSUREDS.
Professional Services
Rev. Dec.15, 2020
Page 4 of 25
B. CROSS LIABILITY
THE NAMING OF MORE THAN ONE PERSON, FIRM, OR CORPORATION AS INSUREDS UNDER
THE POLICY SHALL NOT, FOR THAT REASON ALONE, EXTINGUISH ANY RIGHTS OF THE
INSURED AGAINST ANOTHER, BUT THIS ENDORSEMENT, AND THE NAMING OF MULTIPLE
INSUREDS, SHALL NOT INCREASE THE TOTAL LIABILITY OF THE COMPANY UNDER THIS
POLICY.
C. NOTICE OF CANCELLATION
1. IF THE POLICY IS CANCELED BEFORE ITS EXPIRATION DATE FOR ANY REASON
OTHER THAN THE NON-PAYMENT OF PREMIUM, THE CONSULTANT SHALL PROVIDE
CITY AT LEAST A THIRTY (30) DAY WRITTEN NOTICE BEFORE THE EFFECTIVE DATE
OF CANCELLATION.
2. IF THE POLICY IS CANCELED BEFORE ITS EXPIRATION DATE FOR THE NON-PAYMENT
OF PREMIUM, THE CONSULTANT SHALL PROVIDE CITY AT LEAST A TEN (10) DAY
WRITTEN NOTICE BEFORE THE EFFECTIVE DATE OF CANCELLATION.
EVIDENCE OF INSURANCE AND OTHER RELATED NOTICES ARE REQUIRED TO BE
FILED WITH THE CITY OF PALO ALTO AT THE FOLLOWING URL:
HTTPS://WWW.PLANETBIDS.COM/PORTAL/PORTAL.CFM?COMPANYID=25569
OR
HTTP://WWW.CITYOFPALOALTO.ORG/GOV/DEPTS/ASD/PLANET_BIDS_HOW_TO.ASP
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DocuSign Envelope ID: 897C8B83-065B-4577-825E-268F4B08F750
(;+,%,7(
POLICYANDPROCEDURES1Ͳ63/IT
Revised:December2017
Page2of4
A. CoveredEquipmentandDevices
ThispolicyappliestoallCityͲapproved,Ͳownedor–leasedcomputernetworksystemsand
peripheralequipment(the“Equipment”),includinganymobilecommunicationdevice(the
“Device”),whetherornotownedbyanAuthorizedUser,thatmaybeusedtocreate,
collect,process,storeandtransmittheNonͲPublicInformation.
B. RolesofInformationTechnologyDepartmentandOthers
IT,includingtheChiefInformationOfficer(“CIO”)andtheISM,shallpromoteinformation
securityawarenesswithintheCitygovernmentcommunity,andshallreceiveandmaintain
reportsofincidents,malfunctionsandthreatstotheCity’sinformationtechnologyassets,
whichmayhaveasecurityimpactupontheCity.TheCIOandISMarealsoresponsiblefor
developingtheStandards.
ITshallberesponsibleforthedesign,primaryenforcementandmaintenanceofNonͲPublic
Informationsecuritythrougheducation,trainingandothermeans.ITshallensurethatthe
followingcontrolmeasuresandstandardsareenabledoneveryEquipmentandDevice:
LimitphysicalandloginaccesstotheEquipmentandtheDevicestoAuthorizedUsers.
MaintainthemostcurrentsoftwarepatchesandantiͲvirussoftwarefortheEquipmentand
theDevices.
EnableandusehostͲbasedfirewalls,asavailable,toensurethesecurityoftheEquipment
andtheDevice(s).PerformregularsecurityscansontheEquipmentandtheDevice(s).
C. UserAccessControlRequirements
1. DonotaccessNonͲPublicInformationexcepttotheextentyouhaveaneedtodoso
inordertoperformyourCityduties.
2. DonotdiscloseorshareNonͲPublicInformationwithanypersonwhodoesnothave
botharighttoaccesstheNonͲPublicInformationandaneedtodosoinorderto
performtheirCityduties.
3. DonotalterordestroyNonͲPublicInformationexcepttotheextentyouare
requiredorauthorizedtodoso.
