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Home My WebLink AboutPRR25119 Smyth Responsive DocsHardware Software Services IT Solutions Brands Research Hub ERIC MORTENSEN, Thank you for considering CDWG for your technology needs. If you are an eProcurement or single sign on customer, please log into your system to access the CDW site. You can search for your quote to retrieve and transfer back into your system for processing. Convert Quote to Order QUOTE #QUOTE DATE QUOTE REFERENCE CUSTOMER #GRAND TOTAL 1CD3ST9 1/18/2024 WWCS VEHICLE DOCKS 1072031 $1,448.35 IMPORTANT -PLEASE READ Additional Information: Cost Center: UT QUOTE DETAILS ITEM QTY CDW#UNIT PRICE EXT.PRICE Havis DS-DELL-425-3 - docking station - GigE 2 7040090 $654.74 $1,309.48 Mfg. Part#: DS-DELL-425-3 SUBTOTAL $1,309.48 SHIPPING $24.29 SALES TAX $114.58 GRAND TOTAL $1,448.35 PURCHASER BILLING INFO DELIVER TO Billing Address: CITY OF SAN LUIS OBISPO ACCTS PAYABLE 990 PALM ST SAN LUIS OBISPO, CA 93401-3236 Phone: (805) 781-7131 Payment Terms: Shipping Address: CITY OF SAN LUIS OBISPO ATTN:ERIC MORTENSEN 990 PALM STREET SAN LUIS OBISPO, CA 93401 Phone: (805) 781-7131 Shipping Method: DROP SHIP-GROUND Please remit payments to: CDW Government 75 Remittance Drive Suite 1515 Chicago, IL 60675-1515 Sales Contact Info Sean McInerney | (877) 325-6224 | seanm@cdwg.com Need Help? My Account Support Call 800.800.4239 Page 2 of 2 About Us |Privacy Policy |Terms and Conditions This order is subject to CDW’s Terms and Conditions of Sales and Service Projects at http://www.cdwg.com/content/terms-conditions/product-sales.aspx For more information, contact a CDW account manager ' 2024 CDWG LLC, 200 N. Milwaukee Avenue, Vernon Hills, IL 60061 | 800.808.4239 Hardware Software Services IT Solutions Brands Research Hub ERIC MORTENSEN, Thank you for considering CDWG for your technology needs. If you are an eProcurement or single sign on customer, please log into your system to access the CDW site. You can search for your quote to retrieve and transfer back into your system for processing. Convert Quote to Order QUOTE #QUOTE DATE QUOTE REFERENCE CUSTOMER #GRAND TOTAL 1CFF5S8 7/30/2024 FIRE REPLACEMENT RIG KEYBOARDS 1072031 $874.96 QUOTE DETAILS ITEM QTY CDW#UNIT PRICE EXT.PRICE TG3 USB Rugged Rubber Backlit Keyboard 4 7787459 $201.14 $804.56 Mfg. Part#: KBA-BLTXR-U-US Contract: OMNIA Mesa 2024056-01 - GOV (2024056-01) SUBTOTAL $804.56 SHIPPING $0.00 SALES TAX $70.40 GRAND TOTAL $874.96 PURCHASER BILLING INFO DELIVER TO Billing Address: CITY OF SAN LUIS OBISPO ACCTS PAYABLE 990 PALM ST SAN LUIS OBISPO, CA 93401-3236 Phone: (805) 781-7100 Payment Terms: Shipping Address: CITY OF SAN LUIS OBISPO ATTN:ERIC MORTENSEN 990 PALM STREET SAN LUIS OBISPO, CA 93401 Phone: (805) 781-7100 Shipping Method: DROP SHIP-GROUND Please remit payments to: CDW Government 75 Remittance Drive Suite 1515 Chicago, IL 60675-1515 Sales Contact Info Kristen Marin | (866) 638-9414 | kristen.marin@cdwg.com Need Help? My Account Support Call 800.800.4239 Page 2 of 2 About Us |Privacy Policy |Terms and Conditions This order is subject to CDW’s Terms and Conditions of Sales and Service Projects at http://www.cdwg.com/content/terms-conditions/product-sales.aspx For more information, contact a CDW account manager ' 2024 CDWG LLC, 200 N. Milwaukee Avenue, Vernon Hills, IL 60061 | 800.808.4239 Hardware Software Services IT Solutions Brands Research Hub ERIC MORTENSEN, Thank you for considering CDWG for your technology needs. If you are an eProcurement or single sign on customer, please log into your system to access the CDW site. You can search for your quote to retrieve and transfer back into your system for processing. Convert Quote to Order QUOTE #QUOTE DATE QUOTE REFERENCE CUSTOMER #GRAND TOTAL 1CFLT60 8/27/2024 PD RECORDS SCANNER ALTERNATIVE 1072031 $1,387.79 QUOTE DETAILS ITEM QTY CDW#UNIT PRICE EXT.PRICE Ricoh fi 8170 TAA - document scanner - desktop - Gigabit LAN, USB 3.2 Gen 1 1 6984894 $1,018.78 $1,018.78 Mfg. Part#: PA03810-B075 Contract: CMAS Promark (3-16-70-0793H) Ricoh Advance Exchange - extended service agreement - 5 years - shipment 1 7108696 $279.87 $279.87 Mfg. Part#: S8170-AEMYNBD-5 Electronic distribution - NO MEDIA Contract: Promark GSA SCHEDULE GS-35F-303DA (GS-35F-303DA) SUBTOTAL $1,298.65 SHIPPING $0.00 SALES TAX $89.14 GRAND TOTAL $1,387.79 PURCHASER BILLING INFO DELIVER TO Billing Address: CITY OF SAN LUIS OBISPO ACCTS PAYABLE 990 PALM ST SAN LUIS OBISPO, CA 93401-3236 Phone: (805) 781-7100 Payment Terms: Shipping Address: CITY OF SAN LUIS OBISPO ATTN:ERIC MORTENSEN 990 PALM STREET SAN LUIS OBISPO, CA 93401 Phone: (805) 781-7100 Shipping Method: DROP SHIP-GROUND Please remit payments to: CDW Government 75 Remittance Drive Suite 1515 Chicago, IL 60675-1515 Sales Contact Info Kristen Marin | (866) 638-9414 | kristen.marin@cdwg.com Page 2 of 2 Need Help? My Account Support Call 800.800.4239 About Us |Privacy Policy |Terms and Conditions This order is subject to CDW’s Terms and Conditions of Sales and Service Projects at http://www.cdwg.com/content/terms-conditions/product-sales.aspx For more information, contact a CDW account manager ' 2024 CDWG LLC, 200 N. Milwaukee Avenue, Vernon Hills, IL 60061 | 800.808.4239 Hardware Software Services IT Solutions Brands Research Hub SUMMER LONG , Thank you for considering CDWG for your technology needs. If you are an eProcurement or single sign on customer, please log into your system to access the CDW site. You can search for your quote to retrieve and transfer back into your system for processing. Convert Quote to Order QUOTE #QUOTE DATE QUOTE REFERENCE CUSTOMER #GRAND TOTAL 1CFVWXJ 10/7/2024 UT MODEM 1072031 $959.79 QUOTE DETAILS ITEM QTY CDW#UNIT PRICE EXT.PRICE Sierra Wireless AirLink RV55 Rugged LTE-A Pro Router with Wi-Fi 1 5632559 $882.57 $882.57 Mfg. Part#: 1104302 Contract: OMNIA Mesa 2024056-01 - GOV (2024056-01) SUBTOTAL $882.57 SHIPPING $0.00 SALES TAX $77.22 GRAND TOTAL $959.79 PURCHASER BILLING INFO DELIVER TO Billing Address: CITY OF SAN LUIS OBISPO ACCTS PAYABLE 990 PALM ST SAN LUIS OBISPO, CA 93401-3236 Phone: (805) 781-7100 Payment Terms: Shipping Address: CITY OF SAN LUIS OBISPO ATTN:SUMMER LONG 990 PALM STREET SAN LUIS OBISPO, CA 93401 Phone: (805) 781-7100 Shipping Method: DROP SHIP-GROUND Please remit payments to: CDW Government 75 Remittance Drive Suite 1515 Chicago, IL 60675-1515 Sales Contact Info Kristen Marin | (866) 638-9414 | kristen.marin@cdwg.com Need Help? My Account Support Call 800.800.4239 Page 2 of 2 About Us |Privacy Policy |Terms and Conditions This order is subject to CDW’s Terms and Conditions of Sales and Service Projects at http://www.cdwg.com/content/terms-conditions/product-sales.aspx For more information, contact a CDW account manager ' 2024 CDWG LLC, 200 N. Milwaukee Avenue, Vernon Hills, IL 60061 | 800.808.4239 Item Number Description Qty Unit Unit Price Amount 210-BKWN OptiPlex Small Form Factor Plus 7020 System Service Tags: 9 EA 1,524.91 13,724.19 2GT8N34, 8GT8N34, 4GT8N34, 5GT8N34, 1GT8N34, 6GT8N34, 7GT8N34, 3GT8N34, JFT8N34 USD FOR SHIPMENTS TO CALIFORNIA, A STATE ENVIRONMENTAL FEE OF UP TO $6 PER ITEM WILL BE ADDED TO INVOICES FOR ALL ORDERS CONTAINING A DISPLAY GREATER THAN 4 INCHES. PLEASE KEEP ORIGINAL BOX FOR ALL RETURNS. COMPREHENSIVE ONLINE CUSTOMER CARE INFORMATION AND ASSISTANCE IS A CLICK AWAY AT WWW.DELL.COM/PUBLIC-ECARE TO ANSWER A VARIETY OF QUESTIONS REGARDING YOUR DELL ORDER. Sub-Total:$16,894.98 Ship. &/or Handling:$0.00 ENVIRO FEE:$0.00 Taxable: $11,303.19 Non-Taxable: $5,591.79 Tax: $989.02 Invoice Total:$17,884.00 DETACH AT LINE AND RETURN WITH PAYMENT Invoice No:10767287134 Customer Name:CITY OF SAN LUIS OBISPO Customer No.2332474 PO No:620083 Order Number:1008464944 Make check payable / remit to : Dell Marketing L.P. C/O Dell USA L.P. PO Box 910916 Pasadena, CA 91110-0916 Electronics Payments Dell Marketing L.P. PNC Bank ABA#: 043-000-096 Acct#: 1017304611 Swift code : PNCCUS33 Online ACH Payment Log in to your MyFinancials account https://mfm.dell.com/ USD Sub-Total:$16,894.98 Ship. &/or Handling:$0.00 ENVIRO FEE:$0.00 Taxable: $11,303.19 Non-Taxable: $5,591.79 Tax: $989.02 Invoice Total:$17,884.00 Balance Due:$17,884.00 Amount Enclosed: 0107672871340000001788400000000023324741 Purchase Order:620083 Payment Terms:45 Days Inv. Due Date:10/05/2024 Invoice Date:08/21/2024 Order Date:08/12/2024 Sales Rep:CHRISTOPHER_MAK Contract Code:C000001115143 Waybill Number:DE24215406 BILL TO:SHIP TO: CITY OF SAN LUIS OBISPO LYNN WILWAND 990 PALM ST SAN LUIS OBISPO, CA 93401-3236 CITY OF SAN LUIS OBISPO NETWORK SERVICES 990 PALM ST SAN LUIS OBISPO, CA 93401-3236 Invoice No: 10767287134 Customer No: 2332474 Order No: 1008464944 Page 1 of 3 DELL MARKETING L.P. One Dell Way Round Rock, TX 78682 FID Number: 74-2616805 Inquiries: www.dell.com/ordersupport/ Dell Online: http://www.dell.com Invoice PLEASE REVIEW DELL'S TERMS & CONDITIONS OF SALE AND POLICIES , WHICH GOVERN THIS TRANSACTION VIEW YOUR ORDER DETAILS ONLINE US412486408-CA-US_84 10767287134 Item Number Description Qty Unit Unit Price Amount 338-CNCJ Intel Core i5 processor 14600 vPro (24MB cache, 14 cores, 20 threads, up to 5.2 GHz Turbo, 65W) 9 EA -- 619-ARSB Windows 11 Pro, English, Brazilian Portuguese PT-BR, French, Spanish 9 EA -- 658-BCSB Activate Your Microsoft 365 For A 30 Day Trial 9 EA -- 370-BBQG 32 GB: 2 x 16 GB, DDR5 9 EA 341.13 3,070.17 400-BQSD M.2 2230 256GB PCIe NVMe SSD Class 35 9 EA -- 412-AAQT M.2 22x30 Thermal Pad 9 EA -- 773-BBBC M2X3.5 Screw for SSD/DDPE 9 EA -- 401-AANH No Additional Hard Drive 18 EA -- 817-BBBN NO RAID 9 EA -- 490-BBFG Intel Integrated Graphics 9 EA -- 329-BJWK OptiPlex SFF Plus with 300W Platinum Power Supply 9 EA -- 450-ABHX No Power Cord 9 EA -- 429-ABKF No Optical Drive 9 EA -- 632-BBBJ CMS Software not included 9 EA -- 379-BBHM No Media Card Reader 9 EA -- 555-BKHY No Wireless LAN Card 9 EA -- 340-AFMQ None 9 EA -- 492-BBFF No PCIe add-in card 9 EA -- 382-BBLO Optional HDMI Port 9 EA 11.18 100.62 580-AABG No Keyboard Selected 9 EA -- 570-AAAF No Mouse Selected 9 EA -- 325-BCZQ No Cover Selected 9 EA -- 817-BBBC Not selected in this configuration 9 EA -- 634-CHFP Dell Additional Software 9 EA -- 620-AALW OS-Windows Media Not Included 9 EA -- 387-BBLW ENERGY STAR Qualified 9 EA -- 817-BBBB Custom Configuration 9 EA -- 379-BDZB EPEAT 2018 Registered (Gold)9 EA -- 340-CKSZ No AutoPilot 9 EA -- 325-BDSX Dust Filter 9 EA -- 520-AARK No Internal Speaker 9 EA -- 631-BBQQ No vPro® support 9 EA -- 650-BBBG No ICPS 9 EA -- 812-3886 Dell Limited Hardware Warranty Plus Service 9 EA -- -- 340-DMJC Quick Start Guide, OptiPlex SFF Plus 9 EA -- Purchase Order:620083 Payment Terms:45 Days Inv. Due Date:10/05/2024 Invoice Date:08/21/2024 Order Date:08/12/2024 Sales Rep:CHRISTOPHER_MAK Contract Code:C000001115143 Waybill Number:DE24215406 BILL TO:SHIP TO: CITY OF SAN LUIS OBISPO LYNN WILWAND 990 PALM ST SAN LUIS OBISPO, CA 93401-3236 CITY OF SAN LUIS OBISPO NETWORK SERVICES 990 PALM ST SAN LUIS OBISPO, CA 93401-3236 Invoice No: 10767287134 Customer No: 2332474 Order No: 1008464944 Page 2 of 3 DELL MARKETING L.P. One Dell Way Round Rock, TX 78682 FID Number: 74-2616805 Inquiries: www.dell.com/ordersupport/ Dell Online: http://www.dell.com Invoice PLEASE REVIEW DELL'S TERMS & CONDITIONS OF SALE AND POLICIES , WHICH GOVERN THIS TRANSACTION VIEW YOUR ORDER DETAILS ONLINE US412486408-CA-US_84 10767287134 389-BCGW No UPC Label 9 EA -- -- 340-CQYR Shipping Material 9 EA -- 389-BBUU Shipping Label 9 EA -- 389-FFZD Regulatory Label for OptiPlex SFF Plus PSU DAO 9 EA -- 812-3893 ProSupport 4-Hour: 7x24Onsite/In-Home Service After Remote Diagnosis, 3 Years 9 EA -- 812-3899 ProSupport 4-Hour: 7x24 Onsite/In-Home Service After Remote Diagnosis, 2 Years Extended 9 EA -- 812-3900 ProSupport: 7x24 Technical Support, 5 Years 9 EA -- 975-3462 Dell Limited Hardware Warranty Plus Service, Extended Year(s)9 EA -- 989-3449 Thank you choosing Dell ProSupport. For tech support, visit //support.dell.com/ProSupport 9 EA -- 658-BFSK Intel® Rapid Storage Technology Driver 9 EA -- 340-CUEW Intel Core i5 Processor Label 9 EA -- 800-BBIO Desktop BTO Standard shipment 9 EA -- -- 382-BBLJ USB 3.2 Gen 2 Type-A PCIe Card (Low Profile)9 EA -- 379-BBCY No Additional Cable 9 EA -- 575-BBBI No Stand or Mount 9 EA -- 555-BBJO No Additional Network Card Selected (Integrated NIC included)9 EA -- Item Number Description Qty Unit Unit Price Amount To make a payment or access your account details online, please visit MyFinancials at https://mfm.dell.com Purchase Order:620083 Payment Terms:45 Days Inv. Due Date:10/05/2024 Invoice Date:08/21/2024 Order Date:08/12/2024 Sales Rep:CHRISTOPHER_MAK Contract Code:C000001115143 Waybill Number:DE24215406 BILL TO:SHIP TO: CITY OF SAN LUIS OBISPO LYNN WILWAND 990 PALM ST SAN LUIS OBISPO, CA 93401-3236 CITY OF SAN LUIS OBISPO NETWORK SERVICES 990 PALM ST SAN LUIS OBISPO, CA 93401-3236 Invoice No: 10767287134 Customer No: 2332474 Order No: 1008464944 Page 3 of 3 DELL MARKETING L.P. One Dell Way Round Rock, TX 78682 FID Number: 74-2616805 Inquiries: www.dell.com/ordersupport/ Dell Online: http://www.dell.com Invoice PLEASE REVIEW DELL'S TERMS & CONDITIONS OF SALE AND POLICIES , WHICH GOVERN THIS TRANSACTION VIEW YOUR ORDER DETAILS ONLINE US412486408-CA-US_84 10767287134 Item Number Description Qty Unit Unit Price Amount 210-BKWN OptiPlex Small Form Factor Plus 7020 System Service Tags: 9 EA 1,844.14 16,597.26 DMVXK44, 9MVXK44, BMVXK44, HMVXK44, CMVXK44, FMVXK44, 8MVXK44, GMVXK44, 7MVXK44 USD FOR SHIPMENTS TO CALIFORNIA, A STATE ENVIRONMENTAL FEE OF UP TO $6 PER ITEM WILL BE ADDED TO INVOICES FOR ALL ORDERS CONTAINING A DISPLAY GREATER THAN 4 INCHES. PLEASE KEEP ORIGINAL BOX FOR ALL RETURNS. COMPREHENSIVE ONLINE CUSTOMER CARE INFORMATION AND ASSISTANCE IS A CLICK AWAY AT WWW.DELL.COM/PUBLIC-ECARE TO ANSWER A VARIETY OF QUESTIONS REGARDING YOUR DELL ORDER. Sub-Total:$19,841.13 Ship. &/or Handling:$0.00 ENVIRO FEE:$0.00 Taxable: $14,484.06 Non-Taxable: $5,357.07 Tax: $1,267.37 Invoice Total:$21,108.50 DETACH AT LINE AND RETURN WITH PAYMENT Invoice No:10767722412 Customer Name:CITY OF SAN LUIS OBISPO Customer No.2332474 PO No:620083 Order Number:1008501242 Make check payable / remit to : Dell Marketing L.P. C/O Dell USA L.P. PO Box 910916 Pasadena, CA 91110-0916 Electronics Payments Dell Marketing L.P. PNC Bank ABA#: 043-000-096 Acct#: 1017304611 Swift code : PNCCUS33 Online ACH Payment Log in to your MyFinancials account https://mfm.dell.com/ USD Sub-Total:$19,841.13 Ship. &/or Handling:$0.00 ENVIRO FEE:$0.00 Taxable: $14,484.06 Non-Taxable: $5,357.07 Tax: $1,267.37 Invoice Total:$21,108.50 Balance Due:$21,108.50 Amount Enclosed: 0107677224120000002110850000000023324749 Purchase Order:620083 Payment Terms:60 Days Inv. Due Date:10/22/2024 Invoice Date:08/23/2024 Order Date:08/13/2024 Sales Rep:CHRISTOPHER_MAK Customer Agreement #:23026 / 7-23-70-55-01 Contract Code:C000001115143 Waybill Number:DE24215746 Contract Name:Dell NASPO Computer Equipment PA - California BILL TO:SHIP TO: CITY OF SAN LUIS OBISPO LYNN WILWAND 990 PALM ST SAN LUIS OBISPO, CA 93401-3236 CITY OF SAN LUIS OBISPO NETWORK SERVICES 990 PALM ST SAN LUIS OBISPO, CA 93401-3236 Invoice No: 10767722412 Customer No: 2332474 Order No: 1008501242 Page 1 of 3 DELL MARKETING L.P. One Dell Way Round Rock, TX 78682 FID Number: 74-2616805 Inquiries: www.dell.com/ordersupport/ Dell Online: http://www.dell.com Invoice PLEASE REVIEW DELL'S TERMS & CONDITIONS OF SALE AND POLICIES , WHICH GOVERN THIS TRANSACTION VIEW YOUR ORDER DETAILS ONLINE US412486408-CA-US_84 10767722412 Item Number Description Qty Unit Unit Price Amount 338-CNCK Intel Core i7 processor 14700 vPro (33 MB cache, 20 cores, 28 threads, up to 5.3 GHz Turbo, 65W) 9 EA -- 619-ARSB Windows 11 Pro, English, Brazilian Portuguese PT-BR, French, Spanish 9 EA -- 658-BCSB Activate Your Microsoft 365 For A 30 Day Trial 9 EA -- 370-BBQG 32 GB: 2 x 16 GB, DDR5 9 EA 316.80 2,851.20 400-BQRW M.2 2280 512GB PCIe NVMe SED SSD Class 40 9 EA -- 400-BOTB M.2 2280 PCIe NVMe Class 40 Solid State Drive as Boot Drive 9 EA -- 773-BBBC M2X3.5 Screw for SSD/DDPE 9 EA -- 412-AAQT M.2 22x30 Thermal Pad 9 EA -- 401-AANH No Additional Hard Drive 18 EA -- 817-BBBN NO RAID 9 EA -- 490-BJWX AMD Radeon™ RX 6500 4GB GDDR6,Half Height,2xDP 9 EA -- 329-BJWK OptiPlex SFF Plus with 300W Platinum Power Supply 9 EA -- 450-AAOJ System Power Cord (Philipine/TH/US)9 EA -- 429-ABKF No Optical Drive 9 EA -- 632-BBBJ CMS Software not included 9 EA -- 379-BBHM No Media Card Reader 9 EA -- 555-BKHY No Wireless LAN Card 9 EA -- 340-AFMQ None 9 EA -- 492-BBFF No PCIe add-in card 9 EA -- 382-BBLO Optional HDMI Port 9 EA 10.39 93.51 580-AABG No Keyboard Selected 9 EA -- 570-AAAF No Mouse Selected 9 EA -- 325-BCZQ No Cover Selected 9 EA -- 817-BBBC Not selected in this configuration 9 EA -- 634-CHFP Dell Additional Software 9 EA -- 620-AALW OS-Windows Media Not Included 9 EA -- 387-BBLW ENERGY STAR Qualified 9 EA -- -- 340-DMJC Quick Start Guide, OptiPlex SFF Plus 9 EA -- 389-BCGW No UPC Label 9 EA -- -- 340-CQYR Shipping Material 9 EA -- 389-BBUU Shipping Label 9 EA -- 389-FFZD Regulatory Label for OptiPlex SFF Plus PSU DAO 9 EA -- 658-BFSK Intel® Rapid Storage Technology Driver 9 EA -- 340-CUEQ Intel Core i7 Processor Label 9 EA -- Purchase Order:620083 Payment Terms:60 Days Inv. Due Date:10/22/2024 Invoice Date:08/23/2024 Order Date:08/13/2024 Sales Rep:CHRISTOPHER_MAK Customer Agreement #:23026 / 7-23-70-55-01 Contract Code:C000001115143 Waybill Number:DE24215746 Contract Name:Dell NASPO Computer Equipment PA - California BILL TO:SHIP TO: CITY OF SAN LUIS OBISPO LYNN WILWAND 990 PALM ST SAN LUIS OBISPO, CA 93401-3236 CITY OF SAN LUIS OBISPO NETWORK SERVICES 990 PALM ST SAN LUIS OBISPO, CA 93401-3236 Invoice No: 10767722412 Customer No: 2332474 Order No: 1008501242 Page 2 of 3 DELL MARKETING L.P. One Dell Way Round Rock, TX 78682 FID Number: 74-2616805 Inquiries: www.dell.com/ordersupport/ Dell Online: http://www.dell.com Invoice PLEASE REVIEW DELL'S TERMS & CONDITIONS OF SALE AND POLICIES , WHICH GOVERN THIS TRANSACTION VIEW YOUR ORDER DETAILS ONLINE US412486408-CA-US_84 10767722412 800-BBIO Desktop BTO Standard shipment 9 EA -- -- 382-BBNQ USB Type-C 3.2 Gen 2 (10 Gbps) PCIe Card, Half Height 9 EA 33.24 299.16 379-BBCY No Additional Cable 9 EA -- 575-BBBI No Stand or Mount 9 EA -- 555-BBJO No Additional Network Card Selected (Integrated NIC included)9 EA -- 817-BBBB Custom Configuration 9 EA -- 379-BDZB EPEAT 2018 Registered (Gold)9 EA -- 340-CKSZ No AutoPilot 9 EA -- 325-BDSX Dust Filter 9 EA -- 520-AARK No Internal Speaker 9 EA -- 631-BBQQ No vPro® support 9 EA -- 650-BBBG No ICPS 9 EA -- 975-3462 Dell Limited Hardware Warranty Plus Service, Extended Year(s)9 EA -- 812-3886 Dell Limited Hardware Warranty Plus Service 9 EA -- 812-3893 ProSupport 4-Hour: 7x24Onsite/In-Home Service After Remote Diagnosis, 3 Years 9 EA -- 812-3899 ProSupport 4-Hour: 7x24 Onsite/In-Home Service After Remote Diagnosis, 2 Years Extended 9 EA -- 989-3449 Thank you choosing Dell ProSupport. For tech support, visit //support.dell.com/ProSupport 9 EA -- 812-3900 ProSupport: 7x24 Technical Support, 5 Years 9 EA -- 980-7554 Keep Your Hard Drive, 5 Year 9 EA -- Item Number Description Qty Unit Unit Price Amount To make a payment or access your account details online, please visit MyFinancials at https://mfm.dell.com Purchase Order:620083 Payment Terms:60 Days Inv. Due Date:10/22/2024 Invoice Date:08/23/2024 Order Date:08/13/2024 Sales Rep:CHRISTOPHER_MAK Customer Agreement #:23026 / 7-23-70-55-01 Contract Code:C000001115143 Waybill Number:DE24215746 Contract Name:Dell NASPO Computer Equipment PA - California BILL TO:SHIP TO: CITY OF SAN LUIS OBISPO LYNN WILWAND 990 PALM