4. AnAuthorizedUserwhohasaccesstoNonͲPublicInformationshallprotectand
securethatinformationwhiletheinformationisinhisorhercustodyinamanner
thatisconsistentwithapplicablecontractandlegalrequirementsandrestrictions
andisreasonableandappropriatetothelevelofrisk,sensitivityorvaluetheNonͲ
PublicInformationhastotheCity.
5. AnAuthorizedUsershallmaintaintheaccessibility,availability,confidentiality,
integrityandregulatorycomplianceofanyNonͲPublicInformationthatiscreated,
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POLICYANDPROCEDURES1Ͳ63/IT
Revised:December2017
Page3of4
collected,processed,storedandtransmittedbytheCityona24hoursͲperͲday,7
daysͲperͲweek(“24/7”)basis.
6. AnAuthorizedUsershallmaintaintheprotectionofinformationassetsfrom
maliciouscode,includingvirusesandmalwarebyfollowingtheCity’sincident
managementprocedures,includingdetection,prevention,isolation,andrecovery
tools.
D. EquipmentandDevicesSecurityControlRequirements:
1. SecureyourEquipmentandDevicesbyusingascreensaverorbuiltͲinlock
featurewhenyouarephysicallyawayfromyourofficeorotherworkspace.
2. Restrictphysicalaccess24/7toyourEquipmentandDevices,inparticular,your
laptopcomputer,byalockandsecuritycable,iftheCitymakesthemavailable.
3. MaintainpossessionofyourDevice(s)24/7andrequireapasswordorfingerprint
toaccessandusetheDevice(s).
4. LogoutwhenyouceaseaccessanduseofEquipmentandDevice(s).
5. NotifytheITHelpDeskandtheISMimmediatelywheneveryoubecomeaware
orsuspectNonͲPublicInformation,passwords,orotheraccesscontrol
mechanismshavebeencompromised,disclosed,lost,orstolen.
6. Donotintentionally,recklesslyorwillfullyalter,damage,ormisuseanyCityͲ
ownedor–leasedEquipmentorDevice.
7. TheusershallcomplywiththePolicyandtheStandardswheneverheorsheuses
aCityOwnedMobileDevice(“COMD”)andorEmployeeͲOwnedMobileDevices,
alsoknownasBringYourOwnDevices(“BYOD”)toconducttheCitybusiness.
8. BYODsandCOMDsincludesmartphones,cellphones,tabletsPCs(Androids,
iPads,etc.)anduserͲownlaptops.OnlyauthorizedBYODshallhaveaccesstothe
onlyauthorizedCity’sapplicationsystems.TheCityreservestherighttoprovide
orwithdrawaccesstotheCityinfrastructurewithoutnotice.
E. Utilities’CustomerIdentityandCreditSecurity
FederalregulationsamendingtheFairCreditReportingAct,includingtheFairandAccurate
CreditTransactionsActof2003(FACTAct),andtheRedFlagsClarificationActof2010,
protecttheNonͲPublicInformationofcustomersoffinancialinstitutions,includingutilities,
thataredefinedas“creditors.”Theseregulationsrequirethatconsumer’sNonͲPublic
Information,suchascreditcarddata,SocialSecurityNumbers,driver’slicensenumbers,or
similardatabesecuredbyAuthorizedUsersandwithintheCity’sdatamanagement
systems.AuthorizedUsersarerequiredtoreportanysuspectedorrealbreachofUtilities
NonͲPublicInformationtotheISMimmediately.TheISMwillidentify,detect,preventand
mitigatethesuspected,realorfuturebreachesofsecurity,asrequiredbytheregulations.
F. ViolationsandEnforcement
AnAuthorizedUsermustreportanactualorsuspectedviolationofthispolicyand
procedurestohisorhersupervisorandIT.TheCitywillnotdisciplineanAuthorizedUser
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Revised:December2017
Page4of4
formakingagoodfaithreportofapotentialviolationofthispolicyandproceduresorthe
Standards.
AviolationofthispolicywillbeinvestigatedbytheappropriateCitystaffandifaviolationis
established,disciplinaryactionuptoterminationfromemploymentmayresult.
NOTE:QuestionsregardingthispolicyshouldbereferredtotheInformationTechnology
Department,asappropriate.
Recommended:__________________________________________________
DirectorInformationTechnology/CIO Date
Approved: ____________________________________________________
CityManager Date
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Information Security
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EXHIBIT“&”
CYBERSECURITY TERMSAND CONDITIONS
In order to assure the privacy and security of the personal information of the City's customers and
people who do business with the City, including, without limitation, vendors, utility customers, library
patrons, and other individualsand companies,who are required to share such information with the City,
as a condition of receiving services from the City or selling goods and services to the City, including,
without limitation, the Software as a Service services provider (the "Consultant") and its subcontractors,
if any, including, without limitation, any Information Technology ("IT") infrastructure services provider,
shall design, install, provide, and maintain a secure IT environment, described below, while it renders
and performs the Services and furnishes goods, if any, described in the Statement of Work, Exhibit B,
to the extent any scope of work implicates the confidentiality and privacy of the personal information of
the City's customers. The Consultant shall fulfill the data and information security requirements (the
"Requirements") set forth in Part A below.
A "secure IT environment" includes (a) the IT infrastructure, by which the Services are provided to the
City, including connection to the City's IT systems; (b) the Consultant's operations and maintenance
processes needed to support the environment, including disaster recovery and business continuity
planning; and (c) the IT infrastructure performance monitoring services to ensure a secure and reliable
environment and service availability to the City. "IT infrastructure" refers to the integrated framework,
including, without limitation, data centers, computers, and database management devices, upon which
digital networks operate.
In the event that, after the Effective Date, the Consultant reasonably determines that it cannot fulfill the
Requirements, the Consultant shall promptly inform the City of its determination and submit, in writing,
one or more alternate countermeasure options to the Requirements (the "Alternate Requirements" as
set forth in Part B), which may be accepted or rejected inthe reasonable satisfaction of the Information
Security Manager (the "ISM").
Part A. Requirements:
The Consultant shall at all times during the term of any contract between the City and the Consultant:
(a) Appoint or designate an employee, preferably an executive officer, as the security liaison to the
City with respect to the Services to be performed under this Agreement.
(b) Comply with the City's Information Privacy Policy:
(c) Have adopted and implemented information security and privacy policies that are documented,
are accessible to the City, and conform to ISO 27001/2 – Information Security Management
Systems (ISMS) Standards. See the following:
http://www.iso.org/iso/home/store/catalogue_tc/catalogue_detail.htm?csnumber=42103
http://www.iso.org/iso/iso_catalogue/catalogue_tc/catalogue_detail.htm?csnumber=50297
(d) Conduct routine data and information security compliance training of its personnel that is
appropriate to their role.
(e) Develop and maintain detailed documentation of the IT infrastructure, including software
versions and patch levels.
(f) Develop an independently verifiable process, consistent with industry standards, for performing
professional and criminal background checks of its employees that (1) would permit verification
of employees' personal identity and employment status, and (2) would enable the immediate
denial of access to the City's confidential data and information by any of its employees who no
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longer would require access to that information or who areterminated.
(g) Provide a list of IT infrastructure components in order to verify whether the Consultant has met
or has failed to meet any objective terms and conditions.
(h) Implement access accountability (identification and authentication) architecture and support
role-based access control ("RBAC") and segregation of duties ("SoD") mechanisms for all
personnel, systems, and Software used to provide the Services. "RBAC" refers to a computer
systems security approach to restricting access only to authorized users. "SoD" is an approach
that would require more than one individual to complete a security task in order to promote the
detection and prevention of fraud and errors.
(i) Assist the City in undertaking annually an assessment to assure that: (1) all elements of the
Services'environment design and deployment are known to the City, and (2) it has implemented
measures in accordance with industry best practices applicable to secure coding and secure IT
architecture.
(j) Provide and maintain secure intersystem communication paths that would ensure the
confidentiality, integrity,and availability of the City's information.
(k) Deploy and maintain IT system upgrades, patches and configurations conforming to current
patch and/or release levels by not later than one (1) week after its date of release. Emergency
security patches must be installed within 24 hours after its date of release.
(l) Provide for the timely detection of, response to, and the reporting of security incidents, including
on-going incident monitoring with logging.
(m) Notify the City within one (1) hour ofdetecting a security incident that results in the unauthorized
access to or the misuse of the City's confidential data and information.
(n) Inform the City that anythird party service provider(s)meet(s) all of the Requirements.