ST SAN LUIS OBISPO, CA 93401-3236 CITY OF SAN LUIS OBISPO NETWORK SERVICES 990 PALM ST SAN LUIS OBISPO, CA 93401-3236 Invoice No: 10767722412 Customer No: 2332474 Order No: 1008501242 Page 3 of 3 DELL MARKETING L.P. One Dell Way Round Rock, TX 78682 FID Number: 74-2616805 Inquiries: www.dell.com/ordersupport/ Dell Online: http://www.dell.com Invoice PLEASE REVIEW DELL'S TERMS & CONDITIONS OF SALE AND POLICIES , WHICH GOVERN THIS TRANSACTION VIEW YOUR ORDER DETAILS ONLINE US412486408-CA-US_84 10767722412 Item Number Description Qty Unit Unit Price Amount 210-BKXD OptiPlex Micro Form Factor Plus 7020 System Service Tags: 18 EA 991.69 17,850.42 BGHXY24, 5GHXY24, 6GHXY24, CGHXY24, 2HHXY24, 9GHXY24, DGHXY24, 3GHXY24, 8GHXY24, 7GHXY24, 4GHXY24, 2GHXY24, FGHXY24, JGHXY24, GGHXY24, 1HHXY24, 1GHXY24, HGHXY24 USD FOR SHIPMENTS TO CALIFORNIA, A STATE ENVIRONMENTAL FEE OF UP TO $6 PER ITEM WILL BE ADDED TO INVOICES FOR ALL ORDERS CONTAINING A DISPLAY GREATER THAN 4 INCHES. PLEASE KEEP ORIGINAL BOX FOR ALL RETURNS. COMPREHENSIVE ONLINE CUSTOMER CARE INFORMATION AND ASSISTANCE IS A CLICK AWAY AT WWW.DELL.COM/PUBLIC-ECARE TO ANSWER A VARIETY OF QUESTIONS REGARDING YOUR DELL ORDER. Sub-Total:$20,565.00 Ship. &/or Handling:$0.00 ENVIRO FEE:$0.00 Taxable: $15,427.08 Non-Taxable: $5,137.92 Tax: $1,349.88 Invoice Total:$21,914.88 DETACH AT LINE AND RETURN WITH PAYMENT Invoice No:10767728372 Customer Name:CITY OF SAN LUIS OBISPO Customer No.2332474 PO No:620083 Order Number:1008464943 Make check payable / remit to : Dell Marketing L.P. C/O Dell USA L.P. PO Box 910916 Pasadena, CA 91110-0916 Electronics Payments Dell Marketing L.P. PNC Bank ABA#: 043-000-096 Acct#: 1017304611 Swift code : PNCCUS33 Online ACH Payment Log in to your MyFinancials account https://mfm.dell.com/ USD Sub-Total:$20,565.00 Ship. &/or Handling:$0.00 ENVIRO FEE:$0.00 Taxable: $15,427.08 Non-Taxable: $5,137.92 Tax: $1,349.88 Invoice Total:$21,914.88 Balance Due:$21,914.88 Amount Enclosed: 0107677283720000002191488000000023324742 Purchase Order:620083 Payment Terms:45 Days Inv. Due Date:10/07/2024 Invoice Date:08/23/2024 Order Date:08/12/2024 Sales Rep:CHRISTOPHER_MAK Contract Code:C000001115143 Waybill Number:DE24215746 BILL TO:SHIP TO: CITY OF SAN LUIS OBISPO LYNN WILWAND 990 PALM ST SAN LUIS OBISPO, CA 93401-3236 CITY OF SAN LUIS OBISPO NETWORK SERVICES 990 PALM ST SAN LUIS OBISPO, CA 93401-3236 Invoice No: 10767728372 Customer No: 2332474 Order No: 1008464943 Page 1 of 3 DELL MARKETING L.P. One Dell Way Round Rock, TX 78682 FID Number: 74-2616805 Inquiries: www.dell.com/ordersupport/ Dell Online: http://www.dell.com Invoice PLEASE REVIEW DELL'S TERMS & CONDITIONS OF SALE AND POLICIES , WHICH GOVERN THIS TRANSACTION VIEW YOUR ORDER DETAILS ONLINE US412486408-CA-US_84 10767728372 Item Number Description Qty Unit Unit Price Amount 379-BDZB EPEAT 2018 Registered (Gold)18 EA -- 520-BBFQ Internal Speaker, MFF 7020 18 EA -- 340-CKSZ No AutoPilot 18 EA -- -- 650-BBBG No ICPS 18 EA -- 812-3886 Dell Limited Hardware Warranty Plus Service 18 EA -- 812-3940 ProSupport Plus: Next Business Day Onsite 5 Years 18 EA -- 812-3938 ProSupport Plus: Accidental Damage Service, 5 Years 18 EA -- 370-BBQB 16GB DDR5 Memory,2X8GB,5600,Non-ECC,SoDIMM 18 EA 150.81 2,714.58 400-BQRW M.2 2280 512GB PCIe NVMe SED SSD Class 40 18 EA -- 773-BBBC M2X3.5 Screw for SSD/DDPE 18 EA -- 401-AANH No Additional Hard Drive 18 EA -- 817-BBBN NO RAID 18 EA -- 329-BJWV OptiPlex Micro Plus with 65W CPU 18 EA -- 450-AAZN US Power Cord 18 EA -- 555-BKHY No Wireless LAN Card 18 EA -- 382-BBKE Optional DisplayPort 18 EA -- 580-AABG No Keyboard Selected 18 EA -- 570-AAAF No Mouse Selected 18 EA -- 325-BCZQ No Cover Selected 18 EA -- 340-AFMQ None 18 EA -- 492-BBFF No PCIe add-in card 18 EA -- 338-CNCJ Intel Core i5 processor 14600 vPro (24MB cache, 14 cores, 20 threads, up to 5.2 GHz Turbo, 65W) 18 EA -- 619-ARSB Windows 11 Pro, English, Brazilian Portuguese PT-BR, French, Spanish 18 EA -- 658-BCSB Activate Your Microsoft 365 For A 30 Day Trial 18 EA -- 817-BBBC Not selected in this configuration 18 EA -- 634-CHFP Dell Additional Software 18 EA -- 620-AALW OS-Windows Media Not Included 18 EA -- 387-BBLW ENERGY STAR Qualified 18 EA -- 817-BBSI System Monitoring not selected in this configuration 18 EA -- 340-DMHF Quick Start Guide, OptiPlex Micro Plus 18 EA -- 389-BCGW No UPC Label 18 EA -- -- 340-CQYN Shipping Material 18 EA -- 389-BBUU Shipping Label 18 EA -- 389-FGDW High:FSJ Reg label for 180W adaptor 18 EA -- Purchase Order:620083 Payment Terms:45 Days Inv. Due Date:10/07/2024 Invoice Date:08/23/2024 Order Date:08/12/2024 Sales Rep:CHRISTOPHER_MAK Contract Code:C000001115143 Waybill Number:DE24215746 BILL TO:SHIP TO: CITY OF SAN LUIS OBISPO LYNN WILWAND 990 PALM ST SAN LUIS OBISPO, CA 93401-3236 CITY OF SAN LUIS OBISPO NETWORK SERVICES 990 PALM ST SAN LUIS OBISPO, CA 93401-3236 Invoice No: 10767728372 Customer No: 2332474 Order No: 1008464943 Page 2 of 3 DELL MARKETING L.P. One Dell Way Round Rock, TX 78682 FID Number: 74-2616805 Inquiries: www.dell.com/ordersupport/ Dell Online: http://www.dell.com Invoice PLEASE REVIEW DELL'S TERMS & CONDITIONS OF SALE AND POLICIES , WHICH GOVERN THIS TRANSACTION VIEW YOUR ORDER DETAILS ONLINE US412486408-CA-US_84 10767728372 658-BFSV IRST Driver, MFF 7020 18 EA -- 340-CUEW Intel Core i5 Processor Label 18 EA -- 800-BBIO Desktop BTO Standard shipment 18 EA -- -- 379-BBCY No Additional Cable 18 EA -- 575-BBBI No Stand or Mount 36 EA -- 340-ACQQ No Option Included 18 EA -- 450-BBBM 180 Watt A/C Adapter, TCO Compliant 18 EA -- 817-BBBB Custom Configuration 18 EA -- 812-3939 ProSupport Plus: Keep Your Hard Drive, 5 Years 18 EA -- 812-3941 ProSupport Plus: 7x24 Technical Support, 5 Years 18 EA -- 997-8367 Thank you for choosing Dell ProSupport Plus. For tech support, visit www.dell.com/contactdell or call 1-866-516-3115 18 EA -- Item Number Description Qty Unit Unit Price Amount To make a payment or access your account details online, please visit MyFinancials at https://mfm.dell.com Purchase Order:620083 Payment Terms:45 Days Inv. Due Date:10/07/2024 Invoice Date:08/23/2024 Order Date:08/12/2024 Sales Rep:CHRISTOPHER_MAK Contract Code:C000001115143 Waybill Number:DE24215746 BILL TO:SHIP TO: CITY OF SAN LUIS OBISPO LYNN WILWAND 990 PALM ST SAN LUIS OBISPO, CA 93401-3236 CITY OF SAN LUIS OBISPO NETWORK SERVICES 990 PALM ST SAN LUIS OBISPO, CA 93401-3236 Invoice No: 10767728372 Customer No: 2332474 Order No: 1008464943 Page 3 of 3 DELL MARKETING L.P. One Dell Way Round Rock, TX 78682 FID Number: 74-2616805 Inquiries: www.dell.com/ordersupport/ Dell Online: http://www.dell.com Invoice PLEASE REVIEW DELL'S TERMS & CONDITIONS OF SALE AND POLICIES , WHICH GOVERN THIS TRANSACTION VIEW YOUR ORDER DETAILS ONLINE US412486408-CA-US_84 10767728372 CITIG, Inc.347 Chapala StSanta Barbara, CA 93101(805) 364-5300 Bill To: City of San Luis ObispoAttn: Accounts Payable990 Palm Str.San Luis Obispo, CA 93401-3249 Date Invoice 04/08/2025 37739 Terms Due Date PO Number Reference Net 30 05/08/2025 619823 Annual Billing for 2025-2026 Year 2 of 3-Year Term Other Charges Quantity Price Amount Annual Product Agreement: 3-Year VMware Agreement VMware vSphere Foundation 8 *PRICING REFLECTS A 3-YEAR TERM COMMITMENT THAT IS TO BEBILLED ANNUALLY* VMware, LLC 368.00 112.10 41,252.80 VMware vSAN 8*PRICING REFLECTS A 3-YEAR TERM COMMITMENT THAT IS TO BEBILLED ANNUALLY* VMware, LLC 10.00 104.63 1,046.30 Total Other Charges:42,299.10 Make checks payable to CITIG. A finance charge may be applied to balances that remain unpaid afterthe due date. This charge is computed by applying a monthlypercentage rate of 1.25% to the past due balance. This corresponds toan APR of 15.00%. Invoice Subtotal:42,299.10 Sales Tax:0.00 Invoice Total:42,299.10 Payments:0.00 Credits:0.00 Balance Due:42,299.10 Thank you for your business! You can now receive invoices via email -- ask us how. Item Number Description Qty Unit Unit Price Amount 210-BLYZ Dell Latitude 5550 XCTO Base System Service Tags: 1T27R14 1 EA 1,932.02 1,932.02 USD FOR SHIPMENTS TO CALIFORNIA, A STATE ENVIRONMENTAL FEE OF UP TO $6 PER ITEM WILL BE ADDED TO INVOICES FOR ALL ORDERS CONTAINING A DISPLAY GREATER THAN 4 INCHES. PLEASE KEEP ORIGINAL BOX FOR ALL RETURNS. COMPREHENSIVE ONLINE CUSTOMER CARE INFORMATION AND ASSISTANCE IS A CLICK AWAY AT WWW.DELL.COM/PUBLIC-ECARE TO ANSWER A VARIETY OF QUESTIONS REGARDING YOUR DELL ORDER. Sub-Total:$1,932.02 Ship. &/or Handling:$0.00 ENVIRO FEE:$5.00 Taxable: $1,592.49 Non-Taxable: $344.53 Tax: $139.35 Invoice Total:$2,076.37 DETACH AT LINE AND RETURN WITH PAYMENT Invoice No:10739866859 Customer Name:CITY OF SAN LUIS OBISPO Customer No.2332474 PO No:619100 Order Number:1002887922 Make check payable / remit to : Dell Marketing L.P. C/O Dell USA L.P. PO Box 910916 Pasadena, CA 91110-0916 Electronics Payments Dell Marketing L.P. PNC Bank ABA#: 043-000-096 Acct#: 1017304611 Swift code : PNCCUS33 Online ACH Payment Log in to your MyFinancials account https://mfm.dell.com/ USD Sub-Total:$1,932.02 Ship. &/or Handling:$0.00 ENVIRO FEE:$5.00 Taxable: $1,592.49 Non-Taxable: $344.53 Tax: $139.35 Invoice Total:$2,076.37 Balance Due:$2,076.37 Amount Enclosed: 0107398668590000000207637000000023324748 Purchase Order:619100 Payment Terms:45 Days Inv. Due Date:05/12/2024 Invoice Date:03/28/2024 Order Date:03/22/2024 Sales Rep:CHRISTOPHER_MAK Shipped Via:FEDERAL EXPRESS Customer Agreement #:23026 / 7-23-70-55-01 Contract Code:C000001115143 Waybill Number:714923681571 Contract Name:Dell NASPO Computer Equipment PA - California DELL MARKETING L.P. One Dell Way Round Rock, TX 78682 FID Number: 74-2616805 Inquiries: www.dell.com/ordersupport/ Dell Online: http://www.dell.com Invoice BILL TO:SHIP TO: CITY OF SAN LUIS OBISPO LYNN WILWAND 990 PALM ST SAN LUIS OBISPO, CA 93401-3236 CITY OF SAN LUIS OBISPO NETWORK SERVICES 990 PALM ST SAN LUIS OBISPO, CA 93401-3236 Invoice No: 10739866859 Customer No: 2332474 Order No: 1002887922 Page 1 of 3 PLEASE REVIEW DELL'S TERMS & CONDITIONS OF SALE AND POLICIES , WHICH GOVERN THIS TRANSACTION VIEW YOUR ORDER DETAILS ONLINE US412486408-CA-US_84 10739866859 Item Number Description Qty Unit Unit Price Amount 556-BBCD No Mobile Broadband Card 1 EA -- 451-BDGX 3-cell, 54 Wh, ExpressCharge Capable, ExpressCharge Boost Capable 1 EA -- 492-BDIO 100W AC adapter, USB Type-C, EPEAT, TCO Gen9 compliant 1 EA -- 346-BKLV No Security 1 EA -- -- 620-AALW OS-Windows Media Not Included 1 EA -- 537-BBDK E5 Power Cord 1M for US 1 EA -- 340-DMNY Latitude 5550 Quick Start Guide 1 EA -- 430-XXYG No Resource USB Media 1 EA -- 340-AGIK SERI Guide (ENG/FR/Multi)1 EA -- 387-BBPC ENERGY STAR Qualified 1 EA -- 817-BBBB Custom Configuration 1 EA -- 658-BFQB Dell Additional Software 1 EA -- 340-DMMC Mix Model MTL 100W ADPT 1 EA -- 389-FGSN Intel Core Ultra 5 Non-vPro Label 1 EA -- 800-BBQN BTO Standard Shipment (S)1 EA -- 389-BCGW No UPC Label 1 EA -- 319-BBKJ FHD HDR IR Camera with ExpressSign-In + Intelligent Privacy, TNR, Camera Shutter, Microphone 1 EA -- 340-CKSZ No AutoPilot 1 EA -- 650-BBBG No ICPS 1 EA -- 379-BDZB EPEAT 2018 Registered (Gold)1 EA -- 997-8367 Thank you for choosing Dell ProSupport Plus. For tech support, visit www.dell.com/contactdell or call 1-866-516-3115 1 EA -- 997-8380 ProSupport Plus: 7x24 Technical Support, 3 Years 1 EA -- 997-8381 ProSupport Plus: Next Business Day Onsite, 2 Year Extended 1 EA -- 997-8382 ProSupport Plus: Keep Your Hard Drive, 3 Years 1 EA -- 975-3461 Dell Limited Hardware Warranty Extended Year(s)1 EA -- 997-8317 Dell Limited Hardware Warranty 1 EA -- 997-8366 ProSupport Plus: Next Business Day Onsite, 1 Year 1 EA -- 997-8383 ProSupport Plus: Accidental Damage Service, 3 Years 1 EA -- 658-BCSB No Microsoft Office License Included - 30 day Trial Offer Only 1 EA -- 338-CNRG Assembly Base MTL 5550 1 EA -- 338-CNRQ Integrated Intel Arc graphics or Intel graphics for Intel Core Ultra 5 135H vPro processor 1 EA -- 321-BKTS Latitude 5550 Bottom Door, MTL H28 1 EA -- 409-BCXY Intel Rapid Storage Technology Driver 1 EA -- 379-BFNX Intel Core Ultra 5 135H vPro (18 MB cache, 14 cores, 18 threads, up to 4.6 GHz)1 EA -- Purchase Order:619100 Payment Terms:45 Days Inv. Due Date:05/12/2024 Invoice Date:03/28/2024 Order Date:03/22/2024 Sales Rep:CHRISTOPHER_MAK Shipped Via:FEDERAL EXPRESS Customer Agreement #:23026 / 7-23-70-55-01 Contract Code:C000001115143 Waybill Number:714923681571 Contract Name:Dell NASPO Computer Equipment PA - California DELL MARKETING L.P. One Dell Way Round Rock, TX 78682 FID Number: 74-2616805 Inquiries: www.dell.com/ordersupport/ Dell Online: http://www.dell.com Invoice BILL TO:SHIP TO: CITY OF SAN LUIS OBISPO LYNN WILWAND 990 PALM ST SAN LUIS OBISPO, CA 93401-3236 CITY OF SAN LUIS OBISPO NETWORK SERVICES 990 PALM ST SAN LUIS OBISPO, CA 93401-3236 Invoice No: 10739866859 Customer No: 2332474 Order No: 1002887922 Page 2 of 3 PLEASE REVIEW DELL'S TERMS & CONDITIONS OF SALE AND POLICIES , WHICH GOVERN THIS TRANSACTION VIEW YOUR ORDER DETAILS ONLINE US412486408-CA-US_84 10739866859 619-ARSB Windows 11 Pro, English, Brazilian Portuguese PT-BR, French, Spanish 1 EA -- 631-BBSQ Intel vPro Management Disabled 1 EA -- 370-BBTL 16 GB: 2 x 8 GB, DDR5, 5600 MT/s (5200 MT/s with 13th Gen Intel Core processors)1 EA -- 400-BRFV 512 GB, M.2 2280, TLC, Gen 4 PCIe NVMe, SSD (Class 40)1 EA -- 401-AADF No Additional Hard Drive 1 EA -- 391-BJFJ 15.6", FHD 1920x1080, 60Hz, IPS, Touch, AG, 250 nit, 45% NTSC, FHD+IR/IP Cam, 4G 1 EA -- 583-BLNH English US backlit AI hotkey keyboard with numeric keypad, 99-key 1 EA -- 570-AADK No Mouse 1 EA -- 555-BKLQ Intel Wi-Fi 6E (6 where 6E unavailable) AX211, 2x2, 802.11ax, Bluetooth 5.3 wireless card 1 EA -- 555-BKQC Intel AX211 WLAN Driver 1 EA -- Item Number Description Qty Unit Unit Price Amount To make a payment or access your account details online, please visit MyFinancials at https://mfm.dell.com Starting from March 18, 2024, Dell Order Number digits will have a new format of “10000xxxxx”, which means they will be extended to 10 digits. Please be aware of this change and adjust accordingly. Purchase Order:619100 Payment Terms:45 Days Inv. Due Date:05/12/2024 Invoice Date:03/28/2024 Order Date:03/22/2024 Sales Rep:CHRISTOPHER_MAK Shipped Via:FEDERAL EXPRESS Customer Agreement #:23026 / 7-23-70-55-01 Contract Code:C000001115143 Waybill Number:714923681571 Contract Name:Dell NASPO Computer Equipment PA - California DELL MARKETING L.P. One Dell Way Round Rock, TX 78682 FID Number: 74-2616805 Inquiries: www.dell.com/ordersupport/ Dell Online: http://www.dell.com Invoice BILL TO:SHIP TO: CITY OF SAN LUIS OBISPO LYNN WILWAND 990 PALM ST SAN LUIS OBISPO, CA 93401-3236 CITY OF SAN LUIS OBISPO NETWORK SERVICES 990 PALM ST SAN LUIS OBISPO, CA 93401-3236 Invoice No: 10739866859 Customer No: 2332474 Order No: 1002887922 Page 3 of 3 PLEASE REVIEW DELL'S TERMS & CONDITIONS OF SALE AND POLICIES , WHICH GOVERN THIS TRANSACTION VIEW YOUR ORDER DETAILS ONLINE US412486408-CA-US_84 10739866859 Item Number Description Qty Unit Unit Price Amount 210-BLNG Dell Mobile Precision Workstation 3591 System Service Tags: HCRJ624 , JCRJ624 , 1DRJ624 3 EA 2,634.02 7,902.06 USD FOR SHIPMENTS TO CALIFORNIA, A STATE ENVIRONMENTAL FEE OF UP TO $6 PER ITEM WILL BE ADDED TO INVOICES FOR ALL ORDERS CONTAINING A DISPLAY GREATER THAN 4 INCHES. PLEASE KEEP ORIGINAL BOX FOR ALL RETURNS. COMPREHENSIVE ONLINE CUSTOMER CARE INFORMATION AND ASSISTANCE IS A CLICK AWAY AT WWW.DELL.COM/PUBLIC-ECARE TO ANSWER A VARIETY OF QUESTIONS REGARDING YOUR DELL ORDER. Sub-Total:$7,902.06 Ship. &/or Handling:$0.00 ENVIRO FEE:$15.00 Taxable: $6,829.56 Non-Taxable: $1,087.50 Tax: $597.58 Invoice Total:$8,514.64 DETACH AT LINE AND RETURN WITH PAYMENT Invoice No:10747241813 Customer Name:CITY OF SAN LUIS OBISPO Customer No.2332474 PO No:616768 Order Number:1004387005 Make check payable / remit to : Dell Marketing L.P. C/O Dell USA L.P. PO Box 910916 Pasadena, CA 91110-0916 Electronics Payments Dell Marketing L.P. PNC Bank ABA#: 043-000-096 Acct#: 1017304611 Swift code : PNCCUS33 Online ACH Payment Log in to your MyFinancials account https://mfm.dell.com/ USD Sub-Total:$7,902.06 Ship. &/or Handling:$0.00 ENVIRO FEE:$15.00 Taxable: $6,829.56 Non-Taxable: $1,087.50 Tax: $597.58 Invoice Total:$8,514.64 Balance Due:$8,514.64 Amount Enclosed: 0107472418130000000851464000000023324749 Purchase Order:616768 Payment Terms:45 Days Inv. Due Date:06/21/2024 Invoice Date:05/07/2024 Order Date:04/30/2024 Sales Rep:CHRISTOPHER_MAK Contract Code:C000001115143 Waybill Number:703466516820 DELL MARKETING L.P. One Dell Way Round Rock, TX 78682 FID Number: 74-2616805 Inquiries: www.dell.com/ordersupport/ Dell Online: http://www.dell.com Invoice BILL TO:SHIP TO: CITY OF SAN LUIS OBISPO LYNN WILWAND 990 PALM ST SAN LUIS OBISPO, CA 93401-3236 CITY OF SAN LUIS OBISPO NETWORK SERVICES 990 PALM ST SAN LUIS OBISPO, CA 93401-3236 Invoice No: 10747241813 Customer No: 2332474 Order No: 1004387005 Page 1 of 3 PLEASE REVIEW DELL'S TERMS & CONDITIONS OF SALE AND POLICIES , WHICH GOVERN THIS TRANSACTION VIEW YOUR ORDER DETAILS ONLINE US412486408-CA-US_84 10747241813 Item Number Description Qty Unit Unit Price Amount 340-DMQL Intel Core Ultra 7 Non-vPro Label 3 EA -- 658-BFPP Dell Additional Software 3 EA -- 340-DQRD Quick Setup Guide for Mobile Precision 3591 3 EA -- 650-BBBG No ICPS 3 EA -- -- 620-AALW OS-Windows Media Not Included 3 EA -- 997-1061 ProSupport Plus: Accidental Damage Service, 3 Years 3 EA -- 997-1096 ProSupport Plus: Keep Your Hard Drive, 3 Years 3 EA -- 997-1129 Dell Limited Hardware Warranty Plus Service 3 EA -- 997-1142 ProSupport Plus: 7x24 Technical Support, 3 Years 3 EA -- 997-6066 ProSupport Plus: Next Business Day Onsite, 3 Years 3 EA -- 997-8367 Thank you for choosing Dell ProSupport Plus. For tech support, visit www.dell.com/contactdell or call 1-866-516-3115 3 EA -- 409-BCXX Intel(R) Rapid Storage Technology Driver 3 EA -- 800-BBGS BTO Standard Shipment (M)3 EA -- 379-BFQT Intel Core Ultra 7 155H vPro Essentials (24 MB cache, 16 cores, 22 threads, up to 4.8 GHz, 45W) 3 EA -- 619-ARSB Windows 11 Pro, English, Brazilian Portuguese PT-BR, French, Spanish 3 EA -- 658-BCSB No Microsoft Office License Included - 30 day Trial Offer Only 3 EA -- 329-BKFT Intel Core Ultra 7 155H Processor and NVIDIA RTX 500 Ada 4GB GDDR6 Graphics 3 EA -- 490-BKBY NVIDIA RTX 500 Ada Generation, 4 GB GDDR6 3 EA -- 391-BJCT 15.6 FHD 1920x1080, 60Hz, 250 nits, Touch, FHD HDR IR Camera, Mic, WLAN, 4G WWAN 3 EA -- 319-BBKH FHD HDR IR Camera, ExpressSign-In, No Intelligent Privacy, TNR, Camera Shutter, Microphone 3 EA -- 370-BBYH 32 GB: 2 x 16 GB, DDR5, 5600 MT/s, non-ECC 3 EA -- 400-BRHX 1TB, M.2 2280, Gen4 PCIe NVMe, SSD, Class 40 3 EA -- 401-AAGM No Additional Hard Drive 3 EA -- 817-BBBN NO RAID 3 EA -- 583-BLNH English US backlit AI hotkey keyboard with numeric keypad, 99-key 3 EA -- 346-BKTK Single Pointing, Finger Print Reader, CV3+3 EA -- 555-BKND Intel AX211, 2x2 MIMO, 2400 Mbps, 2.4/5/6 GHz, Wi-Fi 6/6E (WiFi 802.11ax), Bluetooth 3 EA -- 556-BFMX 4G - Qualcomm (DW5825e), eSIM, Verizon 3 EA -- 451-BDDK 4 Cell, 64WHr, Standard Battery 3 EA -- 451-BDDN 4 Cell Battery Cable 3 EA -- 492-BDGH 130W Type C Power Adapter 3 EA -- 631-BBXF Intel vPro Management Disabled 3 EA -- Purchase Order:616768 Payment Terms:45 Days Inv. Due Date:06/21/2024 Invoice Date:05/07/2024 Order Date:04/30/2024 Sales Rep:CHRISTOPHER_MAK Contract Code:C000001115143 Waybill Number:703466516820 DELL MARKETING L.P. One Dell Way Round Rock, TX 78682 FID Number: 74-2616805 Inquiries: www.dell.com/ordersupport/ Dell Online: http://www.dell.com Invoice BILL TO:SHIP TO: CITY OF SAN LUIS OBISPO LYNN WILWAND 990 PALM ST SAN LUIS OBISPO, CA 93401-3236 CITY OF SAN LUIS OBISPO NETWORK SERVICES 990 PALM