(o)Perform security self-audits on a regular basis and not less frequently than on a quarterly basis,
and provide the required summary reports of those self-audits to the ISM on the annual
anniversary date or any other date agreed to by the Parties.
(p) Accommodate, as practicable, and upon reasonable prior notice by the City, the City's
performance of random site security audits at the Consultant's site(s), including the site(s) of a
third-party service provider(s), as applicable. The scope of these audits will extend to the
Consultant's and its third-partyservice provider(s)'awareness of security policies and practices,
systems configurations, access authentication and authorization, and incident detection and
response.
(q)Cooperate with the City to ensure that to the extent required by applicable laws, rules and
regulations, and the Confidential Information will be accessible only by the Consultant and any
authorized third-party service provider's personnel.
(r) Perform regular, reliable secured backups of all data needed to maximize the availability of the
Services.Adequately encrypt theCity of Palo Alto's data, during the operational process, hosted
at rest, and the backup stage at the Vendors' environment (including Vendor's contracting
organization's environment).
(s) Maintain records relating to the Services for a period of three (3) years after the expiration or
earlier termination of this Agreement and in a mutually agreeable storage medium. Within thirty
(30) days after the effective date of expiration or earlier termination of this Agreement, all of
those records relating to the performance of the Services shall be provided to the ISM.
(t)Maintain the Confidential Information in accordance withapplicable federal, state,and local data
and information privacy laws, rules, andregulations.
(u) Encrypt the Confidential Information before delivering the same by electronic mail to the City
and or any authorized recipient.
(v) Provide Network Layer IP filtering services to allow access only from the City of Palo Alto's IP
address to the Vendor environment (primarily hosted for the City of Palo Alto).
(w)Offer a robust disaster recovery and business continuity (DR-BCP) solutions to the City for the
systems and services the Vendor provides to the City.
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(x) Provide and support Single Sign-on (SSO) and Multifactor Authentication (MFA) solutions for
authentication and authorization services from the "City's environment to the Vendor's
environment," and Vendor's environment to the Vendor's cloud services/hosted environment."
The Vendor shall allow two employees of the City to have superuser and super-admin access
to the Vendor's IT environment, and a cloud-hosted IT environment belongs to the City.
(y) Unless otherwise addressed in the Agreement, shall not hold the City liable for any direct,
indirect or punitive damages whatsoever including, without limitation, damages for loss of use,
data or profits, arising out of or in any way connected with the City's IT environment, including,
without limitation, IT infrastructurecommunications.
(z) The Vendor must provide evidence of valid cyber liability insurance policy per the City’s
EXHIBIT “D” INSURANCE REQUIREMENTS.
Part B. Alternate Requirements:
4
7
9
6
Surveillance Use Policy for LensLock In-car, Body Worn, Interview Room, and Digital Evidence
Management Technology
In accordance with Palo Alto Municipal Code Section PAMC 2.30.680(d), the Surveillance Use
Policy for the Police Department’s use of LensLock in-car cameras, body worn cameras,
interview room cameras, and digital evidence management system technology is as follows:
1. Intended Purpose. The department has equipped officers with body-worn cameras to
work in conjunction with the in-car camera recording system in patrol vehicles to
provide a record of events and assist officers in the performance of their duties. The
body worn cameras and the in-car camera system will work as one integrated system
that captures the same event and automatically links it to the department's digital
evidence management system. The body worn cameras may also be independently
deployed for various non-patrol related assignments or when a police vehicle is not
available to use as an integrated in-car and body worn solution. The interview room
cameras will be used to allow for discreet recordings in interview rooms as well as
holding cells.
2. Authorized Uses. Department personnel may only access and use the in-car, body
worn, and interview room camera systems for official and legitimate law enforcement
purposes consistent with this Policy.
The following uses of the in-car, body worn, and interview room camera systems are
specifically prohibited:
a. Personal Use: It is a violation of this Policy to use the systems or
data for any personal purpose.
b. First Amendment Rights: It is a violation of this policy to use the systems or
associated data for the purpose or known effect of infringing upon First
Amendment rights of any person.
c. Recording privileged and confidential communications: It is a violation of this
policy to use the systems or associated data to record conversations between
supervisor and subordinates, or conversations relating to personnel matters
including but not limited to performance evaluations, discipline, or counseling,
recording certain subjects, such as undercover police officers and conversations
with confidential informants or other police officers.
d. Sensitive Locations: It is a violation of this Policy to use the systems or
associated data in an area where an individual would have a reasonable
expectation of privacy.
e. Meetings or Briefings: It is a violation of this Policy to use the systems or
associated data while attending internal department meetings, other law
enforcement meetings, meetings with prosecutors, operational briefings or
other meetings or discussing investigations, tactics, or procedures.