ST SAN LUIS OBISPO, CA 93401-3236 Invoice No: 10747241813 Customer No: 2332474 Order No: 1004387005 Page 2 of 3 PLEASE REVIEW DELL'S TERMS & CONDITIONS OF SALE AND POLICIES , WHICH GOVERN THIS TRANSACTION VIEW YOUR ORDER DETAILS ONLINE US412486408-CA-US_84 10747241813 387-BBLW ENERGY STAR Qualified 3 EA -- 379-BDZB EPEAT 2018 Registered (Gold)3 EA -- 340-CKSZ No AutoPilot 3 EA -- 537-BBDK E5 Power Cord 1M for US 3 EA -- 340-AGIK SERI Guide (ENG/FR/Multi)3 EA -- 570-AADK No Mouse 3 EA -- 555-BKSB Intel AX211 WLAN Driver 3 EA -- 389-BCGW No UPC Label 3 EA -- 340-DQNC Packaging for 130W Adapter 3 EA -- 817-BBBB Custom Configuration 3 EA -- Item Number Description Qty Unit Unit Price Amount To make a payment or access your account details online, please visit MyFinancials at https://mfm.dell.com Starting from March 18, 2024, Dell Order Number digits will have a new format of “10000xxxxx”, which means they will be extended to 10 digits. Please be aware of this change and adjust accordingly. Purchase Order:616768 Payment Terms:45 Days Inv. Due Date:06/21/2024 Invoice Date:05/07/2024 Order Date:04/30/2024 Sales Rep:CHRISTOPHER_MAK Contract Code:C000001115143 Waybill Number:703466516820 DELL MARKETING L.P. One Dell Way Round Rock, TX 78682 FID Number: 74-2616805 Inquiries: www.dell.com/ordersupport/ Dell Online: http://www.dell.com Invoice BILL TO:SHIP TO: CITY OF SAN LUIS OBISPO LYNN WILWAND 990 PALM ST SAN LUIS OBISPO, CA 93401-3236 CITY OF SAN LUIS OBISPO NETWORK SERVICES 990 PALM ST SAN LUIS OBISPO, CA 93401-3236 Invoice No: 10747241813 Customer No: 2332474 Order No: 1004387005 Page 3 of 3 PLEASE REVIEW DELL'S TERMS & CONDITIONS OF SALE AND POLICIES , WHICH GOVERN THIS TRANSACTION VIEW YOUR ORDER DETAILS ONLINE US412486408-CA-US_84 10747241813 Item Number Description Qty Unit Unit Price Amount 210-BLLC Dell Mobile Precision Workstation 5690 System Service Tags: 6GXCT34 , B3RCT34 2 EA 3,140.12 6,280.24 USD FOR SHIPMENTS TO CALIFORNIA, A STATE ENVIRONMENTAL FEE OF UP TO $6 PER ITEM WILL BE ADDED TO INVOICES FOR ALL ORDERS CONTAINING A DISPLAY GREATER THAN 4 INCHES. PLEASE KEEP ORIGINAL BOX FOR ALL RETURNS. COMPREHENSIVE ONLINE CUSTOMER CARE INFORMATION AND ASSISTANCE IS A CLICK AWAY AT WWW.DELL.COM/PUBLIC-ECARE TO ANSWER A VARIETY OF QUESTIONS REGARDING YOUR DELL ORDER. Sub-Total:$6,280.24 Ship. &/or Handling:$0.00 ENVIRO FEE:$10.00 Taxable: $5,099.14 Non-Taxable: $1,191.10 Tax: $446.18 Invoice Total:$6,736.42 DETACH AT LINE AND RETURN WITH PAYMENT Invoice No:10751780410 Customer Name:CITY OF SAN LUIS OBISPO Customer No.2332474 PO No:616768 Order Number:1004856248 Make check payable / remit to : Dell Marketing L.P. C/O Dell USA L.P. PO Box 910916 Pasadena, CA 91110-0916 Electronics Payments Dell Marketing L.P. PNC Bank ABA#: 043-000-096 Acct#: 1017304611 Swift code : PNCCUS33 Online ACH Payment Log in to your MyFinancials account https://mfm.dell.com/ USD Sub-Total:$6,280.24 Ship. &/or Handling:$0.00 ENVIRO FEE:$10.00 Taxable: $5,099.14 Non-Taxable: $1,191.10 Tax: $446.18 Invoice Total:$6,736.42 Balance Due:$6,736.42 Amount Enclosed: 0107517804100000000673642000000023324743 Purchase Order:616768 Payment Terms:45 Days Inv. Due Date:07/15/2024 Invoice Date:05/31/2024 Order Date:05/13/2024 Sales Rep:CHRISTOPHER_MAK Shipped Via:FEDERAL EXPRESS Contract Code:C000001115143 Waybill Number:703466604553 BILL TO:SHIP TO: CITY OF SAN LUIS OBISPO LYNN WILWAND 990 PALM ST SAN LUIS OBISPO, CA 93401-3236 CITY OF SAN LUIS OBISPO NETWORK SERVICES 990 PALM ST SAN LUIS OBISPO, CA 93401-3236 Invoice No: 10751780410 Customer No: 2332474 Order No: 1004856248 Page 1 of 3 DELL MARKETING L.P. One Dell Way Round Rock, TX 78682 FID Number: 74-2616805 Inquiries: www.dell.com/ordersupport/ Dell Online: http://www.dell.com Invoice PLEASE REVIEW DELL'S TERMS & CONDITIONS OF SALE AND POLICIES , WHICH GOVERN THIS TRANSACTION VIEW YOUR ORDER DETAILS ONLINE US412486408-CA-US_84 10751780410 Item Number Description Qty Unit Unit Price Amount 409-BCYC Intel Rapid Storage Technology Driver 2 EA -- 800-BBGS BTO Standard Shipment (M)2 EA -- 379-BFQT Intel Core Ultra 7 155H vPro Essentials (24 MB cache, 16 cores, 22 threads, up to 4.8 GHz, 45W) 2 EA -- 619-ARSB Windows 11 Pro, English, Brazilian Portuguese PT-BR, French, Spanish 2 EA -- 658-BCSB Activate Your Microsoft 365 For A 30 Day Trial 2 EA -- 329-BJZQ Intel Core Ultra 7 155H Processor with vPro Essentials, 32GB 2 EA -- 370-BBTG 32GB LPDDR5x 7467 MT/s 2 EA -- 490-BJYV NVIDIA RTX 2000 Ada 8GB GDDR6 2 EA -- 391-BHWX 16 OLED Touch, 3840 x 2400, 60Hz, 400 nits, 100% DCI-P3, LBL, IR Camera & Mic with HDR 2 EA -- 319-BBKP FHD HDR IR Camera, Express Sign-In, TNR, Intelligent Privacy, Camera, Microphone, No Camera Shutter 2 EA -- 400-BPHW 1 TB, M.2 2280, Gen 4 PCIe NVMe SSD, Class 40 2 EA -- 401-AAGM No Additional Hard Drive 2 EA -- 650-BBBG No ICPS 2 EA -- 583-BKXF US English Backlight Keyboard with fingerprint reader & AI hotkey 2 EA -- 354-BBJT Non Security bottom cover with SD only, Discrete only 2 EA -- 555-BKJW Intel(R) Wi-Fi 7 BE200, 2x2, 802.11be, MU-MIMO, Bluetooth(R) wireless card 2 EA -- 451-BDDZ 6-cell 100Whr Lithium battery 2 EA -- 492-BDQK 165W E5 Type C Power Adapter 2 EA -- 389-FHBQ Intel vPro Management Disabled 2 EA -- 817-BBBN NO RAID 2 EA -- 387-BBRP ENERGY STAR Qualified (WW)2 EA -- 379-BDZB EPEAT 2018 Registered (Gold)2 EA -- 340-CKSZ No AutoPilot 2 EA -- 537-BBDK E5 Power Cord 1M for US 2 EA -- 570-AADK No Mouse 2 EA -- 555-BKXB Intel BE200 WLAN Driver with Bluetooth 2 EA -- 389-BCGW No UPC Label 2 EA -- 340-DMSQ Packaging for NVIDIA Graphics + 165W Adapter with US Power Cord 2 EA -- 817-BBBB Custom Configuration 2 EA -- 340-DMQL Intel Core Ultra 7 Non-vPro Label 2 EA -- 658-BFPP Dell Additional Software 2 EA -- 340-DMTX Quick Setup Guide-Mobile Precision 5690 2 EA -- -- 620-AALW OS-Windows Media Not Included 2 EA -- Purchase Order:616768 Payment Terms:45 Days Inv. Due Date:07/15/2024 Invoice Date:05/31/2024 Order Date:05/13/2024 Sales Rep:CHRISTOPHER_MAK Shipped Via:FEDERAL EXPRESS Contract Code:C000001115143 Waybill Number:703466604553 BILL TO:SHIP TO: CITY OF SAN LUIS OBISPO LYNN WILWAND 990 PALM ST SAN LUIS OBISPO, CA 93401-3236 CITY OF SAN LUIS OBISPO NETWORK SERVICES 990 PALM ST SAN LUIS OBISPO, CA 93401-3236 Invoice No: 10751780410 Customer No: 2332474 Order No: 1004856248 Page 2 of 3 DELL MARKETING L.P. One Dell Way Round Rock, TX 78682 FID Number: 74-2616805 Inquiries: www.dell.com/ordersupport/ Dell Online: http://www.dell.com Invoice PLEASE REVIEW DELL'S TERMS & CONDITIONS OF SALE AND POLICIES , WHICH GOVERN THIS TRANSACTION VIEW YOUR ORDER DETAILS ONLINE US412486408-CA-US_84 10751780410 389-BEYY Regulatory Label included 2 EA -- 389-DQBW FCC Label 2 EA -- 804-9773 Dell Limited Hardware Warranty Plus Service 2 EA -- 804-9830 ProSupport Plus: Accidental Damage Service, 3 Years 2 EA -- 804-9831 ProSupport Plus: Keep Your Hard Drive, 3 Years 2 EA -- 804-9832 ProSupport Plus: 7x24 Technical Support, 3 Years 2 EA -- 804-9833 ProSupport Plus: Next Business Day Onsite, 3 Years 2 EA -- 997-8367 Thank you for choosing Dell ProSupport Plus. For tech support, visit www.dell.com/contactdell or call 1-866-516-3115 2 EA -- Item Number Description Qty Unit Unit Price Amount To make a payment or access your account details online, please visit MyFinancials at https://mfm.dell.com Starting from March 18, 2024, Dell Order Number digits will have a new format of “10000xxxxx”, which means they will be extended to 10 digits. Please be aware of this change and adjust accordingly. Purchase Order:616768 Payment Terms:45 Days Inv. Due Date:07/15/2024 Invoice Date:05/31/2024 Order Date:05/13/2024 Sales Rep:CHRISTOPHER_MAK Shipped Via:FEDERAL EXPRESS Contract Code:C000001115143 Waybill Number:703466604553 BILL TO:SHIP TO: CITY OF SAN LUIS OBISPO LYNN WILWAND 990 PALM ST SAN LUIS OBISPO, CA 93401-3236 CITY OF SAN LUIS OBISPO NETWORK SERVICES 990 PALM ST SAN LUIS OBISPO, CA 93401-3236 Invoice No: 10751780410 Customer No: 2332474 Order No: 1004856248 Page 3 of 3 DELL MARKETING L.P. One Dell Way Round Rock, TX 78682 FID Number: 74-2616805 Inquiries: www.dell.com/ordersupport/ Dell Online: http://www.dell.com Invoice PLEASE REVIEW DELL'S TERMS & CONDITIONS OF SALE AND POLICIES , WHICH GOVERN THIS TRANSACTION VIEW YOUR ORDER DETAILS ONLINE US412486408-CA-US_84 10751780410 Item Number Description Qty Unit Unit Price Amount 210-BLLC Dell Mobile Precision Workstation 5690 System Service Tags: 1JCL944 1 EA 3,531.00 3,531.00 USD FOR SHIPMENTS TO CALIFORNIA, A STATE ENVIRONMENTAL FEE OF UP TO $6 PER ITEM WILL BE ADDED TO INVOICES FOR ALL ORDERS CONTAINING A DISPLAY GREATER THAN 4 INCHES. PLEASE KEEP ORIGINAL BOX FOR ALL RETURNS. COMPREHENSIVE ONLINE CUSTOMER CARE INFORMATION AND ASSISTANCE IS A CLICK AWAY AT WWW.DELL.COM/PUBLIC-ECARE TO ANSWER A VARIETY OF QUESTIONS REGARDING YOUR DELL ORDER. Sub-Total:$3,531.00 Ship. &/or Handling:$0.00 ENVIRO FEE:$5.00 Taxable: $3,146.46 Non-Taxable: $389.54 Tax: $275.33 Invoice Total:$3,811.33 DETACH AT LINE AND RETURN WITH PAYMENT Invoice No:10755542600 Customer Name:CITY OF SAN LUIS OBISPO Customer No.2332474 PO No:616768 Order Number:1006094157 Make check payable / remit to : Dell Marketing L.P. C/O Dell USA L.P. PO Box 910916 Pasadena, CA 91110-0916 Electronics Payments Dell Marketing L.P. PNC Bank ABA#: 043-000-096 Acct#: 1017304611 Swift code : PNCCUS33 Online ACH Payment Log in to your MyFinancials account https://mfm.dell.com/ USD Sub-Total:$3,531.00 Ship. &/or Handling:$0.00 ENVIRO FEE:$5.00 Taxable: $3,146.46 Non-Taxable: $389.54 Tax: $275.33 Invoice Total:$3,811.33 Balance Due:$3,811.33 Amount Enclosed: 0107555426000000000381133000000023324741 Purchase Order:616768 Payment Terms:45 Days Inv. Due Date:08/04/2024 Invoice Date:06/20/2024 Order Date:06/13/2024 Sales Rep:CHRISTOPHER_MAK Shipped Via:FEDERAL EXPRESS Contract Code:C000001115143 Waybill Number:744255154426 BILL TO:SHIP TO: CITY OF SAN LUIS OBISPO LYNN WILWAND 990 PALM ST SAN LUIS OBISPO, CA 93401-3236 CITY OF SAN LUIS OBISPO NETWORK SERVICES 990 PALM ST SAN LUIS OBISPO, CA 93401-3236 Invoice No: 10755542600 Customer No: 2332474 Order No: 1006094157 Page 1 of 3 DELL MARKETING L.P. One Dell Way Round Rock, TX 78682 FID Number: 74-2616805 Inquiries: www.dell.com/ordersupport/ Dell Online: http://www.dell.com Invoice PLEASE REVIEW DELL'S TERMS & CONDITIONS OF SALE AND POLICIES , WHICH GOVERN THIS TRANSACTION VIEW YOUR ORDER DETAILS ONLINE US412486408-CA-US_84 10755542600 Item Number Description Qty Unit Unit Price Amount 619-ARSB Windows 11 Pro, English, Brazilian Portuguese PT-BR, French, Spanish 1 EA -- 658-BCSB Activate Your Microsoft 365 For A 30 Day Trial 1 EA -- 329-BJZJ Intel Core Ultra 7 165H Processor with vPro, 64GB 1 EA -- 370-BBTF 64GB LPDDR5x 7467 MT/s 1 EA -- 490-BJYV NVIDIA RTX 2000 Ada 8GB GDDR6 1 EA -- 391-BHWX 16 OLED Touch, 3840 x 2400, 60Hz, 400 nits, 100% DCI-P3, LBL, IR Camera & Mic with HDR 1 EA -- 319-BBKP FHD HDR IR Camera, Express Sign-In, TNR, Intelligent Privacy, Camera, Microphone, No Camera Shutter 1 EA -- 400-BQYM 512GB, M.2 2280, Gen4 PCIe NVMe, SSD, Class 40 1 EA -- 401-AAGM No Additional Hard Drive 1 EA -- 650-BBBG No ICPS 1 EA -- 583-BKXF US English Backlight Keyboard with fingerprint reader & AI hotkey 1 EA -- 354-BBJT Non Security bottom cover with SD only, Discrete only 1 EA -- 555-BKJW Intel(R) Wi-Fi 7 BE200, 2x2, 802.11be, MU-MIMO, Bluetooth(R) wireless card 1 EA -- 451-BDDZ 6-cell 100Whr Lithium battery 1 EA -- 492-BDQK 165W E5 Type C Power Adapter 1 EA -- 389-FHBQ Intel vPro Management Disabled 1 EA -- 817-BBBN NO RAID 1 EA -- 387-BBRP ENERGY STAR Qualified (WW)1 EA -- 379-BDZB EPEAT 2018 Registered (Gold)1 EA -- 340-CKSZ No AutoPilot 1 EA -- 537-BBDK E5 Power Cord 1M for US 1 EA -- 570-AADK No Mouse 1 EA -- 555-BKXB Intel BE200 WLAN Driver with Bluetooth 1 EA -- 389-BCGW No UPC Label 1 EA -- 340-DMSQ Packaging for NVIDIA Graphics + 165W Adapter with US Power Cord 1 EA -- 817-BBBB Custom Configuration 1 EA -- 340-DMQL Intel Core Ultra 7 Non-vPro Label 1 EA -- 658-BFPP Dell Additional Software 1 EA -- 340-DMTX Quick Setup Guide-Mobile Precision 5690 1 EA -- -- 620-AALW OS-Windows Media Not Included 1 EA -- 389-BEYY Regulatory Label included 1 EA -- 389-DQBW FCC Label 1 EA -- 804-9773 Dell Limited Hardware Warranty Plus Service 1 EA -- 804-9792 ProSupport: 7x24 Technical Support, 3 Years 1 EA -- Purchase Order:616768 Payment Terms:45 Days Inv. Due Date:08/04/2024 Invoice Date:06/20/2024 Order Date:06/13/2024 Sales Rep:CHRISTOPHER_MAK Shipped Via:FEDERAL EXPRESS Contract Code:C000001115143 Waybill Number:744255154426 BILL TO:SHIP TO: CITY OF SAN LUIS OBISPO LYNN WILWAND 990 PALM ST SAN LUIS OBISPO, CA 93401-3236 CITY OF SAN LUIS OBISPO NETWORK SERVICES 990 PALM ST SAN LUIS OBISPO, CA 93401-3236 Invoice No: 10755542600 Customer No: 2332474 Order No: 1006094157 Page 2 of 3 DELL MARKETING L.P. One Dell Way Round Rock, TX 78682 FID Number: 74-2616805 Inquiries: www.dell.com/ordersupport/ Dell Online: http://www.dell.com Invoice PLEASE REVIEW DELL'S TERMS & CONDITIONS OF SALE AND POLICIES , WHICH GOVERN THIS TRANSACTION VIEW YOUR ORDER DETAILS ONLINE US412486408-CA-US_84 10755542600 804-9793 ProSupport: Next Business Day Onsite, 3 Years 1 EA -- 989-3449 Thank you choosing Dell ProSupport. For tech support, visit //support.dell.com/ProSupport 1 EA -- 409-BCYC Intel Rapid Storage Technology Driver 1 EA -- 800-BBGS BTO Standard Shipment (M)1 EA -- 379-BFQW Intel Core Ultra 7 165H vPro Enterprise (24 MB cache, 16 cores, 22 threads, up to 5.0 GHz, 45W) 1 EA -- Item Number Description Qty Unit Unit Price Amount To make a payment or access your account details online, please visit MyFinancials at https://mfm.dell.com Starting from March 18, 2024, Dell Order Number digits will have a new format of “10000xxxxx”, which means they will be extended to 10 digits. Please be aware of this change and adjust accordingly. Purchase Order:616768 Payment Terms:45 Days Inv. Due Date:08/04/2024 Invoice Date:06/20/2024 Order Date:06/13/2024 Sales Rep:CHRISTOPHER_MAK Shipped Via:FEDERAL EXPRESS Contract Code:C000001115143 Waybill Number:744255154426 BILL TO:SHIP TO: CITY OF SAN LUIS OBISPO LYNN WILWAND 990 PALM ST SAN LUIS OBISPO, CA 93401-3236 CITY OF SAN LUIS OBISPO NETWORK SERVICES 990 PALM ST SAN LUIS OBISPO, CA 93401-3236 Invoice No: 10755542600 Customer No: 2332474 Order No: 1006094157 Page 3 of 3 DELL MARKETING L.P. One Dell Way Round Rock, TX 78682 FID Number: 74-2616805 Inquiries: www.dell.com/ordersupport/ Dell Online: http://www.dell.com Invoice PLEASE REVIEW DELL'S TERMS & CONDITIONS OF SALE AND POLICIES , WHICH GOVERN THIS TRANSACTION VIEW YOUR ORDER DETAILS ONLINE US412486408-CA-US_84 10755542600 Item Number Description Qty Unit Unit Price Amount 210-BMTV Dell Latitude 7455 XCTO System Service Tags: F8C3T44 1 EA 1,890.29 1,890.29 USD FOR SHIPMENTS TO CALIFORNIA, A STATE ENVIRONMENTAL FEE OF UP TO $6 PER ITEM WILL BE ADDED TO INVOICES FOR ALL ORDERS CONTAINING A DISPLAY GREATER THAN 4 INCHES. PLEASE KEEP ORIGINAL BOX FOR ALL RETURNS. COMPREHENSIVE ONLINE CUSTOMER CARE INFORMATION AND ASSISTANCE IS A CLICK AWAY AT WWW.DELL.COM/PUBLIC-ECARE TO ANSWER A VARIETY OF QUESTIONS REGARDING YOUR DELL ORDER. Sub-Total:$2,446.50 Ship. &/or Handling:$0.00 ENVIRO FEE:$4.00 Taxable: $2,222.06 Non-Taxable: $228.44 Tax: $194.43 Invoice Total:$2,644.93 DETACH AT LINE AND RETURN WITH PAYMENT Invoice No:10761660911 Customer Name:CITY OF SAN LUIS OBISPO Customer No.2332474 PO No:616768 Order Number:1006858781 Make check payable / remit to : Dell Marketing L.P. C/O Dell USA L.P. PO Box 910916 Pasadena, CA 91110-0916 Electronics Payments Dell Marketing L.P. PNC Bank ABA#: 043-000-096 Acct#: 1017304611 Swift code : PNCCUS33 Online ACH Payment Log in to your MyFinancials account https://mfm.dell.com/ USD Sub-Total:$2,446.50 Ship. &/or Handling:$0.00 ENVIRO FEE:$4.00 Taxable: $2,222.06 Non-Taxable: $228.44 Tax: $194.43 Invoice Total:$2,644.93 Balance Due:$2,644.93 Amount Enclosed: 0107616609110000000264493000000023324749 Purchase Order:616768 Payment Terms:45 Days Inv. Due Date:09/05/2024 Invoice Date:07/22/2024 Order Date:07/03/2024 Sales Rep:CHRISTOPHER_MAK Shipped Via:FEDERAL EXPRESS Contract Code:C000001115143 Waybill Number:404091629496 BILL TO:SHIP TO: CITY OF SAN LUIS OBISPO LYNN WILWAND 990 PALM ST SAN LUIS OBISPO, CA 93401-3236 CITY OF SAN LUIS OBISPO NETWORK SERVICES 990 PALM ST SAN LUIS OBISPO, CA 93401-3236 Invoice No: 10761660911 Customer No: 2332474 Order No: 1006858781 Page 1 of 3 DELL MARKETING L.P. One Dell Way Round Rock, TX 78682 FID Number: 74-2616805 Inquiries: www.dell.com/ordersupport/ Dell Online: http://www.dell.com Invoice PLEASE REVIEW DELL'S TERMS & CONDITIONS OF SALE AND POLICIES , WHICH GOVERN THIS TRANSACTION VIEW YOUR ORDER DETAILS ONLINE US412486408-CA-US_84 10761660911 Item Number Description Qty Unit Unit Price Amount 338-CQPR Snapdragon X Elite X1E-80-100 (12 cores, up to 3.4 GHz, Dual-Core Boost up to 4.0 GHz, 45 TOPS NPU) 1 EA 333.32 333.32 619-BBGJ Windows 11 Pro 1 EA -- 630-AAXE No Productivity Software, Exception Only 1 EA -- 338-CPTT Integrated Qualcomm Adreno GPU, Snapdragon X Elite X1E-80-100, 12 cores, 16GB LPDDR5x Memory 1 EA -- 370-BCDZ 16 GB, LPDDR5x, 8448 MT/s, onboard 1 EA -- 400-BRQS 512 GB, M.2 2230, TLC PCIe Gen 4 NVMe, SSD 1 EA -- 391-BJMM Laptop 14.0 QHD+ (2560x1600), IPS, AG Touch, ComfortView+, SLP, 400 nits, FHD IR Cam, WWAN 1 EA -- 319-BBIC FHD/IR Camera with ExpressSign-In + Intelligent Privacy, Temporal Noise Reduction, Camera Shutter, Mic 1 EA -- 556-BFQW 5G - Snapdragon X62 5G Modem-RF System (DW5932e), eSIM, Verizon 1 EA 192.30 192.30 556-BFQV Qualcomm FastConnect 7800 Wi-Fi 7 2x2, BT 5.4 Wireless 1 EA 30.59 30.59 583-BMCY English US backlit AI hotkey keyboard, 79-key 1 EA -- 492-BDMN 65W AC adapter, USB Type-C, EcoDesign 1 EA -- 537-BBDO E4 Power Cord 1M for US 1 EA -- 451-BDJN 3 Cell, 54 Wh, ExpressCharge, ExpressCharge Boost Capable 1 EA -- 340-DRMX Quick Setup Guide 1 EA -- 340-CKSZ No AutoPilot 1 EA -- -- 658-BFTD Dell Additional Software 1 EA -- 620-AALW OS-Windows Media Not Included 1 EA -- 570-AADK No Mouse 1 EA -- 387-BBLW ENERGY STAR Qualified 1 EA -- 379-BDZB EPEAT 2018 Registered (Gold)1 EA -- 389-BCGW No UPC Label 1 EA -- 340-DRWB Mix Model Ship, WWAN 1 EA -- 800-BBQK BTO Standard Shipment (VS)1 EA -- 817-BBBB Custom Configuration 1 EA -- 346-BLBF No Security, WWAN 1 EA -- 430-XXYG No Resource USB Media 1 EA -- 619-BBHD Windows 11, English, French, Spanish, Brazilian Portugese 1 EA -- 804-2167 Dell Limited Hardware Warranty Plus Service 1 EA -- 804-2185 ProSupport Plus: Accidental Damage Service, 3 Years 1 EA -- 804-2186 ProSupport Plus: Next Business Day Onsite, 3 Years 1 EA -- 804-2187 ProSupport Plus: Keep Your Hard Drive, 3 Years 1 EA -- Purchase Order:616768 Payment Terms:45 Days Inv. Due Date:09/05/2024 Invoice Date:07/22/2024 Order Date:07/03/2024 Sales Rep:CHRISTOPHER_MAK Shipped Via:FEDERAL EXPRESS Contract Code:C000001115143 Waybill Number:404091629496 BILL TO:SHIP TO: CITY OF SAN LUIS OBISPO LYNN WILWAND 990 PALM ST SAN LUIS OBISPO, CA 93401-3236 CITY OF SAN LUIS OBISPO NETWORK SERVICES 990 PALM ST SAN LUIS OBISPO, CA 93401-3236 Invoice No: 10761660911 Customer No: 2332474 Order No: 1006858781 Page 2 of 3 DELL MARKETING L.P. One Dell Way Round Rock, TX 78682 FID Number: 74-2616805 Inquiries: www.dell.com/ordersupport/ Dell Online: http://www.dell.com Invoice PLEASE REVIEW DELL'S TERMS & CONDITIONS OF SALE AND POLICIES , WHICH GOVERN THIS TRANSACTION VIEW YOUR ORDER DETAILS ONLINE US412486408-CA-US_84 10761660911 804-2188 ProSupport Plus: 7x24 Technical Support, 3 Years 1 EA -- 997-8367 Thank you for choosing Dell ProSupport Plus. For tech support, visit www.dell.com/contactdell or call 1-866-516-3115 1 EA -- Item Number Description