4
7
9
6
3. Information Collected. The LensLock system will be used to accurately document public
contacts, to include, but not limited to traffic stops, parking enforcement, suspect
interviews, witness interviews, victim interviews, and any other citizen contact in
response to a call for service or when investigating criminal activity through audio and
video recordings.
4. Safeguards. All data will be closely safeguarded and protected by both procedural and
technological means. The Palo Alto Police Department will observe the following
safeguards regarding access to and use of stored data:
a. All in-car and body worn camera use and data is subject to PAPD Policy 446
(“Field-Based Video Policy”) .
b. All in-car, body worn, and interview room data shall be accessible only through a
login/password-protected system capable of documenting all access of
information by name, date, and time.
c. Persons approved to access in-car, body worn, and interview room data under
this policy are permitted to access the data for legitimate law enforcement
purposes only, such as when the data relate to a specific criminal investigation.
d. Such in-car, body worn, and interview room data may only be released to other
authorized and verified local enforcement officials and agencies for legitimate
law enforcement purposes.
e. In-car, body worn, and interview recordings shall be retained and disseminated
in accordance with all applicable federal and state laws, policies, and procedures
including the California Public Records Act and POBOR.
f. Recordings shall be treated as law enforcement sensitive information, the
premature disclosure of which could reasonably be expected to interfere with
enforcement proceedings, and as potential evidence in an investigation subject
to applicable federal and state laws, rules, and policy concerning disclosure or
dissemination and therefore, deemed privileged absent appropriate redaction
prior to disclosure or dissemination.
g. Recordings will be redacted in accordance with state law and department policy
prior to public release or other dissemination outside the department.
h. The department is authorized to use recordings for internal investigations of its
personnel consistent with the department’s policies and procedures, including
providing such recordings to authorized investigative, review, or disciplinary
components in accordance with the departments standard procedures.
i. LensLock will host the department’s data on Microsoft’s Azure Government
Cloud. The data will be provisioned as multi-cluster, redundant region (Arizona
and Virginia), with continuous synchronization features, allowing for disaster
recovery, in addition to backup procedures used automatically and locally in
Azure Government Cloud.
j. Data hosted in the Azure Government Cloud is Criminal Justice Information
Services (CJIS) compliant and follows (Federal Information Processing Standards
(FIPS) 140-2 and 3.
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5. Retention. The City’s vendor, LensLock, will store the data (data hosting) and ensure
proper maintenance and security of data stored in their data centers. LensLock’s digital
evidence management system provides a configurable and easy-to-use structure for
automatically managing digital evidence based on the type of event and retention
period. Once digital evidence is tagged, the system can be configured to automatically
trigger a workflow process based on the department’s retention and storage policy. The
video management must be automated with rules and associations based on the
department’s digital evidence retention policy. The retention period below may be
extended based on the requirements of a given investigation.
Classification Retention Period
Routine Stop 2 years, 1 month
Routine CFS – No DR 2 years, 1 month
Case Number Issued 2 years, 1 month
Custodial Arrest 2 years, 1 month
Potential Complaint 3 years
Search 2 years, 1 month
DUI 2 years, 1 month
Evading/Pursuit 2 years, 1 month
Use of Force 5 years
Test Recording 60 days
Training 60 days
Homicide Indefinite
Sex Crime Indefinite
Interview 2 years, 1 month
Holding 2 years, 1 month
6. Compliance Procedures. The Technical Services Division Director (or other police
administrator as designated by the Police Chief) shall be responsible for ensuring
compliance with procedures, including, but not limited to:
a. The Technical Services Division (TSD) has overall responsibility for the in-car,
body worn, and interview room video system and shall serve as custodian of
these records.
b. All Police in-car, body worn, and interview room video recordings, excepting test
recordings or accidental activations, shall be retained in accordance with
California Government Code (CGC) §34090.6.