Qty Unit Unit Price Amount To make a payment or access your account details online, please visit MyFinancials at https://mfm.dell.com Starting from March 18, 2024, Dell Order Number digits will have a new format of “10000xxxxx”, which means they will be extended to 10 digits. Please be aware of this change and adjust accordingly. Purchase Order:616768 Payment Terms:45 Days Inv. Due Date:09/05/2024 Invoice Date:07/22/2024 Order Date:07/03/2024 Sales Rep:CHRISTOPHER_MAK Shipped Via:FEDERAL EXPRESS Contract Code:C000001115143 Waybill Number:404091629496 BILL TO:SHIP TO: CITY OF SAN LUIS OBISPO LYNN WILWAND 990 PALM ST SAN LUIS OBISPO, CA 93401-3236 CITY OF SAN LUIS OBISPO NETWORK SERVICES 990 PALM ST SAN LUIS OBISPO, CA 93401-3236 Invoice No: 10761660911 Customer No: 2332474 Order No: 1006858781 Page 3 of 3 DELL MARKETING L.P. One Dell Way Round Rock, TX 78682 FID Number: 74-2616805 Inquiries: www.dell.com/ordersupport/ Dell Online: http://www.dell.com Invoice PLEASE REVIEW DELL'S TERMS & CONDITIONS OF SALE AND POLICIES , WHICH GOVERN THIS TRANSACTION VIEW YOUR ORDER DETAILS ONLINE US412486408-CA-US_84 10761660911 Item Number Description Qty Unit Unit Price Amount 210-BLPR Dell Latitude 7450 XCTO System Service Tags: 8GFSSW3 , 7FFSSW3 , 4GFSSW3 , 1LXTSW3 4 EA 2,134.72 8,538.88 USD FOR SHIPMENTS TO CALIFORNIA, A STATE ENVIRONMENTAL FEE OF UP TO $6 PER ITEM WILL BE ADDED TO INVOICES FOR ALL ORDERS CONTAINING A DISPLAY GREATER THAN 4 INCHES. PLEASE KEEP ORIGINAL BOX FOR ALL RETURNS. COMPREHENSIVE ONLINE CUSTOMER CARE INFORMATION AND ASSISTANCE IS A CLICK AWAY AT WWW.DELL.COM/PUBLIC-ECARE TO ANSWER A VARIETY OF QUESTIONS REGARDING YOUR DELL ORDER. Sub-Total:$8,538.88 Ship. &/or Handling:$0.00 ENVIRO FEE:$16.00 Taxable: $7,910.80 Non-Taxable: $644.08 Tax: $692.19 Invoice Total:$9,247.07 DETACH AT LINE AND RETURN WITH PAYMENT Invoice No:10762183411 Customer Name:CITY OF SAN LUIS OBISPO Customer No.2332474 PO No:616768 Order Number:1007252931 Make check payable / remit to : Dell Marketing L.P. C/O Dell USA L.P. PO Box 910916 Pasadena, CA 91110-0916 Electronics Payments Dell Marketing L.P. PNC Bank ABA#: 043-000-096 Acct#: 1017304611 Swift code : PNCCUS33 Online ACH Payment Log in to your MyFinancials account https://mfm.dell.com/ USD Sub-Total:$8,538.88 Ship. &/or Handling:$0.00 ENVIRO FEE:$16.00 Taxable: $7,910.80 Non-Taxable: $644.08 Tax: $692.19 Invoice Total:$9,247.07 Balance Due:$9,247.07 Amount Enclosed: 0107621834110000000924707000000023324742 Purchase Order:616768 Payment Terms:45 Days Inv. Due Date:09/07/2024 Invoice Date:07/24/2024 Order Date:07/12/2024 Sales Rep:CHRISTOPHER_MAK Contract Code:C000001115143 Waybill Number:406565102360 BILL TO:SHIP TO: CITY OF SAN LUIS OBISPO LYNN WILWAND 990 PALM ST SAN LUIS OBISPO, CA 93401-3236 CITY OF SAN LUIS OBISPO NETWORK SERVICES 990 PALM ST SAN LUIS OBISPO, CA 93401-3236 Invoice No: 10762183411 Customer No: 2332474 Order No: 1007252931 Page 1 of 3 DELL MARKETING L.P. One Dell Way Round Rock, TX 78682 FID Number: 74-2616805 Inquiries: www.dell.com/ordersupport/ Dell Online: http://www.dell.com Invoice PLEASE REVIEW DELL'S TERMS & CONDITIONS OF SALE AND POLICIES , WHICH GOVERN THIS TRANSACTION VIEW YOUR ORDER DETAILS ONLINE US412486408-CA-US_84 10762183411 Item Number Description Qty Unit Unit Price Amount 379-BFPX Intel Core Ultra 7 165H, vPRO (24MB cache, 16 cores, 22 threads, up to 5.0 GHz Max Turbo) 4 EA -- 619-ARSB Windows 11 Pro, English, Brazilian Portuguese PT-BR, French, Spanish 4 EA -- 658-BCSB Activate Your Microsoft 365 For A 30 Day Trial 4 EA -- 370-BBYX 32 GB: LPDDR5x, 6400 MT/s (onboard)4 EA -- 338-CNYK Integrated Intel Arc Graphics, Core Ultra 7 165H vPRO Processor, 32GB LPDDR5x Memory 4 EA -- 631-BBRT Intel vPRO Enterprise Management Disabled 4 EA -- 400-BQYK 512 GB, M.2 2230, TLC PCIe Gen 4 NVMe, SSD 4 EA -- 409-BCXR Intel Responsiveness Technologies Driver 4 EA -- 391-BJBG Laptop 14.0 FHD+ (1920x1200), IPS, AG Touch, 300 nits, FHD IR Cam, WWAN, Aluminum 4 EA -- 319-BBKJ FHD HDR IR Camera with ExpressSign-In + Intelligent Privacy, TNR, Camera Shutter, Microphone 4 EA -- 346-BKKR Fingerprint Reader, WWAN, Aluminum, H28 4 EA -- 555-BKRH Intel BE200 Wi-Fi 7 2x2, Bluetooth 5.4 Technology, Wireless Card 4 EA -- 555-BKWD Intel BE200 WLAN Driver 4 EA -- 583-BLLS English US battery-saving mini LED backlit AI hotkey keyboard, 79-key 4 EA -- 570-AADK No Mouse 4 EA -- 451-BDBU 3-cell, 57 Wh, Express Charge Capable, Express Charge Boost Capable 4 EA -- 492-BDMN 65W AC adapter, USB Type-C, EcoDesign 4 EA -- 556-BFNG 5G - Qualcomm Snapdragon X62 Global 5G Modem (DW5932e), eSIM, Verizon 4 EA -- 537-BBDO E4 Power Cord 1M for US 4 EA -- 340-DMLR Quick setup guide Laptop 4 EA -- 430-XXYG No Resource USB Media 4 EA -- 387-BBLW ENERGY STAR Qualified 4 EA -- 817-BBBB Custom Configuration 4 EA -- 340-DQPW Mix Model Ship, 65W, Laptop 4 EA -- 340-DMQL Intel Core Ultra 7 Non-vPro Label 4 EA -- 800-BBQK BTO Standard Shipment (VS)4 EA -- 389-BCGW No UPC Label 4 EA -- 321-BKTC Aluminum Chassis for 5G WWAN Laptop H28 4 EA -- 340-CKSZ No AutoPilot 4 EA -- 650-BBBG No ICPS 4 EA -- 379-BDZB EPEAT 2018 Registered (Gold)4 EA -- 804-2188 ProSupport Plus: 7x24 Technical Support, 3 Years 4 EA -- 804-2167 Dell Limited Hardware Warranty Plus Service 4 EA -- 804-2185 ProSupport Plus: Accidental Damage Service, 3 Years 4 EA -- Purchase Order:616768 Payment Terms:45 Days Inv. Due Date:09/07/2024 Invoice Date:07/24/2024 Order Date:07/12/2024 Sales Rep:CHRISTOPHER_MAK Contract Code:C000001115143 Waybill Number:406565102360 BILL TO:SHIP TO: CITY OF SAN LUIS OBISPO LYNN WILWAND 990 PALM ST SAN LUIS OBISPO, CA 93401-3236 CITY OF SAN LUIS OBISPO NETWORK SERVICES 990 PALM ST SAN LUIS OBISPO, CA 93401-3236 Invoice No: 10762183411 Customer No: 2332474 Order No: 1007252931 Page 2 of 3 DELL MARKETING L.P. One Dell Way Round Rock, TX 78682 FID Number: 74-2616805 Inquiries: www.dell.com/ordersupport/ Dell Online: http://www.dell.com Invoice PLEASE REVIEW DELL'S TERMS & CONDITIONS OF SALE AND POLICIES , WHICH GOVERN THIS TRANSACTION VIEW YOUR ORDER DETAILS ONLINE US412486408-CA-US_84 10762183411 804-2186 ProSupport Plus: Next Business Day Onsite, 3 Years 4 EA -- 804-2187 ProSupport Plus: Keep Your Hard Drive, 3 Years 4 EA -- 997-8367 Thank you for choosing Dell ProSupport Plus. For tech support, visit www.dell.com/contactdell or call 1-866-516-3115 4 EA -- 658-BFQB Dell Additional Software 4 EA -- -- 620-AALW OS-Windows Media Not Included 4 EA -- Item Number Description Qty Unit Unit Price Amount To make a payment or access your account details online, please visit MyFinancials at https://mfm.dell.com Starting from March 18, 2024, Dell Order Number digits will have a new format of “10000xxxxx”, which means they will be extended to 10 digits. Please be aware of this change and adjust accordingly. Purchase Order:616768 Payment Terms:45 Days Inv. Due Date:09/07/2024 Invoice Date:07/24/2024 Order Date:07/12/2024 Sales Rep:CHRISTOPHER_MAK Contract Code:C000001115143 Waybill Number:406565102360 BILL TO:SHIP TO: CITY OF SAN LUIS OBISPO LYNN WILWAND 990 PALM ST SAN LUIS OBISPO, CA 93401-3236 CITY OF SAN LUIS OBISPO NETWORK SERVICES 990 PALM ST SAN LUIS OBISPO, CA 93401-3236 Invoice No: 10762183411 Customer No: 2332474 Order No: 1007252931 Page 3 of 3 DELL MARKETING L.P. One Dell Way Round Rock, TX 78682 FID Number: 74-2616805 Inquiries: www.dell.com/ordersupport/ Dell Online: http://www.dell.com Invoice PLEASE REVIEW DELL'S TERMS & CONDITIONS OF SALE AND POLICIES , WHICH GOVERN THIS TRANSACTION VIEW YOUR ORDER DETAILS ONLINE US412486408-CA-US_84 10762183411 Item Number Description Qty Unit Unit Price Amount AD131062 VLA ENTERPRISE O365XTRAFILESTRGGCC SHRDSVR ALNG SUBSVL MVL ADDON XTRASTRG1GB Publisher agreement number: PSA-0001524 2048 EA 1.79 3,665.92 To make a payment or access your account details online, please visit MyFinancials at https://mfm.dell.com USD FOR SHIPMENTS TO CALIFORNIA, A STATE ENVIRONMENTAL FEE OF UP TO $6 PER ITEM WILL BE ADDED TO INVOICES FOR ALL ORDERS CONTAINING A DISPLAY GREATER THAN 4 INCHES. PLEASE KEEP ORIGINAL BOX FOR ALL RETURNS. COMPREHENSIVE ONLINE CUSTOMER CARE INFORMATION AND ASSISTANCE IS A CLICK AWAY AT WWW.DELL.COM/PUBLIC-ECARE TO ANSWER A VARIETY OF QUESTIONS REGARDING YOUR DELL ORDER. Sub-Total:$3,665.92 Ship. &/or Handling:$0.00 ENVIRO FEE:$0.00 Taxable: $0.00 Non-Taxable: $3,665.92 Tax: $0.00 Invoice Total:$3,665.92 DETACH AT LINE AND RETURN WITH PAYMENT Invoice No:10768446808 Customer Name:CITY OF SAN LUIS OBISPO Customer No.2332474 PO No:620562 Order Number:1009009016 Make check payable / remit to : Dell Marketing L.P. C/O Dell USA L.P. PO Box 910916 Pasadena, CA 91110-0916 Electronics Payments Dell Marketing L.P. PNC Bank ABA#: 043-000-096 Acct#: 1017304611 Swift code : PNCCUS33 Online ACH Payment Log in to your MyFinancials account https://mfm.dell.com/ USD Sub-Total:$3,665.92 Ship. &/or Handling:$0.00 ENVIRO FEE:$0.00 Taxable: $0.00 Non-Taxable: $3,665.92 Tax: $0.00 Invoice Total:$3,665.92 Balance Due:$3,665.92 Amount Enclosed: 0107684468080000000366592000000023324742 Purchase Order:620562 Payment Terms:45 Days Inv. Due Date:10/11/2024 Invoice Date:08/27/2024 Order Date:08/27/2024 Sales Rep:CHRISTOPHER_MAK Customer Agreement #:PSA-0001524 Contract Code:C000000649501 Waybill Number:0 Contract Name:Licensing Solution Provider Agreement BILL TO:SHIP TO: CITY OF SAN LUIS OBISPO LYNN WILWAND 990 PALM ST SAN LUIS OBISPO, CA 93401-3236 CITY OF SAN LUIS OBISPO NETWORK SERVICES 990 PALM ST SAN LUIS OBISPO, CA 93401-3236 Invoice No: 10768446808 Customer No: 2332474 Order No: 1009009016 Page 1 of 1 DELL MARKETING L.P. One Dell Way Round Rock, TX 78682 FID Number: 74-2616805 Inquiries: www.dell.com/ordersupport/ Dell Online: http://www.dell.com Invoice PLEASE REVIEW DELL'S TERMS & CONDITIONS OF SALE AND POLICIES , WHICH GOVERN THIS TRANSACTION VIEW YOUR ORDER DETAILS ONLINE US412486408-CA-US_84 10768446808 Item Number Description Qty Unit Unit Price Amount 210-BLPR Dell Latitude 7450 XCTO System Service Tags: 6 EA 2,125.42 12,752.52 J219674, HQ59674, 7R59674, B419674, CR59674, 9Q59674 USD FOR SHIPMENTS TO CALIFORNIA, A STATE ENVIRONMENTAL FEE OF UP TO $6 PER ITEM WILL BE ADDED TO INVOICES FOR ALL ORDERS CONTAINING A DISPLAY GREATER THAN 4 INCHES. PLEASE KEEP ORIGINAL BOX FOR ALL RETURNS. COMPREHENSIVE ONLINE CUSTOMER CARE INFORMATION AND ASSISTANCE IS A CLICK AWAY AT WWW.DELL.COM/PUBLIC-ECARE TO ANSWER A VARIETY OF QUESTIONS REGARDING YOUR DELL ORDER. Sub-Total:$12,752.52 Ship. &/or Handling:$0.00 ENVIRO FEE:$24.00 Taxable: $11,684.04 Non-Taxable: $1,092.48 Tax: $1,022.35 Invoice Total:$13,798.87 DETACH AT LINE AND RETURN WITH PAYMENT Invoice No:10791561989 Customer Name:CITY OF SAN LUIS OBISPO Customer No.2332474 PO No:620083 Order Number:1013622477 Make check payable / remit to : Dell Marketing L.P. C/O Dell USA L.P. PO Box 910916 Pasadena, CA 91110-0916 Electronics Payments Dell Marketing L.P. PNC Bank ABA#: 043-000-096 Acct#: 1017304611 Swift code : PNCCUS33 Online ACH Payment Log in to your MyFinancials account https://mfm.dell.com/ USD Sub-Total:$12,752.52 Ship. &/or Handling:$0.00 ENVIRO FEE:$24.00 Taxable: $11,684.04 Non-Taxable: $1,092.48 Tax: $1,022.35 Invoice Total:$13,798.87 Balance Due:$13,798.87 Amount Enclosed: 0107915619890000001379887000000023324746 Purchase Order:620083 Payment Terms:45 Days Inv. Due Date:02/11/2025 Invoice Date:12/28/2024 Order Date:12/13/2024 Sales Rep:CHRISTOPHER_MAK Shipped Via:FEDERAL EXPRESS Contract Code:C000001115143 Waybill Number:422217908837 BILL TO:SHIP TO: CITY OF SAN LUIS OBISPO LYNN WILWAND 990 PALM ST SAN LUIS OBISPO, CA 93401-3236 CITY OF SAN LUIS OBISPO NETWORK SERVICES 990 PALM ST SAN LUIS OBISPO, CA 93401-3236 Invoice No: 10791561989 Customer No: 2332474 Order No: 1013622477 Page 1 of 3 DELL MARKETING L.P. One Dell Way Round Rock, TX 78682 FID Number: 74-2616805 Inquiries: www.dell.com/ordersupport/ Dell Online: http://www.dell.com Invoice PLEASE REVIEW DELL'S TERMS & CONDITIONS OF SALE AND POLICIES , WHICH GOVERN THIS TRANSACTION VIEW YOUR ORDER DETAILS ONLINE US412486408-CA-US_84 10791561989 Item Number Description Qty Unit Unit Price Amount 379-BFPZ Intel Core Ultra 5 135H, vPRO (18MB cache, 14 cores, 18 threads, up to 4.6 GHz Max Turbo) 6 EA -- 619-ARSB Windows 11 Pro, English, Brazilian Portuguese PT-BR, French, Spanish 6 EA -- 658-BCSB Activate Your Microsoft 365 For A 30 Day Trial 6 EA -- 338-CNYG Integrated Intel Arc Graphics, Core Ultra 5 135H vPRO Processor, 16GB LPDDR5x Memory 6 EA -- 631-BBRT Intel vPRO Enterprise Management Disabled 6 EA -- 370-BBYW 16 GB: LPDDR5x, 6400 MT/s (onboard)6 EA -- 400-BQYK 512 GB, M.2 2230, TLC PCIe Gen 4 NVMe, SSD 6 EA -- 391-BJBD Laptop 14.0 QHD+ (2560x1600), IPS, AG Touch, ComfView+, 400 nit, 5MP IR Cam, WLAN, Aluminum 6 EA -- 583-BLLS English US battery-saving mini LED backlit Copilot key keyboard, 79-key 6 EA -- 570-AADK No Mouse 6 EA -- 555-BKWD Intel BE200 WLAN Driver 6 EA -- 555-BKRH Intel BE200 Wi-Fi 7 2x2, Bluetooth 5.4 Technology, Wireless Card 6 EA -- 556-BBCD No Mobile Broadband Card 6 EA -- 451-BDBU 3-cell, 57 Wh, Express Charge Capable, Express Charge Boost Capable 6 EA -- 492-BDMN 65W AC adapter, USB Type-C, EcoDesign 6 EA -- 346-BKKN No Fingerprint Reader, WLAN, Aluminum, H28 6 EA -- -- 620-AALW OS-Windows Media Not Included 6 EA -- 537-BBDO E4 Power Cord 1M for US 6 EA -- 340-DMLR Quick setup guide Laptop 6 EA -- 430-XXYG No Resource USB Media 6 EA -- 387-BBLW ENERGY STAR Qualified 6 EA -- 817-BBBB Custom Configuration 6 EA -- 658-BFQB Dell Additional Software 6 EA -- 340-DQPW Mix Model Ship, 65W, Laptop 6 EA -- 389-FGJL Intel Core Ultra EVO non-vPRO Label 6 EA -- 800-BBQK BTO Standard Shipment (VS)6 EA -- 389-BCGW No UPC/EAN Label 6 EA -- 340-CKSZ No AutoPilot 6 EA -- 319-BBJW 5MP/IR Camera, ExpressSign-In, Intelligent Privacy, TNR, Camera Shutter, Microphone 6 EA -- 379-BDZB EPEAT 2018 Registered (Gold)6 EA -- 321-BKTD Aluminum Chassis for WLAN Laptop H28 6 EA -- 640-BBTB Intel Connectivity Performance Suite for Evo/vPro 6 EA -- 409-BCXR Intel Responsiveness Technologies Driver 6 EA -- Purchase Order:620083 Payment Terms:45 Days Inv. Due Date:02/11/2025 Invoice Date:12/28/2024 Order Date:12/13/2024 Sales Rep:CHRISTOPHER_MAK Shipped Via:FEDERAL EXPRESS Contract Code:C000001115143 Waybill Number:422217908837 BILL TO:SHIP TO: CITY OF SAN LUIS OBISPO LYNN WILWAND 990 PALM ST SAN LUIS OBISPO, CA 93401-3236 CITY OF SAN LUIS OBISPO NETWORK SERVICES 990 PALM ST SAN LUIS OBISPO, CA 93401-3236 Invoice No: 10791561989 Customer No: 2332474 Order No: 1013622477 Page 2 of 3 DELL MARKETING L.P. One Dell Way Round Rock, TX 78682 FID Number: 74-2616805 Inquiries: www.dell.com/ordersupport/ Dell Online: http://www.dell.com Invoice PLEASE REVIEW DELL'S TERMS & CONDITIONS OF SALE AND POLICIES , WHICH GOVERN THIS TRANSACTION VIEW YOUR ORDER DETAILS ONLINE US412486408-CA-US_84 10791561989 804-2188 ProSupport Plus: 7x24 Technical Support, 3 Years 6 EA -- 804-2167 Dell Limited Hardware Warranty Plus Service 6 EA -- 804-2185 ProSupport Plus: Accidental Damage Service, 3 Years 6 EA -- 804-2186 ProSupport Plus: Next Business Day Onsite, 3 Years 6 EA -- 804-2187 ProSupport Plus: Keep Your Hard Drive, 3 Years 6 EA -- 997-8367 Thank you for choosing Dell ProSupport Plus. For tech support, visit www.dell.com/contactdell or call 1-866-516-3115 6 EA -- Item Number Description Qty Unit Unit Price Amount To make a payment or access your account details online, please visit MyFinancials at https://mfm.dell.com Purchase Order:620083 Payment Terms:45 Days Inv. Due Date:02/11/2025 Invoice Date:12/28/2024 Order Date:12/13/2024 Sales Rep:CHRISTOPHER_MAK Shipped Via:FEDERAL EXPRESS Contract Code:C000001115143 Waybill Number:422217908837 BILL TO:SHIP TO: CITY OF SAN LUIS OBISPO LYNN WILWAND 990 PALM ST SAN LUIS OBISPO, CA 93401-3236 CITY OF SAN LUIS OBISPO NETWORK SERVICES 990 PALM ST SAN LUIS OBISPO, CA 93401-3236 Invoice No: 10791561989 Customer No: 2332474 Order No: 1013622477 Page 3 of 3 DELL MARKETING L.P. One Dell Way Round Rock, TX 78682 FID Number: 74-2616805 Inquiries: www.dell.com/ordersupport/ Dell Online: http://www.dell.com Invoice PLEASE REVIEW DELL'S TERMS & CONDITIONS OF SALE AND POLICIES , WHICH GOVERN THIS TRANSACTION VIEW YOUR ORDER DETAILS ONLINE US412486408-CA-US_84 10791561989 Item Number Description Qty Unit Unit Price Amount 210-BLPR Dell Latitude 7450 XCTO System Service Tags: 10 EA 2,147.36 21,473.60 73W2794, G2W2794, C9W2794, J4W2794, 65W2794, H3W2794, 82W2794, 22W2794, 34W2794, G5W2794 USD FOR SHIPMENTS TO CALIFORNIA, A STATE ENVIRONMENTAL FEE OF UP TO $6 PER ITEM WILL BE ADDED TO INVOICES FOR ALL ORDERS CONTAINING A DISPLAY GREATER THAN 4 INCHES. PLEASE KEEP ORIGINAL BOX FOR ALL RETURNS. COMPREHENSIVE ONLINE CUSTOMER CARE INFORMATION AND ASSISTANCE IS A CLICK AWAY AT WWW.DELL.COM/PUBLIC-ECARE TO ANSWER A VARIETY OF QUESTIONS REGARDING YOUR DELL ORDER. Sub-Total:$21,473.60 Ship. &/or Handling:$0.00 ENVIRO FEE:$40.00 Taxable: $19,256.10 Non-Taxable: $2,257.50 Tax: $1,684.91 Invoice Total:$23,198.51 DETACH AT LINE AND RETURN WITH PAYMENT Invoice No:10809403262 Customer Name:CITY OF SAN LUIS OBISPO Customer No.2332474 PO No:620083 Order Number:1017553615 Make check payable / remit to : Dell Marketing L.P. C/O Dell USA L.P. PO Box 910916 Pasadena, CA 91110-0916 Electronics Payments Dell Marketing L.P. PNC Bank ABA#: 043-000-096 Acct#: 1017304611 Swift code : PNCCUS33 Online ACH Payment Log in to your MyFinancials account https://mfm.dell.com/ USD Sub-Total:$21,473.60 Ship. &/or Handling:$0.00 ENVIRO FEE:$40.00 Taxable: $19,256.10 Non-Taxable: $2,257.50 Tax: $1,684.91 Invoice Total:$23,198.51 Balance Due:$23,198.51 Amount Enclosed: 0108094032620000002319851000000023324741 Purchase Order:620083 Payment Terms:60 Days Inv. Due Date:06/09/2025 Invoice Date:04/10/2025 Order Date:03/27/2025 Sales Rep:CHRISTOPHER_MAK Shipped Via:FEDERAL EXPRESS Customer Agreement #:23026 / 7-23-70-55-01 Contract Code:C000001115143 Waybill Number:734019299349 Contract Name:Dell NASPO Computer Equipment PA - California BILL TO:SHIP TO: CITY OF SAN LUIS OBISPO LYNN WILWAND 990 PALM ST SAN LUIS OBISPO, CA 93401-3236 CITY OF SAN LUIS OBISPO NETWORK SERVICES 990 PALM ST SAN LUIS OBISPO, CA 93401-3236 Invoice No: 10809403262 Customer No: 2332474 Order No: 1017553615 Page 1 of 3 DELL MARKETING L.P. One Dell Way Round Rock, TX 78682 FID Number: 74-2616805 Inquiries: www.dell.com/ordersupport/ Dell Online: http://www.dell.com Invoice PLEASE REVIEW DELL'S TERMS & CONDITIONS OF SALE AND POLICIES , WHICH GOVERN THIS TRANSACTION VIEW YOUR ORDER DETAILS ONLINE US412486408-CA-US_84 10809403262 Item Number Description Qty Unit Unit Price Amount 400-BQYK 512 GB, M.2 2230, TLC PCIe Gen 4 NVMe, SSD 10 EA -- 391-BJBF Laptop 14.0, Touch, FHD+ (1920x1200), IPS, AG, 300 nits, FHD IR Cam, WLAN, Aluminum 10 EA -- 583-BLLS English US battery-saving mini LED backlit Copilot key keyboard, 79-key 10 EA -- 570-AADK No Mouse 10 EA -- 555-BKWD Intel BE200 WLAN Driver 10 EA -- 555-BKRH Intel BE200 Wi-Fi 7 2x2, Bluetooth 5.4 Technology, Wireless Card 10 EA -- 556-BBCD No Mobile Broadband Card 10 EA -- 451-BDBU 3-cell, 57 Wh, Express Charge Capable, Express Charge Boost Capable 10 EA -- 492-BDMN 65W AC adapter, USB Type-C, EcoDesign 10 EA -- 346-BKKP Fingerprint Reader, WLAN only, Thunderbolt4, Aluminum 10 EA -- -- 620-AALW OS-Windows Media Not Included 10 EA -- 537-BBDO E4 Power Cord 1M for US 10 EA -- 340-DMLR Quick setup guide Laptop 10 EA -- 430-XXYG No Resource USB Media 10 EA -- 387-BBLW ENERGY STAR Qualified 10 EA -- 817-BBBB Custom Configuration 10 EA -- 658-BFQB Dell Additional Software 10 EA -- 340-DQPW Mix Model Ship, 65W, Laptop 10 EA -- 340-DMQM Intel Core Ultra vPro Enterprise Label 10 EA -- 800-BBQK BTO Standard Shipment (VS)10 EA -- 389-BCGW No UPC/EAN Label 10 EA -- 340-CKSZ No AutoPilot 10 EA -- 319-BBKJ FHD HDR IR Camera with Facial Recognition + Intelligent Privacy, TNR, Camera Shutter, Microphone 10 EA -- 379-BDZB EPEAT 2018 Registered (Gold)10 EA -- 321-BKTF Aluminum Chassis for WLAN Laptop 10 EA -- 640-BBTB Intel Connectivity Performance Suite for Evo/vPro 10 EA -- 409-BCXR Intel Responsiveness Technologies Driver 10 EA -- 804-2167 Dell Limited Hardware Warranty Plus Service 10 EA -- 804-2185 ProSupport Plus: Accidental Damage Service, 3 Years 10 EA -- 379-BFPS Intel Core Ultra 5 135U, vPRO (12MB cache, 12 cores, 14 threads, up to 4.4 GHz Max Turbo) 10 EA -- 619-ARSB Windows 11 Pro, English, Brazilian Portuguese PT-BR, French, Spanish 10 EA -- 658-BCSB Activate Your Microsoft 365 For A 30 Day Trial 10 EA -- 338-CNYW Integrated Intel Graphics, Core Ultra 5 135U vPRO Processor, 16GB LPDDR5x Memory 10 EA -- Purchase Order:620083 Payment Terms:60 Days Inv. Due Date:06/09/2025 Invoice Date:04/10/2025 Order Date:03/27/2025 Sales Rep:CHRISTOPHER_MAK Shipped Via:FEDERAL EXPRESS Customer Agreement #:23026 / 7-23-70-55-01 Contract Code:C000001115143 Waybill Number:734019299349 Contract Name:Dell NASPO Computer Equipment PA - California BILL TO:SHIP TO: CITY OF SAN LUIS OBISPO LYNN WILWAND 990 PALM ST SAN LUIS OBISPO, CA 93401-3236 CITY OF SAN LUIS OBISPO NETWORK SERVICES 990 PALM ST SAN LUIS OBISPO, CA 93401-3236 Invoice No: 10809403262 Customer No: 2332474 Order No: 1017553615 Page 2 of 3 DELL MARKETING L.P. One Dell Way Round Rock, TX 78682 FID Number: 74-2616805 Inquiries: www.dell.com/ordersupport/ Dell Online: http://www.dell.com Invoice PLEASE REVIEW DELL'S TERMS & CONDITIONS OF SALE AND POLICIES , WHICH GOVERN THIS TRANSACTION VIEW YOUR ORDER DETAILS ONLINE US412486408-CA-US_84 10809403262 631-BBRV Intel vPRO Enterprise Management Enabled 10 EA -- 804-2186 ProSupport Plus: Next Business Day Onsite, 3 Years 10 EA -- 804-2187 ProSupport Plus: Keep Your Hard Drive, 3 Years 10 EA -- 804-2188 ProSupport Plus: 7x24 Technical Support, 3 Years 10 EA -- 997-8367 Thank you for choosing Dell ProSupport Plus. For tech support, visit www.dell.com/contactdell or call 1-866-516-3115 10 EA -- 370-BBYW 16 GB: LPDDR5x, 6400 MT/s (onboard)10 EA -- Item Number Description Qty Unit Unit Price Amount To make a payment or access your account details online, please visit MyFinancials at https://mfm.dell.com Purchase Order:620083 Payment Terms:60 Days Inv. Due Date:06/09/2025 Invoice Date:04/10/2025 Order Date:03/27/2025 Sales Rep:CHRISTOPHER_MAK Shipped Via:FEDERAL EXPRESS Customer Agreement #:23026 / 7-23-70-55-01 Contract Code:C000001115143 Waybill Number:734019299349 Contract Name:Dell NASPO Computer Equipment PA - California BILL TO:SHIP TO: CITY OF SAN LUIS OBISPO LYNN WILWAND 990 PALM ST SAN LUIS OBISPO, CA 93401-3236 CITY OF SAN LUIS OBISPO NETWORK SERVICES 990 PALM ST SAN LUIS OBISPO, CA 93401-3236 Invoice No: 10809403262 Customer No: 2332474 Order No: 1017553615 Page 3 of 3 DELL MARKETING L.P. One Dell Way Round Rock, TX 78682 FID Number: 74-2616805 Inquiries: www.dell.com/ordersupport/ Dell Online: http://www.dell.com Invoice PLEASE REVIEW DELL'S TERMS & CONDITIONS OF SALE AND POLICIES , WHICH GOVERN THIS TRANSACTION VIEW YOUR ORDER DETAILS ONLINE US412486408-CA-US_84 10809403262 Item Number Description Qty Unit Unit Price Amount 210-BPDN Dell Pro 14 Plus (PB14250) XCTO Base System Service Tags: 6 EA 1,957.61 11,745.66 1PPHG94, 6PPHG94, 3QVHG94, 3QPHG94, GRVHG94, JPVHG94 USD FOR SHIPMENTS TO CALIFORNIA, A STATE ENVIRONMENTAL FEE OF UP TO $6 PER ITEM WILL BE ADDED TO INVOICES FOR ALL ORDERS CONTAINING A DISPLAY GREATER THAN 4 INCHES. PLEASE KEEP ORIGINAL BOX FOR ALL RETURNS. COMPREHENSIVE ONLINE CUSTOMER CARE INFORMATION AND ASSISTANCE IS A CLICK AWAY AT WWW.DELL.COM/PUBLIC-ECARE TO ANSWER A VARIETY OF QUESTIONS REGARDING YOUR DELL ORDER. Sub-Total:$11,745.66 Ship. &/or Handling:$0.00 ENVIRO FEE:$24.00 Taxable: $9,529.20 Non-Taxable: $2,240.46 Tax: $833.82 Invoice Total:$12,603.48 DETACH AT LINE AND RETURN WITH PAYMENT Invoice No:10810182953 Customer Name:CITY OF SAN LUIS OBISPO Customer No.2332474 PO No:620083 Order Number:1017835914 Make check payable / remit to : Dell Marketing L.P. C/O Dell USA L.P. PO Box 910916 Pasadena, CA 91110-0916 Electronics Payments Dell Marketing L.P. PNC Bank ABA#: 043-000-096 Acct#: 1017304611 Swift code : PNCCUS33 Online ACH Payment Log in to your MyFinancials account https://mfm.dell.com/ USD Sub-Total:$11,745.66 Ship. &/or Handling:$0.00 ENVIRO FEE:$24.00 Taxable: $9,529.20 Non-Taxable: $2,240.46 Tax: $833.82 Invoice Total:$12,603.48 Balance Due:$12,603.48 Amount Enclosed: 0108101829530000001260348000000023324743 Purchase Order:620083 Payment Terms:45 Days Inv. Due Date:05/30/2025 Invoice Date:04/15/2025 Order Date:04/03/2025 Sales Rep:CHRISTOPHER_MAK Shipped Via:FEDERAL EXPRESS Contract Code:C000001115143 Waybill Number:734019325589 BILL TO:SHIP TO: CITY OF SAN LUIS OBISPO LYNN WILWAND 990 PALM ST SAN LUIS OBISPO, CA 93401-3236 CITY OF SAN LUIS OBISPO NETWORK SERVICES 990 PALM ST SAN LUIS OBISPO, CA 93401-3236 Invoice No: 10810182953 Customer No: 2332474 Order No: 1017835914 Page 1 of 3 DELL MARKETING L.P. One Dell Way Round Rock, TX 78682 FID Number: 74-2616805 Inquiries: www.dell.com/ordersupport/ Dell Online: http://www.dell.com Invoice PLEASE REVIEW DELL'S TERMS & CONDITIONS OF SALE AND POLICIES , WHICH GOVERN THIS TRANSACTION VIEW YOUR ORDER DETAILS ONLINE US412486408-CA-US_84 10810182953 Item Number Description Qty Unit Unit Price Amount 379-BFXG Intel(R) Core(TM) Ultra 5 236V vPro(R) (40 TOPS NPU, 8 cores, up to 4.7 GHz) with 16GB Memory 6 EA -- 619-BBGL Windows 11 Pro, Copilot+ PC 6 EA -- 630-ABBT Activate Your Microsoft 365 For A 30 Day Trial 6 EA -- 338-CRMN Integrated Intel Arc graphics for Intel Core Ultra 5 236V vPro processor, 16 GB LPDDR5x memory 6 EA -- 340-DNBV Documentation 6 EA -- 387-BBLW ENERGY STAR Qualified 6 EA -- 817-BBBB Custom Configuration 6 EA -- 658-BFVB Dell Additional SW - Dell Pro Laptop 6 EA -- 340-DTMZ LNL CPU+65W Adapter,Clamshell 6 EA -- 389-FGFR Intel Core Ultra 5 Processor Label 6 EA -- 800-BBQK BTO Standard Shipment (VS)6 EA -- 389-BCGW No UPC/EAN Label 6 EA -- 631-BBZW Intel(R) vPro(R) Management Disabled 6 EA -- 370-BCNS 16 GB: LPDDR5x, 8533 MT/s (onboard)6 EA -- 400-BSLS 512 GB SSD 6 EA -- 391-BJRW 14, Touch, FHD+, 300 nit, 100% sRGB, Anti-Glare, 5MP+IR Cam 6 EA -- 583-BMLQ English US backlit Copilot key keyboard, 79-key 6 EA -- 570-AADK No Mouse 6 EA -- 555-BLNW Intel(R) BE201 WLAN Driver 6 EA -- 555-BLMQ Intel Wi-Fi 7 BE201, 2x2, 802.11be, Bluetooth 5.4 wireless card 6 EA -- 340-CKSZ No AutoPilot 6 EA -- 319-BBJW 5MP HDR + IR Camera with Presence Detection, Facial Recognition, TNR, Camera Shutter, Microphone 6 EA -- 379-BDZB EPEAT 2018 Registered (Gold)6 EA -- 321-BLPF No WWAN (WLAN only)Tray, No RJ-45, Clamshell 6 EA -- 650-BBBG No Intel Connectivity Performance Suite 6 EA -- 619-BBPD English, French, Spanish, Brazilian Portuguese 6 EA -- 409-BCWL iRST not selected 6 EA -- 714-0464 Dell Limited Hardware Warranty 6 EA -- 556-BBCD No Mobile Broadband Card 6 EA -- 451-BDKX 3-cell, 55 Wh, ExpressCharge Capable, ExpressCharge Boost Capable 6 EA -- 492-BDTG 65W AC adapter, USB Type-C 6 EA -- 346-BLCP No Fingerprint Reader, No Smart Card Reader, No RJ-45 6 EA -- -- 620-AALW OS-Windows Media Not Included 6 EA -- Purchase Order:620083 Payment Terms:45 Days Inv. Due Date:05/30/2025 Invoice Date:04/15/2025 Order Date:04/03/2025 Sales Rep:CHRISTOPHER_MAK Shipped Via:FEDERAL EXPRESS Contract Code:C000001115143 Waybill Number:734019325589 BILL TO:SHIP TO: CITY OF SAN LUIS OBISPO LYNN WILWAND 990 PALM ST SAN LUIS OBISPO, CA 93401-3236 CITY OF SAN LUIS OBISPO NETWORK SERVICES 990 PALM ST SAN LUIS OBISPO, CA 93401-3236 Invoice No: 10810182953 Customer No: 2332474 Order No: 1017835914 Page 2 of 3 DELL MARKETING L.P. One Dell Way Round Rock, TX 78682 FID Number: 74-2616805 Inquiries: www.dell.com/ordersupport/ Dell Online: http://www.dell.com Invoice PLEASE REVIEW DELL'S TERMS & CONDITIONS OF SALE AND POLICIES , WHICH GOVERN THIS TRANSACTION VIEW YOUR ORDER DETAILS ONLINE US412486408-CA-US_84 10810182953 470-BCXK E4 Power Cord 1M for US 6 EA -- 340-DSJG Quick Start Guide 6 EA -- 714-6667 ProSupport Plus: Next Business Day Onsite, 1 Year 6 EA -- 714-6671 ProSupport Plus: Next Business Day Onsite, 2 Year Extended 6 EA -- 714-6689 ProSupport Plus: Accidental Damage Service, 3 Years 6 EA -- 714-6690 ProSupport Plus: Keep Your Hard Drive, 3 Years 6 EA -- 714-6691 ProSupport Plus: 7x24 Technical Support, 3 Years 6 EA -- 975-3461 Dell Limited Hardware Warranty Extended Year(s)6 EA -- 997-8367 Thank you for choosing Dell ProSupport Plus. For tech support, visit www.dell.com/contactdell or call 1-866-516-3115 6 EA -- Item Number Description Qty Unit Unit Price Amount To make a payment or access your account details online, please visit MyFinancials at https://mfm.dell.com Purchase Order:620083 Payment Terms:45 Days Inv. Due Date:05/30/2025 Invoice Date:04/15/2025 Order Date:04/03/2025 Sales Rep:CHRISTOPHER_MAK Shipped Via:FEDERAL EXPRESS Contract Code:C000001115143 Waybill Number:734019325589 BILL TO:SHIP TO: CITY OF SAN LUIS OBISPO LYNN WILWAND 990 PALM ST SAN LUIS OBISPO, CA 93401-3236 CITY OF SAN LUIS OBISPO NETWORK SERVICES 990 PALM ST SAN LUIS OBISPO, CA 93401-3236 Invoice No: 10810182953 Customer No: 2332474 Order No: 1017835914 Page 3 of 3 DELL MARKETING L.P. One Dell Way Round Rock, TX 78682 FID Number: 74-2616805 Inquiries: www.dell.com/ordersupport/ Dell Online: http://www.dell.com Invoice PLEASE REVIEW DELL'S TERMS & CONDITIONS OF SALE AND POLICIES , WHICH GOVERN THIS TRANSACTION VIEW YOUR ORDER DETAILS ONLINE US412486408-CA-US_84 10810182953 Item Number Description Qty Unit Unit Price Amount 210-BPDN Dell Pro 14 Plus (PB14250) XCTO Base System Service Tags: HSVHG94 , 2SVHG94 2 EA 2,234.74 4,469.48 USD FOR SHIPMENTS TO CALIFORNIA, A STATE ENVIRONMENTAL FEE OF UP TO $6 PER ITEM WILL BE ADDED TO INVOICES FOR ALL ORDERS CONTAINING A DISPLAY GREATER THAN 4 INCHES. PLEASE KEEP ORIGINAL BOX FOR ALL RETURNS. COMPREHENSIVE ONLINE CUSTOMER CARE INFORMATION AND ASSISTANCE IS A CLICK AWAY AT WWW.DELL.COM/PUBLIC-ECARE TO ANSWER A VARIETY OF QUESTIONS REGARDING YOUR DELL ORDER. Sub-Total:$4,469.48 Ship. &/or Handling:$0.00 ENVIRO FEE:$8.00 Taxable: $3,727.52 Non-Taxable: $749.96 Tax: $326.14 Invoice Total:$4,803.62 DETACH AT LINE AND RETURN WITH PAYMENT Invoice No:10810182961 Customer Name:CITY OF SAN LUIS OBISPO Customer No.2332474 PO No:620083 Order Number:1017835915 Make check payable / remit to : Dell Marketing L.P. C/O Dell USA L.P. PO Box 910916 Pasadena, CA 91110-0916 Electronics Payments Dell Marketing L.P. PNC Bank ABA#: 043-000-096 Acct#: 1017304611 Swift code : PNCCUS33 Online ACH Payment Log in to your MyFinancials account https://mfm.dell.com/ USD Sub-Total:$4,469.48 Ship. &/or Handling:$0.00 ENVIRO FEE:$8.00 Taxable: $3,727.52 Non-Taxable: $749.96 Tax: $326.14 Invoice Total:$4,803.62 Balance Due:$4,803.62 Amount Enclosed: 0108101829610000000480362000000023324745 Purchase Order:620083 Payment Terms:45 Days Inv. Due Date:05/30/2025 Invoice Date:04/15/2025 Order Date:04/03/2025 Sales Rep:CHRISTOPHER_MAK Shipped Via:FEDERAL EXPRESS Contract Code:C000001115143 Waybill Number:734019325258 BILL TO:SHIP TO: CITY OF SAN LUIS OBISPO LYNN WILWAND 990 PALM ST SAN LUIS OBISPO, CA 93401-3236 CITY OF SAN LUIS OBISPO NETWORK SERVICES 990 PALM ST SAN LUIS OBISPO, CA 93401-3236 Invoice No: 10810182961 Customer No: 2332474 Order No: 1017835915 Page 1 of 3 DELL MARKETING L.P. One Dell Way Round Rock, TX 78682 FID Number: 74-2616805 Inquiries: www.dell.com/ordersupport/ Dell Online: http://www.dell.com Invoice PLEASE REVIEW DELL'S TERMS & CONDITIONS OF SALE AND POLICIES , WHICH GOVERN THIS TRANSACTION VIEW YOUR ORDER DETAILS ONLINE US412486408-CA-US_84 10810182961 Item Number Description Qty Unit Unit Price Amount 379-BFXG Intel(R) Core(TM) Ultra 5 236V vPro(R) (40 TOPS NPU, 8 cores, up to 4.7 GHz) with 16GB Memory 2 EA -- 619-BBGL Windows 11 Pro, Copilot+ PC 2 EA -- 630-ABBT Activate Your Microsoft 365 For A 30 Day Trial 2 EA -- 650-BBBG No Intel Connectivity Performance Suite 2 EA -- 619-BBPD English, French, Spanish, Brazilian Portuguese 2 EA -- 409-BCWL iRST not selected 2 EA -- 714-0464 Dell Limited Hardware Warranty 2 EA -- 714-6667 ProSupport Plus: Next Business Day Onsite, 1 Year 2 EA -- 714-6671 ProSupport Plus: Next Business Day Onsite, 2 Year Extended 2 EA -- 714-6689 ProSupport Plus: Accidental Damage Service, 3 Years 2 EA -- 714-6690 ProSupport Plus: Keep Your Hard Drive, 3 Years 2 EA -- 338-CRMN Integrated Intel Arc graphics for Intel Core Ultra 5 236V vPro processor, 16 GB LPDDR5x memory 2 EA -- 714-6691 ProSupport Plus: 7x24 Technical Support, 3 Years 2 EA -- 975-3461 Dell Limited Hardware Warranty Extended Year(s)2 EA -- 997-8367 Thank you for choosing Dell ProSupport Plus. For tech support, visit www.dell.com/contactdell or call 1-866-516-3115 2 EA -- 631-BBZW Intel(R) vPro(R) Management Disabled 2 EA -- 370-BCNS 16 GB: LPDDR5x, 8533 MT/s (onboard)2 EA -- 400-BSLS 512 GB SSD 2 EA -- 391-BJRT 14, Touch, FHD+, 300 nit, 100% sRGB, Anti-Glare, 5MP+IR Cam, 5G capable 2 EA -- 583-BMLQ English US backlit Copilot key keyboard, 79-key 2 EA -- 570-AADK No Mouse 2 EA -- 555-BLNW Intel(R) BE201 WLAN Driver 2 EA -- 555-BLMQ Intel Wi-Fi 7 BE201, 2x2, 802.11be, Bluetooth 5.4 wireless card 2 EA -- 556-BFTX 5G - Qualcomm Snapdragon X72 Global 5G Modem (DW5934e), eSIM capable 2 EA -- 451-BDKV 3-cell, 55 Wh, ExpressCharge Capable, Long Life Cycle, 3-year limited hardware warranty 2 EA -- 492-BDMM 60W AC ultralight mini adapter, USB Type-C 2 EA -- 346-BLCP No Fingerprint Reader, No Smart Card Reader, No RJ-45 2 EA -- -- 620-AALW OS-Windows Media Not Included 2 EA -- 470-BCXS E5 C5 Dark Grey Power Cord 1M for US 2 EA -- 340-DSKC Quick Start Guide 2 EA -- 340-DNBV Documentation 2 EA -- 387-BBLW ENERGY STAR Qualified 2 EA -- 817-BBBB Custom Configuration 2 EA -- Purchase Order:620083 Payment Terms:45 Days Inv. Due Date:05/30/2025 Invoice Date:04/15/2025 Order Date:04/03/2025 Sales Rep:CHRISTOPHER_MAK Shipped Via:FEDERAL EXPRESS Contract Code:C000001115143 Waybill Number:734019325258 BILL TO:SHIP TO: CITY OF SAN LUIS OBISPO LYNN WILWAND 990 PALM ST SAN LUIS OBISPO, CA 93401-3236 CITY OF SAN LUIS OBISPO NETWORK SERVICES 990 PALM ST SAN LUIS OBISPO, CA 93401-3236 Invoice No: 10810182961 Customer No: 2332474 Order No: 1017835915 Page 2 of 3 DELL MARKETING L.P. One Dell Way Round Rock, TX 78682 FID Number: 74-2616805 Inquiries: www.dell.com/ordersupport/ Dell Online: http://www.dell.com Invoice PLEASE REVIEW DELL'S TERMS & CONDITIONS OF SALE AND POLICIES , WHICH GOVERN THIS TRANSACTION VIEW YOUR ORDER DETAILS ONLINE US412486408-CA-US_84 10810182961 658-BFVB Dell Additional SW - Dell Pro Laptop 2 EA -- 340-DTNH LNL CPU+60W Adapter,Clamshell 2 EA -- 389-FGFR Intel Core Ultra 5 Processor Label 2 EA -- 800-BBQK BTO Standard Shipment (VS)2 EA -- 389-BCGW No UPC/EAN Label 2 EA -- 340-CKSZ No AutoPilot 2 EA -- 319-BBJW 5MP HDR + IR Camera with Presence Detection, Facial Recognition, TNR, Camera Shutter, Microphone 2 EA -- 379-BDZB EPEAT 2018 Registered (Gold)2 EA -- 321-BLPK 5G WWAN Tray, No RJ-45, Clamshell 2 EA -- Item Number Description Qty Unit Unit Price Amount To make a payment or access your account details online, please visit MyFinancials at https://mfm.dell.com Purchase Order:620083 Payment Terms:45 Days Inv. Due Date:05/30/2025 Invoice Date:04/15/2025 Order Date:04/03/2025 Sales Rep:CHRISTOPHER_MAK Shipped Via:FEDERAL EXPRESS Contract Code:C000001115143 Waybill Number:734019325258 BILL TO:SHIP TO: CITY OF SAN LUIS OBISPO LYNN WILWAND 990 PALM ST SAN LUIS OBISPO, CA 93401-3236 CITY OF SAN LUIS OBISPO NETWORK SERVICES 990 PALM ST SAN LUIS OBISPO, CA 93401-3236 Invoice No: 10810182961 Customer No: 2332474 Order No: 1017835915 Page 3 of 3 DELL MARKETING L.P. One Dell Way Round Rock, TX 78682 FID Number: 74-2616805 Inquiries: www.dell.com/ordersupport/ Dell Online: http://www.dell.com Invoice PLEASE REVIEW DELL'S TERMS & CONDITIONS OF SALE AND POLICIES , WHICH GOVERN THIS TRANSACTION VIEW YOUR ORDER DETAILS ONLINE US412486408-CA-US_84 10810182961 Dell Customer Communication - Confidential# Steps for Completing Your True-Up Microsoft Enterprise Agreement City of San Luis Obispo Date Updated Enrollment # Start Date End Date Due Date 4/27/2023 5615969 7/1/2022 6/30/2025 5/25/2023 True-Up Steps Responsible Party Online Service Reservation Review System/User Inventory Review Meeting Issue a Purchase Order True-Up Submission If any Online Services have been self-provisioned by agreement administrators in the past year, a review is necessary to determine if those subscriptions need to be carried into future years or if they are transitions from on-premises licenses. Dell & City of San Luis Obispo Count your applicable on-premises systems/applications to determine if any usage has changed since the previous renewal or True-Up.