c. Release of in-car, body worn, and interview room video recordings shall be
conducted in accordance with Penal Code §1054.5 (discovery requests for
criminal prosecution), CGC §7920.000 et seq. (California Public Records Act) and
in accordance with Policy Manual §810 (Release of Records and Information).
d. All retrieved in-car, body worn, and interview room video recordings will be
uploaded into the digital evidence management system within the same day as
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the recording unless hindered by equipment or network malfunction or
availability.
e. Routine and evidentiary in-car, body worn, and interview room video recordings
on the server are backed up daily on a redundant server so that recordings are
accessible online by users for a period of not less than 365 days from the date of
recording.
f. All routine requests by authorized department personnel for online access to in-
car, body worn, and interview room video recordings for court preparation or
other official business, outside of the normal online access period will be
handled within 2-3 business days of the request.
g. If an emergency need to access these recordings is required, the Technical
Services Division on-call Technician can be contacted for immediate restoration
and access.
h. The in-car, body worn, and interview room video custodian or their designee
shall be responsible for the retrieval, storage, backup and duplication of all in-
car, body worn, and interview room video recordings in addition to the ongoing
maintenance of the systems and association components.
i. All in-car, body worn, and interview room video recordings will be retained in
accordance with the established records retention schedule (including
Government Code section 34090.6).
j. In-car, body worn, and interview room video recordings will be stored on a
separate and secure server.
This Policy shall be read together with all applicable Police Department policies, including Policy
446 (“Field-Based Video Policy”)
Dear Mayor and Council Members,
On behalf of City Manager Ed Shikada, please see staff responses below for questions from Council
Member Tanaka on the Monday, June 17 Council Meeting and Tuesday, June 18 Council Meeting.
Monday, June 17th Council Meeting Questions
Item 15: Approval of a Funding Agreement with Federal Railroad Administration to Receive
$6 Million for the Preliminary Engineering and Environmental Documentation Phase for the
Grade Separation Projects at Churchill Avenue, Meadow Drive, and Charleston Road
crossings. CEQA status – statutorily exempt per CEQA section 15262; this funding agreement
will partially fund CEQA/NEPA review of the grade separation projects.
1. Given the projected total expenditure of over $500 million, what specific measures are in place to
secure the remaining funding beyond the initial $20 million? Please outline the timeline and plan
for managing financial risks, including potential cost overruns, and how the city will ensure
transparency and accountability in fund management.
Staff response: The city plans to secure additional funding for future phases through continuous
grant applications, phased funding, partnerships with VTA and PCJPB, and budget appropriations.
The timeline for this funding agreement includes phased completion by June 2027 with regular
updates to the Rail Committee and City Council.
2. What analyses of alternative solutions to grade separation, such as advanced traffic management
systems or improved public transportation, have been conducted? Please provide detailed
findings and comparative data, including the criteria and metrics used to determine that grade
separation is the most viable solution. What were the key limitations or drawbacks of these
alternatives?
Staff response: Several years of work and analyses have been conducted and details can be found
on connectingpaloalto.com.
3. With reliance on $14 million from Measure B funding, what contingency plans are in place should
these funds be delayed or insufficient? How can the city avoid reallocating budgets from other
critical services and projects? Additionally, what analyses have been done to assess the long-term
impact on the city's overall budget and resource allocation, and how will the city ensure minimal
disruption to essential services?
Staff response: The $14 million from Measure B funding is already programmed into the VTA budget
and $6 million in FRA funding is already committed and awarded. Contingency plans include seeking
additional grants and phased implementation.
Item 19: Authorization for the City Manager or Designee to Negotiate and Execute a Line
of Credit totaling $31 Million to Address Regional Wastewater Treatment Fund Cashflow
as Recommended by the Finance Committee; CEQA Status – Not a Project
1. While the $31 million line of credit addresses immediate cash flow issues, what are our long-
term strategies to resolve the underlying financial problems causing these shortfalls? What
strategies can ensure sustainable financial health?
Staff response: The long-term strategy will be to continue using the low-interest rate State
Revolving Fund to the greatest extent possible and leverage secondary financing when cash flow
is required. Ongoing monitoring, project and fiscal planning, and stakeholder engagement
enable the development of strategies for sustainable fiscal health.