*City of San Luis Obispo Review the inventory data gathered and the total number of needed licenses on the True-Up. Highlight any optimization or cost savings to finalize True-Up counts. Dell & City of San Luis Obispo Create a Purchase Order addressed to Dell for the total listed on the "True-Up" tab.City of San Luis Obispo Dell to review and process the final True-Up 30 to 60 days before the anniversary date to fulfill the True-Up compliance requirements.Dell * Microsoft provides the MAP Toolkit to help you gather data and insights on deployed software instances and versions. For more information on this free tool, click here. Additionally, Dell has trusted partners who perform custom software asset management engagements to aid in the inventory and reconciliation of all licenses within your environment for a nominal fee. For more information on this service, please contact your Dell Technologies Software Account Team. Dell Customer Communication - Confidential# Year 1 True-Up Microsoft Enterprise Agreement City of San Luis Obispo Date Updated Enrollment # Start Date End Date Due Date 4/27/2023 5615969 7/1/2022 6/30/2025 5/25/2023 Part Number Description Country of Use Originating Qty Pending Reservations Total Qty Currently Running Qty Qty to True- Up Price Each Extended Total Online Service Reservations Data in Reservations Tab $0.00 Additional On-Premises Products 0 0 $0.00 $0.00 0 0 $0.00 $0.00 Other Licenses / Services Year 1 Pretax True-Up total $0.00 True-Up pricing for perpetual licenses is a one time charge for the full license cost plus a prorated amount for Software Assurance coverage through the end of the agreement. Most Online Services can be reduced at the agreement anniversary date. Per the Microsoft Enterprise Agreement language, all reductions must be submitted no later than 30 days before the annual agreement anniversary date. Dell Customer Communication - Confidential# Online Service Reservations Microsoft Enterprise Agreement City of San Luis Obispo Date Updated Enrollment # Start Date End Date Due Date 4/27/2023 5615969 7/1/2022 6/30/2025 5/25/2023 Part Number Description Reservation #Usage Date Qty Reserved # Months Price Per Month Extended Total Online Service Reservations No Online Service Reservations placed for previous agreement year Year 1 Pretax Reservation Total $0.00 Online Service Reservations are self-provisioned subscriptions added via the Microsoft VLSC portal throughout the agreement year. Microsoft charges for the number of full months between the start date of the subscription thru the agreement end date. Dell Customer Communication - Confidential# Annual Billing Microsoft Enterprise Agreement City of San Luis Obispo Date Updated Enrollment # Start Date End Date Due Date 4/27/2023 5615969 7/1/2022 6/30/2025 5/25/2023 PO Number Scheduled Bill Date Part Number Description Quantity Price Extended Amount Coverage Start Date Coverage End Date Usage Country 4.66175E+15 7/1/2023 AAA-11894 O365 G3 GCC Sub Per User 575 $231.00 $132,825.00 7/1/2023 6/30/2024 United States 4.66175E+15 7/1/2023 AAD-32907 EMS G3 GCC ALng Sub Per User 575 $100.80 $57,960.00 7/1/2023 6/30/2024 United States 6.27136E+15 7/1/2023 8RI-00005 M365 G5 eDiscovery & Audit GCC Sub Add-on 8 $53.64 $429.12 7/1/2023 6/30/2024 United States Annual Billing Total $191,214.12 Amounts listed here are the upcoming annual invoices for the following agreement year. PO # listed is the same from the previous year and can be changed upon request. Dell Customer Communication - Confidential# Invoice Summary Microsoft Enterprise Agreement City of San Luis Obispo Date Updated Enrollment # Start Date End Date Due Date 4/27/2023 5615969 7/1/2022 6/30/2025 5/25/2023 State Description Pretax Total Draft Year 1 Online Service Reservations Total $0.00 Draft Year 1 True-Up Total $0.00 Final Year 2 Annual Invoice $191,214.12 Total Expected Invoice Amounts $191,214.12 PO# **All Purchase Orders are to be addressed to Dell** DLT Solutions, LLC 2411 Dulles Corner Park Suite 800 Herndon, VA 20171 Email:khix@slocity.org Agency:San Luis Obispo, City of (CA) Address:990 Palm St City/State/Zip:San Luis Obispo, CA 93401 Kathleen HixName: RFQ #: Ship To Address: Sales Rep:Jenny Chen Order #:5218034 Shipping Instructions:Bill To Address: PRO-FORMA INVOICE Date:2/26/2024 Invoice #:5218034A Terms:Net 30 Days Credit Card COD San Luis Obispo, City of (CA) 990 Palm Street San Luis Obispo, CA 93401 Kathleen Hix Phone: Fax: Email: Web: (703) 708-9675 (703) 709-8450 sales@dlt.com http://www.dlt.com/ Item Part# / Mfg # Description Qty / Contract Unit Price Ext Price NOTE Autodesk price increase on 3/26 1 $0.00 $0.00 NOTE notes 1 9701-1008749 AutoCAD - including specialized toolsets Government Single-user Annual Subscription Renewal Switched From Maintenance (Switched between May 2019 - May 2020 and Ongoing) 110002075420 9 $707.26 $6,365.34 C1RK1-007978-L879 OM 2 9701-1008777 Civil 3D Government Single-user Annual Subscription Renewal Switched From Maintenance (Switched between May 2019 - May 2020 and Ongoing) 110002075420 8 $1,272.08 $10,176.64 237J1-003478-L689 OM Total Price:$16,541.98 Page 1 of 1 DLT Solutions, LLC Bank of America ABA #111000012 Acct #4451063799 SWIFT Code: BOFAUS3N Contact: ACH 301-517-3118 1455 Market Street San Francisco, CA 94109 TIN: 541599882 CA Reseller: SCOHB 97-695811 DLT Solutions, LLC P.O. Box 743359 Atlanta, GA 30374-3359 Bank of America Lockbox Services DLT Solutions, LLC Lockbox 743359 6000 Feldwood Road College Park, GA 30349 301-517-3118 By ACH/Wire By Regular Mail By Overnight Mail Strictly Confidential THIS INVOICE IS BEING PRESENTED TO YOU AS A "BILLING IN ADVANCE" OF SHIPMENT AT YOUR REQUEST. APPLICABLE FREIGHT AND TAXES WILL BE BILLED UPON SHIPMENT For Questions regarding this invoice or payment via electronic funds transfer, please contact Collections at (888) 358-9346 Invoices not paid within terms are subject to a 1.5% per month interest charge. DLT Solutions, LLC 2411 Dulles Corner Park Suite 800 Herndon, VA 20171 Email:khix@slocity.org Agency:San Luis Obispo, City of (CA) Address:990 Palm St City/State/Zip:San Luis Obispo, CA 93401 Kathleen HixName: RFQ #: Ship To Address: Sales Rep:Jenny Chen Order #:5218034 Shipping Instructions:Bill To Address: PRO-FORMA INVOICE Date:2/26/2024 Invoice #:5218034A Terms:Net 30 Days Credit Card COD San Luis Obispo, City of (CA) 990 Palm Street San Luis Obispo, CA 93401 Kathleen Hix Phone: Fax: Email: Web: (703) 708-9675 (703) 709-8450 sales@dlt.com http://www.dlt.com/ Item Part# / Mfg # Description Qty / Contract Unit Price Ext Price NOTE Autodesk price increase on 3/26 1 $0.00 $0.00 NOTE notes 1 9701-1008749 AutoCAD - including specialized toolsets Government Single-user Annual Subscription Renewal Switched From Maintenance (Switched between May 2019 - May 2020 and Ongoing) 110002075420 9 $707.26 $6,365.34 C1RK1-007978-L879 OM 2 9701-1008777 Civil 3D Government Single-user Annual Subscription Renewal Switched From Maintenance (Switched between May 2019 - May 2020 and Ongoing) 110002075420 8 $1,272.08 $10,176.64 237J1-003478-L689 OM Total Price:$16,541.98 Page 1 of 1 DLT Solutions, LLC Bank of America ABA #111000012 Acct #4451063799 SWIFT Code: BOFAUS3N Contact: ACH 301-517-3118 1455 Market Street San Francisco, CA 94109 TIN: 541599882 CA Reseller: SCOHB 97-695811 DLT Solutions, LLC P.O. Box 743359 Atlanta, GA 30374-3359 Bank of America Lockbox Services DLT Solutions, LLC Lockbox 743359 6000 Feldwood Road College Park, GA 30349 301-517-3118 By ACH/Wire By Regular Mail By Overnight Mail Strictly Confidential THIS INVOICE IS BEING PRESENTED TO YOU AS A "BILLING IN ADVANCE" OF SHIPMENT AT YOUR REQUEST. APPLICABLE FREIGHT AND TAXES WILL BE BILLED UPON SHIPMENT For Questions regarding this invoice or payment via electronic funds transfer, please contact Collections at (888) 358-9346 Invoices not paid within terms are subject to a 1.5% per month interest charge. Hardware Software Services IT Solutions Brands Research Hub ERIC MORTENSEN, Thank you for considering CDWG for your technology needs. The details of your quote are below. If you are an eProcurement or single sign on customer, please log into your system to access the CDW site. You can search for your quote to retrieve and transfer back into your system for processing. For all other customers, click below to convert your quote to an order. Convert Quote to Order QUOTE #QUOTE DATE QUOTE REFERENCE CUSTOMER #GRAND TOTAL NJNV096 5/3/2023 GAMBER QUOTE 1072031 $1,016.87 QUOTE DETAILS ITEM QTY CDW#UNIT PRICE EXT.PRICE Gamber-Johnson MONGOOSE 9" Locking Slide Arm with Short Clevis - mounting c 1 5019449 $231.82 $231.82 Mfg. Part#: 7160-0928 UNSPSC: 31162313 Contract: National IPA Technology Solutions (2018011-01) Gamber-Johnson Dell Latitude Rugged Laptop Docking Station - docking statio 1 4808241 $703.24 $703.24 Mfg. Part#: 7170-0551-00 UNSPSC: 43211602 Contract: National IPA Technology Solutions (2018011-01) SUBTOTAL $935.06 SHIPPING $0.00 SALES TAX $81.81 GRAND TOTAL $1,016.87 PURCHASER BILLING INFO DELIVER TO Billing Address: CITY OF SAN LUIS OBISPO ACCTS PAYABLE 990 PALM ST SAN LUIS OBISPO, CA 93401-3236 Phone: (805) 781-7100 Payment Terms: Net 30 Days-Govt State/Local Shipping Address: CITY OF SAN LUIS OBISPO ERIC MORTENSEN 990 PALM ST SAN LUIS OBISPO, CA 93401-3236 Phone: (805) 781-7100 Shipping Method: DROP SHIP-GROUND Please remit payments to: CDW Government 75 Remittance Drive Suite 1515 Chicago, IL 60675-1515 Sales Contact Info Shelby Mogensen | (866) 464-9011 | shelby.mogensen@cdwg.com Page 2 of 2 Need Help? My Account Support Call 800.800.4239 About Us |Privacy Policy |Terms and Conditions This order is subject to CDW’s Terms and Conditions of Sales and Service Projects at http://www.cdwg.com/content/terms-conditions/product-sales.aspx For more information, contact a CDW account manager ' 2023 CDWG LLC, 200 N. Milwaukee Avenue, Vernon Hills, IL 60061 | 800.808.4239 Hardware Software Services IT Solutions Brands Research Hub ERIC MORTENSEN, Thank you for considering CDWG for your technology needs. The details of your quote are below. If you are an eProcurement or single sign on customer, please log into your system to access the CDW site. You can search for your quote to retrieve and transfer back into your system for processing. For all other customers, click below to convert your quote to an order. Convert Quote to Order QUOTE #QUOTE DATE QUOTE REFERENCE CUSTOMER #GRAND TOTAL NPQD362 10/17/2023 KACE RENEWAL QUOTE 1072031 $12,066.77 QUOTE DETAILS ITEM QTY CDW#UNIT PRICE EXT.PRICE Quest Maintenance - technical support (renewal) - for KACE Systems 401 4391050 $4.20 $1,684.20 Mfg. Part#: FFB-KCE-PS UNSPSC: 81112201 PoP: 12/31/2023 through 12/31/2024 Electronic distribution - NO MEDIA Contract: California NVP Software (ADSPO16-130652 7-16-70-37) Quest Maintenance - technical support (renewal) - for KACE Systems 1 4456214 $1,458.41 $1,458.41 Mfg. Part#: FFA-KCE-PS PoP: 12/31/2023 through 12/31/2024 Electronic distribution - NO MEDIA Contract: California NVP Software (ADSPO16-130652 7-16-70-37) Quest Maintenance - technical support (renewal) - for KACE Systems 450 4369830 $10.05 $4,522.50 Mfg. Part#: EEB-KCE-PS UNSPSC: 81112201 PoP: 12/31/2023 through 12/31/2024 Electronic distribution - NO MEDIA Contract: California NVP Software (ADSPO16-130652 7-16-70-37) Quest Maintenance - technical support (renewal) - for KACE Systems 51 4369830 $10.05 $512.55 Mfg. Part#: EEB-KCE-PS UNSPSC: 81112201 PoP: 12/31/2023 through 12/31/2024 Electronic distribution - NO MEDIA Contract: California NVP Software (ADSPO16-130652 7-16-70-37) Quest Maintenance - technical support (renewal) - for KACE Systems 1 4456224 $1,004.56 $1,004.56 Mfg. Part#: EEA-KCE-PS PoP: 12/31/2023 through 12/31/2024 Electronic distribution - NO MEDIA Contract: California NVP Software (ADSPO16-130652 7-16-70-37) Page 2 of 3 QUOTE DETAILS (CONT.) Quest Maintenance - technical support (renewal) - for KACE Systems 1 4456224 $2,884.55 $2,884.55 Mfg. Part#: EEA-KCE-PS PoP: 12/31/2023 through 12/31/2024 Electronic distribution - NO MEDIA Contract: California NVP Software (ADSPO16-130652 7-16-70-37) SUBTOTAL $12,066.77 SHIPPING $0.00 SALES TAX $0.00 GRAND TOTAL $12,066.77 PURCHASER BILLING INFO DELIVER TO Billing Address: CITY OF SAN LUIS OBISPO ACCTS PAYABLE 990 PALM ST SAN LUIS OBISPO, CA 93401-3236 Phone: (805) 781-7100 Payment Terms: Net 30 Days-Govt State/Local Shipping Address: CITY OF SAN LUIS OBISPO ERIC MORTENSEN 990 PALM ST SAN LUIS OBISPO, CA 93401-3236 Phone: (805) 781-7100 Shipping Method: ELECTRONIC DISTRIBUTION Please remit payments to: CDW Government 75 Remittance Drive Suite 1515 Chicago, IL 60675-1515 Sales Contact Info Shelby Mogensen | (866) 464-9011 | shelby.mogensen@cdwg.com LEASE OPTIONS FMV TOTAL FMV LEASE OPTION BO TOTAL BO LEASE OPTION $12,066.77 $338.96/Month $12,066.77 $387.22/Month Monthly payment based on 36 month lease. Other terms and options are available. Contact your Account Manager for details. Payment quoted is subject to change. Why finance? Lower Upfront Costs. Get the products you need without impacting cash flow. Preserve your working capital and existing credit line. Flexible Payment Terms. 100% financing with no money down, payment deferrals and payment schedules that match your company’s business cycles. Predictable, Low Monthly Payments. Pay over time. Lease payments are fixed and can be tailored to your budget levels or revenue streams. Technology Refresh. Keep current technology with minimal financial impact or risk. Add-on or upgrade during the lease term and choose to return or purchase the equipment at end of lease. Bundle Costs. You can combine hardware, software, and services into a single transaction and pay for your software licenses over time! We know your challenges and understand the need for flexibility. General Terms and Conditions: Page 3 of 3 This quote is not legally binding and is for discussion purposes only. The rates are estimate only and are based on a collection of industry data from numerous sources. All rates and financial quotes are subject to final review, approval, and documentation by our leasing partners. Payments above exclude all applicable taxes. Financing is subject to credit approval and review of final equipment and services configuration. Fair Market Value leases are structured with the assumption that the equipment has a residual value at the end of the lease term. Need Help? My Account Support Call 800.800.4239 About Us |Privacy Policy |Terms and Conditions This order is subject to CDW’s Terms and Conditions of Sales and Service Projects at http://www.cdwg.com/content/terms-conditions/product-sales.aspx For more information, contact a CDW account manager ' 2023 CDWG LLC, 200 N. Milwaukee Avenue, Vernon Hills, IL 60061 | 800.808.4239 Hardware Software Services IT Solutions Brands Research Hub BRETT JENISON, Thank you for considering CDWG for your technology needs. The details of your quote are below. If you are an eProcurement or single sign on customer, please log into your system to access the CDW site. You can search for your quote to retrieve and transfer back into your system for processing. For all other customers, click below to convert your quote to an order. Convert Quote to Order QUOTE #QUOTE DATE QUOTE REFERENCE CUSTOMER #GRAND TOTAL NVXQ912 4/17/2024 NVXQ912 1072031 $3,644.73 QUOTE DETAILS ITEM QTY CDW#UNIT PRICE EXT.PRICE Cisco Meraki Dual-Band Sector Antenna - antenna 12 4354955 $279.29 $3,351.48 Mfg. Part#: MA-ANT-27 UNSPSC: 43221706 Contract: California AEPA-022G / CalSave (022-G) SUBTOTAL $3,351.48 SHIPPING $0.00 SALES TAX $293.25 GRAND TOTAL $3,644.73 PURCHASER BILLING INFO DELIVER TO Billing Address: CITY OF SAN LUIS OBISPO ACCTS PAYABLE 990 PALM ST SAN LUIS OBISPO, CA 93401-3236 Phone: (805) 781-7100 Payment Terms: VISA Shipping Address: CITY OF SAN LUIS OBISPO BRETT JENISON 990 PALM ST SAN LUIS OBISPO, CA 93401-3236 Phone: (805) 781-7100 Shipping Method: DROP SHIP-GROUND Please remit payments to: CDW Government 75 Remittance Drive Suite 1515 Chicago, IL 60675-1515 Sales Contact Info Kristen Marin | 800.808.4239 | kristen.marin@cdwg.com Page 2 of 2 Need Help? My Account Support Call 800.800.4239 About Us |Privacy Policy |Terms and Conditions This order is subject to CDW’s Terms and Conditions of Sales and Service Projects at http://www.cdwg.com/content/terms-conditions/product-sales.aspx For more information, contact a CDW account manager. ' 2024 CDWG LLC, 200 N. Milwaukee Avenue, Vernon Hills, IL 60061 | 800.808.4239 C000000181156 Service Tag JS7PHH2 853-5824 PowerEdge R730xd Upgrades and ExtensionsND 4/13/2017 4/13/2024 XH Post Standard Support: Next Business Day On-Site Service After Problem Diagnosis4/30/2025 1 293.31$ -$ 58.66$ 234.65$ Service Tag JS7PHH2 853-5825 PowerEdge R730xd Upgrades and ExtensionsND 4/13/2017 4/13/2024 XJ Post Standard Support: 7x24 HW Technical Support and Assistance4/30/2025 1 195.54$ -$ 39.11$ 156.43$ Service Tag JS7QHH2 853-5824 PowerEdge R730xd Upgrades and ExtensionsND 4/13/2017 4/13/2024 XH Post Standard Support: Next Business Day On-Site Service After Problem Diagnosis4/30/2025 1 293.31$ -$ 58.66$ 234.65$ Service Tag JS7QHH2 853-5825 PowerEdge R730xd Upgrades and ExtensionsND 4/13/2017 4/13/2024 XJ Post Standard Support: 7x24 HW Technical Support and Assistance4/30/2025 1 195.54$ -$ 39.11$ 156.43$ Service Tag JS7QDH2 853-5824 PowerEdge R730xd Upgrades and ExtensionsND 4/13/2017 4/13/2024 XH Post Standard Support: Next Business Day On-Site Service After Problem Diagnosis4/30/2025 1 293.31$ -$ 58.66$ 234.65$ Service Tag JS7QDH2 853-5825 PowerEdge R730xd Upgrades and ExtensionsND 4/13/2017 4/13/2024 XJ Post Standard Support: 7x24 HW Technical Support and Assistance4/30/2025 1 195.54$ -$ 39.11$ 156.43$ Service Tag JMN1KH2 824-0139 PowerVault MD3820F Upgrades and ExtensionsXH 5/3/2017 5/4/2024 XH Post Standard Support: Next Business Day On-Site Service After Problem Diagnosis4/30/2025 1 641.89$ -$ 128.38$ 513.51$ Service Tag JMN1KH2 824-0137 PowerVault MD3820F Upgrades and ExtensionsXH 5/3/2017 5/4/2024 XJ Post Standard Support: 7x24 HW Technical Support and Assistance4/30/2025 1 117.70$ -$ 23.54$ 94.16$ Service Tag JMN2KH2 824-0139 PowerVault MD3820F Upgrades and ExtensionsXH 5/3/2017 5/4/2024 XH Post Standard Support: Next Business Day On-Site Service After Problem Diagnosis4/30/2025 1 641.89$ -$ 128.38$ 513.51$ Service Tag JMN2KH2 824-0137 PowerVault MD3820F Upgrades and ExtensionsXH 5/3/2017 5/4/2024 XJ Post Standard Support: 7x24 HW Technical Support and Assistance4/30/2025 1 117.70$ -$ 23.54$ 94.16$ Subtotal 2,985.73$ Reinstatement Fees -$ 20% Discount 597.15$ Total 2,388.58$ Extended Services Quote Information Dell Contact Information Quote #: v 3000163862363.1 Daronica Strange Customer Information APOS Services Consultant Date:October 16, 2023 Company Name:CITY OF SAN LUIS OBISPO Daronica_Strange@Dell.com Dell Customer # :2332474 Phone: 1(800) 456-3355 Ext: 7246220 Contract Code # : Customer Agreement # :MNWNC-108 / 7-15-70-34-003 Dell Extended Services Details Current Equipment Information Extended Service Information Asset Service Tag # SKU # Model Service Contract Type Ship Date Service Contract Expiration Service Contract Type Service Contract Description New Contract End Date Quantity Price Reinstatement Fee Discount Price After Discount Contract Descriptions 2H, 6H + PSPMC 2HR 7x24 + ProSupport Plus Mission Critical 2H, 6H + PSMC 2HR 7x24 + ProSupport Mission Critical 8H + PSPMC 8HR 7x24 + ProSupport Plus Mission Critical Pricing does not include sales tax where applicable. This quotation is valid for 30 days.8H + PSMC 8HR 7x24 + ProSupport Mission Critical S1 Or S9 + PSPMC 4HR 7x24 + ProSupport Plus Mission Critical S1 Or S9 + PSMC 4HR 7x24 + ProSupport Mission Critical S1 Or S9 + PSP ProSupport Technical Support Purchase Order RequirementsS1 Or S9 + PS 4HR 7x24 + ProSupport Plus ND + PSP 4HR 7x24 + ProSupport Please remember to include the following information: - Billing address - Shipping address, including a contact name & phone number - Terms stated as 'Net 30' - A total dollar amount - An authorizing signature (if required) Please attach a copy of your Dell quote, or reference the Dell quote number(s) on the purchase order. ND + PS ProSupport Plus Next Business Day Onsite ND BASIC Next Business Day / CSR parts NP BASIC Next Business Day Parts Only RR BASIC Return to Depot (Mail-In Service) CC CompleteCare Accidental Damage Service KK Keep Your Hard Drive CSR Parts Customer Self Replaceable Parts AE Advanced Exchange S4 4HR 5x10 Service (legacy) DL Optimize Legacy Contracts (No longer available) BZ/SV/GD/PL Bronze/Silver/Gold/Platinum Questions about Services? Click here. Support Questions? Click here. TS Client Gold Technical Support IPS IT ProSupport IPSMC IT ProSupport Mission Critical EPS Enterprise ProSupport EPSMC Enterprise ProSupport Mission Critical #Internal Use - Confidential Terms of Sale. Unless you have a separate written agreement that specifically applies to this order, your order will be subject to and governed by the following agreements, each of which are incorporated herein by reference and available in hardcopy from Dell at your request: Dell's Terms of Sale (www.dell.com/learn/us/en/uscorp1/terms-of-sale), which include a binding consumer arbitration provision and incorporate Dell's U.S. Return Policy (www.dell.com/returnpolicy) and Warranty (for Consumer warranties ; for Commercial warranties). If this purchase includes services: in addition to the foregoing applicable terms, the terms of your service contract will apply (Consumer;Commercial). If this purchase includes software: in addition to the foregoing applicable terms, your use of the software is subject to the license terms accompanying the software, and in the absence of such terms, then use of the Dell-branded application software is subject to the Dell End User License Agreement - Type A (www.dell.com/AEULA) and use of the Dell-branded system software is subject to the Dell End User License Agreement - Type S (www.dell.com/SEULA). If your purchase is for Mozy, in addition to the foregoing applicable terms, your use of the Mozy service is subject to the terms and conditions located at https://mozy.com/about/legal/terms. You acknowledge having read and agree to be bound by the foregoing applicable terms in their entirety. Any terms and conditions set forth in your purchase order or any other correspondence that are in addition