2. How does this line of credit fit into Palo Alto's overall long-term financial strategy? What plans are in place to prevent similar cash flow issues in the future, and how will this LOC impact our
financial sustainability over the next decade?
Staff response: This LOC enables the Wastewater Treatment Enterprise Fund to leverage SRF
funding, continue critical capital repairs and improvements and collaborate with partner
agencies while avoiding impacts upon the City’s treasury. As a part of the 5-year CIP planning,
staff works with various State program(s) and our fiscal advisor in concert with the Finance
Committee and Council to develop long-term financial strategies.
3. Considering our existing debt obligations, what are the projections for how this additional $31
million line of credit will affect our future borrowing terms and costs? Can you provide a
comparative analysis of borrowing scenarios with and without the LOC, and explain how we
plan to justify these costs to our constituents?
Staff response: The LOC debt service is around one percent or less of the Wastewater
Treatment Enterprise Fund annual operating budget and is not anticipated to impact the
borrowing capacity of the Wastewater Treatment Fund. The comparative scenario is to not
issue the $31 million LOC and instead leverage the City’s treasury, which is not in the best
interest of the City and does not align with the partner agency collaborations for this regional
utility enterprise. Costs will be covered by the City and respective partner agencies for the
purpose of financing utility project repairs and improvements.
Item 25: Approval of a Professional Services Contract Number C24188127 with
Telecommunications Engineering Associates (TEA) in an Amount Not to Exceed $834,882
for Public Safety Radio Network Maintenance and Construction for a Period of Five (5)
Years; CEQA Status: Not a Project
1. Given the critical importance of communication systems for the Police and Fire Departments,
elaborate on the stakeholder engagement process undertaken. What detailed feedback was
gathered from these departments regarding their satisfaction with TEA’s past services, and
how did this influence the decision to renew the contract?
Staff response: The primary stakeholders for this contract are technical staff in Public Safety
departments and Public Works. Meetings were conducted with the stakeholders and feedback
was gathered by staff that work with the vendor. The feedback was one input used to evaluate
the suitability of the vendor selected for the projects.
Item 27: Approval of: (1) Contract No. C24187724 with LensLock, Inc (Lenslock) for
replacement of the police public contact audio/video system for a five (5) year term in an
amount not to exceed $1,128,225; and (2) Police Audio/Video Technology Surveillance Use
Policy; CEQA status – categorically exempt
1. Given the expenditure of $1,128,225, what specific technological improvements does this
system offer over our current equipment? How will these enhancements directly impact the
quality and reliability of police-public interactions in measurable terms? Without explicit data,
what assurances can we offer regarding the tangible benefits justifying this expenditure?
Staff response: Due to extenuating circumstances, the report from staff to the City Council and
public is being released on Thursday, June 13, 2024. As outlined in the report, the current
technology is at the end of its useful and supported life and replacement is necessary. This new
equipment ensures continued operable and supported equipment for daily business of police
officers. Audio and video equipment is used for officer safety, liability and internal control,
training and education, and transparency and community trust providing reliable police-public
interaction recordings. Recordings are used to support investigations, prevent misconduct, and
in limited instances corrective behavior as necessary including administrative reviews such as
those evaluated by the Council’s Independent Police Auditor.
2. Specify the privacy protections and data security measures the new LensLock system will
implement compared to our existing system. What protocols will prevent unauthorized access
and ensure data integrity? What assurances can we provide that these measures will be
robust and effective?
Staff response: Consistent with both the Surveillance Use Policy and the Information
Technology Department security policies, this provider meets required levels of security and
staff have outlined access authorities as required by the surveillance use policy as well. The
Constitution, state laws, City policy, and professional standards balance the use of this
technology for civil liberties and privacy. PAPD also has an established policy to ensure the
technology is only used for legitimate law-enforcement purposes
3. Provide evidence on how the new LensLock system will aid our police department in
improving operational outcomes and meeting community needs and expectations. How will
this system enhance police efficiency, public safety, and community trust compared to our
current technologies? Without concrete evidence, how can we advocate for its adoption,
ensuring it aligns with our community's standards and requirements?
Staff response: Use of audio/video technology has evolved through policy directives driven by
City Council expectations and industry policing standards. This contract authorizes the purchase
of a tool, replacing an outdated legacy product, that supports the daily operations of policing in
the City while ensuring community trust and alignment with the community's expectations.