to, inconsistent or in conflict with, the foregoing applicable online terms will be of no force or effect unless specifically agreed to in a writing signed by Dell that expressly references such terms. Pricing, Taxes, and Additional Information All product, pricing, and other information is valid for U.S. customers and U.S. addresses only, and is based on the latest information available and may be subject to change. Dell reserves the right to cancel quotes and orders arising from pricing or other errors. Please indicate any tax-exempt status on your PO, and fax your exemption certificate, including your Customer Number, to the Dell Tax Department at 800-433-9023. Please ensure that your tax-exemption certificate reflects the correct Dell entity name: Dell Marketing L.P. Note: All tax quoted above is an estimate; final taxes will be listed on the invoice. If you have any questions regarding tax please send an e-mail to Tax_Department@dell.com. For certain products shipped to end-users in California, a State Environmental Fee will be applied to your invoice. Dell encourages customers to dispose of electronic equipment properly. #Internal Use - Confidential Hardware Software Services IT Solutions Brands Research Hub ERIC MORTENSEN, Thank you for considering CDWG for your technology needs. The details of your quote are below. If you are an eProcurement or single sign on customer, please log into your system to access the CDW site. You can search for your quote to retrieve and transfer back into your system for processing. For all other customers, click below to convert your quote to an order. Convert Quote to Order QUOTE #QUOTE DATE QUOTE REFERENCE CUSTOMER #GRAND TOTAL PCVF785 10/1/2024 PCVF785 1072031 $13,998.38 QUOTE DETAILS ITEM QTY CDW#UNIT PRICE EXT.PRICE Quest Maintenance - technical support (renewal) - for KACE Systems 1 4456224 $1,177.85 $1,177.85 Mfg. Part#: EEA-KCE-PS KACE SYSTEMS MANAGEMENT APPLIANCE W/100 MANAGED COMPUTER MAINTENANCE RENEWAL PoP: 12/31/2024 through 12/31/2025 Electronic distribution - NO MEDIA Contract: OMNIA Mesa 2024056-01 - GOV (2024056-01) Quest Maintenance - technical support (renewal) - for KACE Systems 1 4456224 $3,382.14 $3,382.14 Mfg. Part#: EEA-KCE-PS KACE SYSTEMS MANAGEMENT APPLIANCE W/100 MANAGED COMPUTER MAINTENANCE RENEWAL PoP: 12/31/2024 through 12/31/2025 Electronic distribution - NO MEDIA Contract: OMNIA Mesa 2024056-01 - GOV (2024056-01) Quest Maintenance - technical support (renewal) - for KACE Systems 1 4456214 $1,709.98 $1,709.98 Mfg. Part#: FFA-KCE-PS KACE SYSTEMS DEPLOYMENT APPLIANCE W/100 MANAGED COMPUTER MAINTENANCE RENEWAL PoP: 12/31/2024 through 12/31/2025 Electronic distribution - NO MEDIA Contract: OMNIA Mesa 2024056-01 - GOV (2024056-01) Quest Maintenance - technical support (renewal) - for KACE Systems 401 4391050 $4.93 $1,976.93 Mfg. Part#: FFB-KCE-PS UNSPSC: 81112201 KACE SYSTEMS DEPLOYMENT ADDTL MANAGED COMPUTER MAINTENANCE RENEWAL PoP: 12/31/2024 through 12/31/2025 Electronic distribution - NO MEDIA Contract: OMNIA Mesa 2024056-01 - GOV (2024056-01) Quest Maintenance - technical support (renewal) - for KACE Systems 51 4369830 $11.48 $585.48 Page 2 of 3 QUOTE DETAILS (CONT.) Mfg. Part#: EEB-KCE-PS UNSPSC: 81112201 KACE SYSTEMS MANAGEMENT ADDTL MANAGED COMPUTER MAINTENANCE RENEWAL PoP: 12/31/2024 through 12/31/2025 Electronic distribution - NO MEDIA Contract: OMNIA Mesa 2024056-01 - GOV (2024056-01) Quest Maintenance - technical support (renewal) - for KACE Systems 450 4369830 $11.48 $5,166.00 Mfg. Part#: EEB-KCE-PS UNSPSC: 81112201 KACE SYSTEMS MANAGEMENT ADDTL MANAGED COMPUTER MAINTENANCE RENEWAL QQ Q-1959915, PO 5200338 PoP: 12/31/2024 through 12/31/2025 Electronic distribution - NO MEDIA Contract: OMNIA Mesa 2024056-01 - GOV (2024056-01) SUBTOTAL $13,998.38 SHIPPING $0.00 SALES TAX $0.00 GRAND TOTAL $13,998.38 PURCHASER BILLING INFO DELIVER TO Billing Address: CITY OF SAN LUIS OBISPO ACCTS PAYABLE 990 PALM ST SAN LUIS OBISPO, CA 93401-3236 Phone: (805) 781-7100 Payment Terms: Net 30 Days-Govt State/Local Shipping Address: CITY OF SAN LUIS OBISPO ERIC MORTENSEN 990 PALM ST SAN LUIS OBISPO, CA 93401-3236 Phone: (805) 781-7100 Shipping Method: ELECTRONIC DISTRIBUTION Please remit payments to: CDW Government 75 Remittance Drive Suite 1515 Chicago, IL 60675-1515 Sales Contact Info Kristen Marin | (866) 638-9414 | kristen.marin@cdwg.com Need Help? My Account Support Call 800.800.4239 About Us |Privacy Policy |Terms and Conditions Page 3 of 3 This order is subject to CDW’s Terms and Conditions of Sales and Service Projects at http://www.cdwg.com/content/terms-conditions/product-sales.aspx For more information, contact a CDW account manager. ' 2024 CDWG LLC, 200 N. Milwaukee Avenue, Vernon Hills, IL 60061 | 800.808.4239 Purchase Order 615870 Order Date 17-APR-2023 Change Order 0 Change Order Date 17-APR-2023 Revision 0 Ordered 8,550.00 USD INCLUDE PURCHASE ORDER NUMBER ON ALL INVOICES & CORRESPONDENCE SEND ALL INVOICES TO AP@SLOCITY.ORG INCLUDE DELIVER TO CITY STAFF CONTACT NAME ON ALL INVOICES Sold To City of San Luis Obispo 990 Palm Street SAN LUIS OBISPO, CA 93401 Supplier SHI International Corp 290 Davidson Ave SOMERSET, NJ 08873SOMERSET Bill To City of San Luis Obispo 990 Palm Street SAN LUIS OBISPO, CA 93401SAN LUIS OBISPO UNITED STATES Ship To 879 Morro Street SAN LUIS OBISPO, CA 93401SAN LUIS OBISPO UNITED STATES Notes USD = US Dollar PO for attached Autodesk subscription - Contract Services Administrative Customer Account Number Supplier Number Payment Terms Freight Terms FOB Shipping Method 461550 Net 30 Destination Confirm To Deliver To Contact Daniel Clancy Antonio Aiello Phone 1-805-781-7510 Line Item Price Quantity UOM Ordered Taxable 1 Subscription 8,550.00 This line references Document (Contract Purchase Agreement) 800062. Promised 8,550.00 04/20/2023 Requested 04/20/2023 Requested and Promised Dates correspond to the date of arrival at the Ship-to Location. Line Total 8,550.00 Total 8,550.00 1 Purchase Order 615870 2 Purchase Order 615960 Order Date 26-APR-2023 Change Order 0 Change Order Date 26-APR-2023 Revision 0 Ordered 4,350.00 USD INCLUDE PURCHASE ORDER NUMBER ON ALL INVOICES & CORRESPONDENCE SEND ALL INVOICES TO AP@SLOCITY.ORG INCLUDE DELIVER TO CITY STAFF CONTACT NAME ON ALL INVOICES Sold To City of San Luis Obispo 990 Palm Street SAN LUIS OBISPO, CA 93401 Supplier SHI International Corp 290 Davidson Ave SOMERSET, NJ 08873SOMERSET Bill To City of San Luis Obispo 990 Palm Street SAN LUIS OBISPO, CA 93401SAN LUIS OBISPO UNITED STATES Ship To 990 Palm Street SAN LUIS OBISPO, CA 93401SAN LUIS OBISPO UNITED STATES Notes USD = US Dollar PO for attached SHI - Quote 23391908 Veeam Availability Suite 04.20.23-04.19.2024 Qty 3 Customer Account Number Supplier Number Payment Terms Freight Terms FOB Shipping Method 461550 Net 30 Destination Confirm To Deliver To Contact Daniel Clancy Stephanie Couch Phone 1-805-781-7510 Line Item Price Quantity UOM Ordered Taxable 1 SHI - Quote 23391908 Veeam Availability Suite 04.20.23- 04.19.2024 Qty 3 4,350.00 Supplier Item SHI - Quote 23391908 Veeam Availability Suite 04.20.23-04.19.2024 Qty 3 This line references Document (Contract Purchase Agreement) 800062. Promised 4,350.00 05/01/2023 Requested 05/01/2023 Requested and Promised Dates correspond to the date of arrival at the Ship-to Location. Line Total 4,350.00 1 Purchase Order 615960 Line Item Price Quantity UOM Ordered Taxable Total 4,350.00 2 Purchase Order 616005 Order Date 03-MAY-2023 Change Order 1 Change Order Date 09-MAY-2023 Revision 1 Ordered 16,125.00 USD INCLUDE PURCHASE ORDER NUMBER ON ALL INVOICES & CORRESPONDENCE SEND ALL INVOICES TO AP@SLOCITY.ORG INCLUDE DELIVER TO CITY STAFF CONTACT NAME ON ALL INVOICES Sold To City of San Luis Obispo 990 Palm Street SAN LUIS OBISPO, CA 93401 Supplier SHI International Corp 290 Davidson Ave SOMERSET, NJ 08873SOMERSET Bill To City of San Luis Obispo 990 Palm Street SAN LUIS OBISPO, CA 93401SAN LUIS OBISPO UNITED STATES Ship To 990 Palm Street SAN LUIS OBISPO, CA 93401SAN LUIS OBISPO UNITED STATES Notes USD = US Dollar PO for attached - SHI International Group - SHI - Quote 23389088 Windows Enterprise 04.25.23-03.01.24 Customer Account Number Supplier Number Payment Terms Freight Terms FOB Shipping Method 461550 Net 30 Destination Confirm To Deliver To Contact Daniel Clancy Stephanie Couch Phone 1-805-781-7510 Line Item Price Quantity UOM Ordered Taxable 1 SHI - Quote 23389088 Windows Enterprise 04.25.23-03.01.24 16,125.00 Supplier Item SHI - Quote 23389088 Windows Enterprise 04.25.23-03.01.24 This line references Document (Contract Purchase Agreement) 800062. Promised 16,125.00 05/08/2023 Requested 05/08/2023 Requested and Promised Dates correspond to the date of arrival at the Ship-to Location. Line Total 16,125.00 1 Purchase Order 616005 Change Order 1 Line Item Price Quantity UOM Ordered Taxable Total 16,125.00 2 Purchase Order 616022 Order Date 04-MAY-2023 Change Order 0 Change Order Date 04-MAY-2023 Revision 0 Ordered 1,016.87 USD INCLUDE PURCHASE ORDER NUMBER ON ALL INVOICES & CORRESPONDENCE SEND ALL INVOICES TO AP@SLOCITY.ORG INCLUDE DELIVER TO CITY STAFF CONTACT NAME ON ALL INVOICES Sold To City of San Luis Obispo 990 Palm Street SAN LUIS OBISPO, CA 93401 Supplier CDW Government Inc 75 Remittance Dr Ste 1515 CHICAGO, IL 60675 Bill To City of San Luis Obispo 990 Palm Street SAN LUIS OBISPO, CA 93401SAN LUIS OBISPO UNITED STATES Ship To 990 Palm Street SAN LUIS OBISPO, CA 93401SAN LUIS OBISPO UNITED STATES Notes USD = US Dollar PO for attached - CDWG - Quote NJNV096 Gamber-Johnson Mongoose and Latitude Docking Station Customer Account Number Supplier Number Payment Terms Freight Terms FOB Shipping Method 141805 Net 30 Destination Confirm To Deliver To Contact Daniel Clancy Stephanie Couch Phone 1-805-781-7510 Line Item Price Quantity UOM Ordered Taxable 1 CDWG - Quote NJNV096 Gamber-Johnson Mongoose and Latitude Docking Station 1,016.87 Supplier Item CDWG - Quote NJNV096 Gamber-Johnson Mongoose and Latitude Docking Station Promised 1,016.87 05/09/2023 Requested 05/09/2023 Requested and Promised Dates correspond to the date of arrival at the Ship-to Location. Line Total 1,016.87 1 Purchase Order 616022 Line Item Price Quantity UOM Ordered Taxable Total 1,016.87 2 Purchase Order 616022 Proprietary and Confidential Contract Terms and Conditions Purchase Order Terms and Conditions Standard Purchase Order Terms & Conditions 1.Acceptance.By delivering the ordered goods or commencing performance under this Purchase Order,("Order")supplier agrees to the general terms,specifications,and conditions in or referenced by this document.If supplier and The City of San Luis Obispo ("City")have entered into a contract outside of this Order,the terms and conditions set forth in the contract shall prevail.Supplier's additional or different terms and conditions are expressly excluded from this Order and the City does not agree to such terms or conditions,unless such agreement is made expressly,in writing by the City's authorized representative,or a contract has been signed outside of this Order between the Supplier and The City. 2.Business License &Tax.Supplier must have a valid City of San Luis Obispo business tax certificate prior to the execution of the contract.Additional information regarding the City's business tax program may be obtained by calling (805)781-7134. 3.Abilityto Perform.Supplier warrants that it possesses,or has arranged through subcontracts,all capital and other equipment,labor, materials,and licenses necessary to carry out and complete the work hereunder in compliance with any and all federal,state,county,city, and special district laws,ordinances,and regulations. 4.Warranties.Supplier warrants that all goods delivered will be free from defects in workmanship,material,and manufacture;are new (not refurbished or reconditioned)unless otherwise stated in this Order;are of merchantable quality and fit for the purpose intended by the City to the extent that purpose has been disclosed to Supplier;complies with the requirements of this Order;and complies with all applicable laws and regulations.Supplier also warrants that all services performed under this Order shall be rendered in a good and workmanlike manner by skilled personnel in compliance with all applicable laws and regulations. 5.Changes.No change or modification in terms may be made without express authorization,in writing by the City's authorized representative. 6.Delivery.Supplier agrees that time is of the essence to delivery and any other performance required under this Order.No charge for delivery,parcel post,packing,cartage,insurance,license fees,permits,or any other purpose will be paid by the City unless it is expressly included on the face of this Order.Supplier must arrange for the lowest-cost transportation and prepay and add freight to its invoice.If delivery is made by a carrier,an itemized delivery ticket must be attached to the outside of the package.Each container or package must be marked with the Order number. 7.Laws to be Observed.Supplier shall keep itself fully informed of and shall observe and comply with all applicable state and federal laws and county and City of San Luis Obispo ordinances,regulations and adopted codes during its performance of the work. 8.Paymentof Taxes.The contract prices shall include full compensation for all taxes that Supplier is required to pay. 9.Permits and Licenses.Supplier shall procure all permits and licenses,pay all charges and fees,and give all notices necessary. 10.Safety Provisions.Supplier shall conform to the rules and regulations pertaining to safety established by OSHA and the California Division of Industrial Safety Public and Employee Safety.Whenever Supplier's operations create a condition hazardous to the public or City employees,it shall,at its expense and without cost to the City,furnish,erect and maintain such fences,temporary railings,barricades, lights,signs and other devices and take such other protective measures as are necessary to prevent accidents or damage or injury to the public and employees. 11.Preservation of City Property.Supplier shall provide and install suitable safeguards,approved by the City,to protect City property from injury or damage.If City property is injured or damaged as a result of Supplier's operations,it shall be replaced or restored at Supplier's expense.The facilities shall be replaced or restored to a condition as good as when the Supplier began work 12.ImmigrationAct of 1986.Supplier warrants on behalf of itself and all sub-suppliers engaged for the performance of this work that only persons authorized to work in the United States pursuant to the Immigration Reform and Control Act of 1986 and other applicable laws shall be employed in the performance of the work hereunder. 13.Supplier Non-Discrimination.In the performance of this work,Supplier agrees that it will not engage in,nor permit such sub-suppliers as it may employ,to engage in discrimination in the employment of persons because of age,race,color,sex,national origin or ancestry, sexual orientation,or religion of such persons. 3 Purchase Order 616022 Proprietary and Confidential 14.Work Delays.Should Supplier be obstructed or delayed in the work required to be done hereunder by changes in the work or by any default,act,or omission of the City,or by strikes,fire,earthquake,or any other Act of God,or by the inability to obtain materials,equipment, or labor due to federal government restrictions arising out of defense or war programs,then the time of completion may,at the City's sole option,be extended for such periods as may be agreed upon by the City and the Supplier. 15.PaymentTerms.The City's payment terms are 30 days from the receipt of an original invoice and acceptance by the City of the services provided by Supplier (Net 30). 16.Inspection.Supplier shall furnish City with every reasonable opportunity for City to ascertain that the services of Supplier are being performed in accordance with the requirements and intentions of this contract.All work done and all materials furnished,if any,shall be subject to the City's inspection and approval.The inspection of such work shall not relieve Supplier of any of its obligations to fulfill its contract requirements. 17.Audit.The City shall have the option of inspecting and/or auditing all records and other written materials used by Supplier in preparing its invoices to City as a condition precedent to any payment to Supplier. 18.Interestsof Supplier.Supplier covenants that it presently has no interest,and shall not acquire any interest direct or indirect or otherwise,which would conflict in any manner or degree with the performance of the work hereunder.Supplier further covenants that,in the performance of this work,no sub-Supplier or person having such an interest shall be employed.Supplier certifies that no one who has or will have any financial interest in performing this work is an officer or employee of the City.It is hereby expressly agreed that,in the performance of the work hereunder,Supplier shall at all times be deemed an independent Supplier and not an agent or employee of the City. 19.Hold Harmless and Indemnification. (a)Non-design,non-construction Professional Services:To the fullest extent permitted by law (including,but not limited to California Civil Code Sections 2782 and 2782.8),Consultant shall indemnify,defend,and hold harmless the City,and its elected officials,officers, employees,volunteers,and agents ("City Indemnitees"),from and against any and all causes of action,claims,liabilities,obligations, judgments,or damages,including reasonable legal counsels'fees and costs of litigation ("claims"),arising out of the Consultant's performance or Consultant's failure to perform its obligations under this Agreement or out of the operations conducted by Consultant, including the City's active or passive negligence,except for such loss or damage arising from the sole negligence or willful misconduct of the City.In the event the City Indemnitees are made a party to any action,lawsuit,or other adversarial proceeding arising from Consultant's performance of this Agreement,the Consultant shall provide a defense to the City Indemnitees or at the City's option,reimburse the City Indemnitees their costs of defense,including reasonable legal fees,incurred in defense of such claims. (b)Non-design,construction Professional Services:To the extent the Scope of Services involve a "construction contract"as that phrase is used in Civil Code Section 2783,this paragraph shall apply in place of paragraph A.To the fullest extent permitted by law (including,but not limited to California Civil Code Sections 2782 and 2782.8),Consultant shall indemnify,defend,and hold harmless the City,and its elected officials,officers,employees,volunteers,and agents ("City Indemnitees"),from and against any and all causes of action,claims, liabilities,obligations,judgments,or damages,including reasonable legal counsels'fees and costs of litigation ("claims"),arising out of the Consultant's performance or Consultant's failure to perform its obligations under this Agreement or out of the operations conducted by Consultant,except for such loss or damage arising from the active negligence,sole negligence or willful misconduct of the City.In the event the City Indemnitees are made a party to any action,lawsuit,or other adversarial proceeding arising from Consultant's performance of this Agreement,the Consultant shall provide a defense to the City Indemnitees or at the City's option,reimburse the City Indemnitees their costs of defense,including reasonable legal fees,incurred in defense of such claims. (c)Design Professional Services:In the event Consultant is a "design professional",and the Scope of Services require Consultant to provide "design professional services"as those phrases are used in Civil Code Section 2782.8,this paragraph shall apply in place of paragraphs A or B.To the fullest extent permitted by law (including,but not limited to California Civil Code Sections 2782 and 2782.8) Consultant shall indemnify,defend and hold harmless the City and its elected officials,officers,employees,volunteers and agents ("City Indemnitees"),from and against all claims,damages,injuries,losses,and expenses including costs,attorney fees,expert consultant and expert witness fees arising out of,pertaining to or relating to,the negligence,recklessness or willful misconduct of Consultant,except to the extent caused by the sole negligence,active negligence or willful misconduct of the City.Negligence,recklessness or willful misconduct of any subcontractor employed by Consultant shall be conclusively deemed to be the negligence,recklessness or willful misconduct of Consultant unless adequately corrected by Consultant.In the event the City Indemnitees are made a party to any action,lawsuit,or other adversarial proceeding arising from Consultant's performance of this Agreement,the Consultant shall provide a defense to the City Indemnitees or at the City's option,reimburse the City Indemnitees their costs of defense,including reasonable legal fees,incurred in defense of such claims.In no event shall the cost to defend charged to Consultant under this paragraph exceed Consultant's proportionate percentage of fault.However,notwithstanding the previous sentence,in the event one or more defendants are unable to pay its share of defense costs due to bankruptcy or dissolution of the business,Consultant shall meet and confer with other parties regarding unpaid defense costs. (d)The review,acceptance or approval of the Consultant's work or work product by any indemnified party shall not affect,relieve or reduce the Consultant's indemnification or defense obligations.This Section survives completion of the services or the termination of this contract. The provisions of this Section are not limited by and do not affect the provisions of this contract relating to insurance. 