Tuesday, June 18th Council Meeting Questions
Item 4: Approval of Amendment Number 5 to Contract Number C20176363 With Magellan in
the Amount of $1,122,121 to Incorporate Additional Design and Technical Services for the
Fiber-to-the-Premises (FTTP) Pilot Project for a Revised Total Not-to-Exceed of $6,807,412
Over a Five-and-a-Half-Year Term; CEQA Status – Not a Project
1. In the event of resource constraints, what criteria will be used to prioritize between FTTP and
grid modernization projects? What decision-making framework and examples of successful
prioritization protocols are in place? How will these decisions be communicated to
stakeholders to ensure transparency and accountability?
Staff response: For the pilot, grid mod will take priority over FTTP since construction work will
be sequential. The electric construction contractor will perform both power and
telecommunication make-ready work on the utility pole before fiber can be lashed on the
poles. Some metrics of success include increased load capacity, adoption of distributed energy
resources (EV, PV, energy storage), number of homes passed/served, and 100% home
electrification.
2. What comprehensive plan does the city have to mitigate disruptions during FTTP and grid
modernization projects? What benchmarks or metrics will measure the success of these
mitigation efforts?
Staff response: The project’s phased approach allows for adjustments in response to
disruptions. By issuing new solicitations for subsequent phases, the City can adapt and mitigate
disruptions. Success metrics can be measured by adherence to project timeline and budget, cost
savings from joint work, and duration of neighborhood construction.
3. Provide examples where similar dual projects were successfully implemented. What key
technical challenges were faced, particularly in integration, and how were they overcome?
What specific metrics and benchmarks were used to evaluate their success?
Staff response: Palo Alto’s Upgrade Downtown was a multi-phase and multi-year project
including utility improvements (gas, fiber, water), traffic signal enhancements, parking
wayfinding signage, and pedestrian safety improvements. Coordinating construction activities
amongst the various contractors was one of the key challenges. Recurring project meetings and
open communication amongst departments, contractors, and businesses were critical to keep
the project within budget and timeline.
Item 5: Approval of General Services Contract Number C25188309 with Cintas Corporation
in the Amount of $2,124,293 to Provide for Rental and Laundering of Work Uniforms and
Miscellaneous Items for a Period of Five Years; CEQA Status – Not a Project.
1. Given the expenditure of $2,124,293, how can the city simplify the price comparison process
for constituents? What competitive bids were evaluated, what benchmarks and criteria were
used, and how did Cintas Corporation meet these compared to other vendors? Can you justify
this selection without detailed price comparison data in the staff report?
Staff response: The City may take advantage of cooperative purchasing agreements per the
municipal code (2.30.360). The agreement is with Omnia Partners which used a competitive bid
process that ensures competitiveness. This simplifies the comparison process by using an
established competitive schedule and streamlines the procurement process requiring less staff
time to complete.
2. Considering Cintas Corporation’s history of customer complaints and legal challenges, what
specific performance metrics from their previous contracts were reviewed? What examples of
past issue resolutions can assure us that similar problems will not occur with this contract?
How do we address the risk of service failures and justify this vendor choice to our
constituents?
Staff response: The City works closely with Cintas to ensure that the City's requirements are
met. By providing timely feedback to Cintas the City ensures its requirements are met, such as
when a change in delivery or uniform standard is needed. The contract allows for termination
should service failures occur.
3. With the provision for an additional 20% in services potentially increasing the contract value,
what financial controls are in place to monitor and approve these expenditures? What
predefined criteria are used for utilizing this additional service provision, and how will we
ensure rigorous oversight to prevent budget overruns? How will these financial controls be
communicated to maintain transparency and fiscal responsibility?
Staff response: The Cintas contract is entered into the City's enterprise resource planning (ERP)
system as a purchase order (PO). The PO has automated controls that prevent expenditures
from exceeding the contract amount. Invoices are paid against the PO after being reviewed by
staff to ensure compliance with performance standards. These controls are communicated to
staff to ensure transparency and fiscal responsibility. The PO is tied to the available budget that
is reviewed and if additional services are required, an amended PO would be processed. This
includes budget review and ensures fiscal control.