4 Purchase Order 616022 Proprietary and Confidential 20.Contract Assignment.Supplier shall not assign,transfer,convey or otherwise dispose of the contract,or its right,title or interest,or its power to execute such a contract to any individual or business entity of any kind without the previous written consent of the City. 21.Termination for Convenience.The City may terminate all or part of this Agreement for any or no reason at any time by giving 30 days written notice to Contractor.Should the City terminate this Agreement for convenience,the City shall be liable as follows:(a)for standard or off-the-shelf products,a reasonable restocking charge not to exceed ten (10)percent of the total purchase price;(b)for custom products, the less of a reasonable price for the raw materials,components work in progress and any finished units on hand or the price per unit reflected on this Agreement.For termination of any services pursuant to this Agreement,the City's liability will be the lesser of a reasonable price for the services rendered prior to termination,or the price for the services reflected on this Agreement.Upon termination notice from the City,Contractor must,unless otherwise directed,cease work and follow the City's directions as to work in progress and finished goods. 22.Termination.If during the term of the contract,the City determines that the Contractor is not faithfully abiding by any term or condition contained herein,the City may notify the Contractor in writing of such defect or failure to perform.This notice must give the Contractor a 10 (ten)calendar day notice of time thereafter in which to perform said work or cure the deficiency.If the Contractor has not performed the work or cured the deficiency within the ten days specified in the notice,such shall constitute a breach of the contract and the City may terminate the contract immediately by written notice to the Contractor to said effect.Thereafter,neither party shall have any further duties, obligations,responsibilities,or rights under the contract except,however,any and all obligations of the Contractor's surety shall remain in full force and effect,and shall not be extinguished,reduced,or in any manner waived by the terminations thereof.In said event,the Contractor shall be entitled to the reasonable value of its services performed from the beginning date in which the breach occurs up to the day it received the City's Notice of Termination,minus any offset from such payment representing the City's damages from such breach." Reasonable value"includes fees or charges for goods or services as of the last milestone or task satisfactorily delivered or completed by the Contractor as may be set forth in the Agreement payment schedule;compensation for any other work,services or goods performed or provided by the Contractor shall be based solely on the City's assessment of the value of the work-in-progress in completing the overall work scope.The City reserves the right to delay any such payment until completion or confirmed abandonment of the project,as may be determined in the City's sole discretion,so as to permit a full and complete accounting of costs.In no event,however,shall the Contractor be entitled to receive in excess of the compensation quoted in its proposal. 23.Ownership of Materials.All original drawings,plan documents and other materials prepared by or in possession of Supplier as part of the work or services under these specifications shall become the permanent property of the City,and shall be delivered to the City upon demand. 24.Release of Reports and Information.Any reports,information,data,or other material is given to,prepared by or assembled by Supplier as part of the work or services under these specifications shall be the property of City,and shall not be made available to any individual or organization by Supplier without the prior written approval of the City. 25.Copies of Reports and Information.If the City requests additional copies of reports,drawings,specifications,or any other material in addition to what Supplier is required to furnish in limited quantities as part of the work or services under these specifications,Supplier shall provide such additional copies as are requested,and City shall compensate Supplier for the costs of duplicating of such copies at the Supplier's direct expense. 26.Insurance.Supplier shall procure and maintain for the duration of the Order insurance that is sufficient in scope and amount to permit Supplier to pay in the ordinary course of business against claims for injuries to persons or damages to property that may arise from or in connection with the performance of the work hereunder by Supplier,its agents,representatives,employees or sub-contractors.Supplier will maintain Workers Compensation insurance at statutory levels covering all employees who perform work under this Order. Additional Public Works Construction Purchase Order Terms & Conditions 1.Compensation for Authorized Additional Expenses.To receive compensation for additional expenses outside the scope of the project work,the Supplier shall obtain prior written authoriza-tion from the City to incur those expenses.Compensa-tion for these addition-al expenses shall include time and materials. 2.Payment Terms.The supplier may request one progress payment each month for work satisfactorily completed and accepted by the City.The City shall issue payment within 30 days.The City shall withhold 10 percent of each progress payment as retention to ensure resolution of any stop notices or liens.The City shall release this retention 35 days after filing a notice of completion. 3.Faithful Performance Bond.The supplier shall furnish a surety bond in the amount of 125 percent of the contract price guaranteeing the faithful performance of the contract,including any attorney's fees or other collection costs. 4.Work in the Right-of-Way or on City Property.For work on City managed property,the supplier/consultant shall obtain a no-fee encroachment permit.A Traffic Control Plan and Water Pollution Control Plan shall be submitted and approved prior to issuance of the permit unless determined by the City not to be required. 5.Prevailing Wage.The supplier and any subcontractors are required to pay prevailing wage and must be registered with the Department of Industrial Relations pursuant to Section 1725.5 of the Labor Code. 5 Purchase Order 616022 Proprietary and Confidential 6.Insurance.The supplier shall procure and maintain for the duration of the contract insurance against claims for injuries to persons or dam-ages to property which may arise from or in connection with the performance of the work hereunder by the supplier,its agents, representatives,employees or subs. Minimum Scope of Insurance.Coverage shall be at least as broad as: a.Insurance Services Office Commercial General Liability coverage (occurrence form CG 20 10 Prior to 1993 or CG 20 10 07 04 with CG 20 37 10 01 or the exact equivalent as determined by the City). b.Insurance Services Office form number CA 0001 (Ed.1/87)covering Automobile Liability,code 1 (any auto). c.Workers'Compensation insurance as required by the State of California and Employer's Liability Insurance. Minimum Limits of Insurance.The supplier shall maintain limits no less than: a.General Liability:$1,000,000 per occurrence for bodily injury,personal injury and property damage.If Commercial General Liability or other forms with a general aggregate limit is used,either the general aggregate limit shall apply separately to this project/location or the general aggregate limit shall be twice the required occurrence limit. b.Automobile Liability:$1,000,000 per accident for bodily injury and property damage. c.Employer's Liability:$1,000,000 per accident for bodily injury or disease. d.Deductibles and Self-Insured Retentions.Any deductibles or self-insured retentions must be declared to and approved by the City.At the option of the City,either:the insurer shall reduce or eliminate such deductibles or self-insured retentions as respects the City,its officers, officials,employees,and volunteers;or the supplier shall procure a bond guaranteeing payment of losses and related investigations,claim administration and defense expenses. Other Insurance Provisions.The general liability and automobile liability policies are to contain,or be endorsed to contain,the following provi-sions: a.The City,its officers,officials,employees,agents,and volunteers are to be covered as insureds as respects:liability arising out of activities performed by or on behalf of the supplier;products and completed operations of the supplier;premises owned,occupied or used by the supplier;or automobiles owned leased,hired or borrowed by the supplier.The coverage shall contain no special limitations on the scope of protection afforded to the City,its officers,officials,employees,agents or volunteers. b.For any claims related to this project,the supplier's insurance coverage shall be primary insurance as respects the City,its officers, officials,employees,agents,and volunteers.Any insur-ance or self-insurance maintained by the City,its officers,offi-cials,employees, agents or volunteers shall be excess of the supplier's insurance and shall not contribute with it. c.Any failure to comply with reporting or other provisions of the policies including breaches of warranties shall not affect coverage provided to the City,its officers,officials,employees,agents or volunteers. d.The supplier's insurance shall apply separately to each insured against whom claim is made or suit is brought,except with respect to the limits of the insurer's liability. e.Each insurance policy required by this clause shall be endorsed to state that coverage shall not be suspended,voided,canceled by either party,reduced in coverage or in limits except after thirty (30)days'prior written notice by certified mail,return receipt requested,has been given to the City. Acceptability of Insurers.Insurance is to be placed with insurers with a current A.M.Best's rating of no less than A:VII. Verification of Coverage.The supplier shall furnish the City with a certificate of insurance showing required coverage.Original endorse- ments affecting general liability and automobile liability coverage are also required by this clause.The endorsements are to be signed by a person authorized by that insurer to bind coverage on its behalf.All endorsements are to be received and approved by the City before work commences. Subcontractors.The supplier shall include all subcontractors as insured under its policies or shall furnish separate certifi-cates and endorsements for each subcontractor.All coverages for subcontractors shall be subject to all of the requirements stated herein. 6 Purchase Order 616068 Order Date 09-MAY-2023 Change Order 0 Change Order Date 09-MAY-2023 Revision 0 Ordered 191,214.12 USD INCLUDE PURCHASE ORDER NUMBER ON ALL INVOICES & CORRESPONDENCE SEND ALL INVOICES TO AP@SLOCITY.ORG INCLUDE DELIVER TO CITY STAFF CONTACT NAME ON ALL INVOICES Sold To City of San Luis Obispo 990 Palm Street SAN LUIS OBISPO, CA 93401 Supplier DELL MARKETING L P c/o Dell USA LP PO BOX 910916 PASADENA, CA 91110LOS ANGELES Bill To City of San Luis Obispo 990 Palm Street SAN LUIS OBISPO, CA 93401SAN LUIS OBISPO UNITED STATES Ship To 990 Palm Street SAN LUIS OBISPO, CA 93401SAN LUIS OBISPO UNITED STATES Notes USD = US Dollar PO for attached - Dell - Quote 5615969 O365 True Up Annual 7.2023-6.2024 Customer Account Number Supplier Number Payment Terms Freight Terms FOB Shipping Method 10039 Net 30 Destination Confirm To Deliver To Contact Daniel Clancy Stephanie Couch Phone 1-805-781-7510 Line Item Price Quantity UOM Ordered Taxable 1 Dell - Quote 5615969 O365 True Up Annual 7.2023-6.2024 191,214.12 Supplier Item Dell - Quote 5615969 O365 True Up Annual 7.2023-6.2024 Promised 191,214.12 05/15/2023 Requested 05/15/2023 Requested and Promised Dates correspond to the date of arrival at the Ship-to Location. Line Total 191,214.12 1 Purchase Order 616068 Line Item Price Quantity UOM Ordered Taxable Total 191,214.12 2 Purchase Order 616068 Proprietary and Confidential Contract Terms and Conditions Purchase Order Terms and Conditions Standard Purchase Order Terms & Conditions 1.Acceptance.By delivering the ordered goods or commencing performance under this Purchase Order,("Order")supplier agrees to the general terms,specifications,and conditions in or referenced by this document.If supplier and The City of San Luis Obispo ("City")have entered into a contract outside of this Order,the terms and conditions set forth in the contract shall prevail.Supplier's additional or different terms and conditions are expressly excluded from this Order and the City does not agree to such terms or conditions,unless such agreement is made expressly,in writing by the City's authorized representative,or a contract has been signed outside of this Order between the Supplier and The City. 2.Business License &Tax.Supplier must have a valid City of San Luis Obispo business tax certificate prior to the execution of the contract.Additional information regarding the City's business tax program may be obtained by calling (805)781-7134. 3.Abilityto Perform.Supplier warrants that it possesses,or has arranged through subcontracts,all capital and other equipment,labor, materials,and licenses necessary to carry out and complete the work hereunder in compliance with any and all federal,state,county,city, and special district laws,ordinances,and regulations. 4.Warranties.Supplier warrants that all goods delivered will be free from defects in workmanship,material,and manufacture;are new (not refurbished or reconditioned)unless otherwise stated in this Order;are of merchantable quality and fit for the purpose intended by the City to the extent that purpose has been disclosed to Supplier;complies with the requirements of this Order;and complies with all applicable laws and regulations.Supplier also warrants that all services performed under this Order shall be rendered in a good and workmanlike manner by skilled personnel in compliance with all applicable laws and regulations. 5.Changes.No change or modification in terms may be made without express authorization,in writing by the City's authorized representative. 6.Delivery.Supplier agrees that time is of the essence to delivery and any other performance required under this Order.No charge for delivery,parcel post,packing,cartage,insurance,license fees,permits,or any other purpose will be paid by the City unless it is expressly included on the face of this Order.Supplier must arrange for the lowest-cost transportation and prepay and add freight to its invoice.If delivery is made by a carrier,an itemized delivery ticket must be attached to the outside of the package.Each container or package must be marked with the Order number. 7.Laws to be Observed.Supplier shall keep itself fully informed of and shall observe and comply with all applicable state and federal laws and county and City of San Luis Obispo ordinances,regulations and adopted codes during its performance of the work. 8.Paymentof Taxes.The contract prices shall include full compensation for all taxes that Supplier is required to pay. 9.Permits and Licenses.Supplier shall procure all permits and licenses,pay all charges and fees,and give all notices necessary. 10.Safety Provisions.Supplier shall conform to the rules and regulations pertaining to safety established by OSHA and the California Division of Industrial Safety Public and Employee Safety.Whenever Supplier's operations create a condition hazardous to the public or City employees,it shall,at its expense and without cost to the City,furnish,erect and maintain such fences,temporary railings,barricades, lights,signs and other devices and take such other protective measures as are necessary to prevent accidents or damage or injury to the public and employees. 11.Preservation of City Property.Supplier shall provide and install suitable safeguards,approved by the City,to protect City property from injury or damage.If City property is injured or damaged as a result of Supplier's operations,it shall be replaced or restored at Supplier's expense.The facilities shall be replaced or restored to a condition as good as when the Supplier began work 12.ImmigrationAct of 1986.Supplier warrants on behalf of itself and all sub-suppliers engaged for the performance of this work that only persons authorized to work in the United States pursuant to the Immigration Reform and Control Act of 1986 and other applicable laws shall be employed in the performance of the work hereunder. 13.Supplier Non-Discrimination.In the performance of this work,Supplier agrees that it will not engage in,nor permit such sub-suppliers as it may employ,to engage in discrimination in the employment of persons because of age,race,color,sex,national origin or ancestry, sexual orientation,or religion of such persons. 3 Purchase Order 616068 Proprietary and Confidential 14.Work Delays.Should Supplier be obstructed or delayed in the work required to be done hereunder by changes in the work or by any default,act,or omission of the City,or by strikes,fire,earthquake,or any other Act of God,or by the inability to obtain materials,equipment, or labor due to federal government restrictions arising out of defense or war programs,then the time of completion may,at the City's sole option,be extended for such periods as may be agreed upon by the City and the Supplier. 15.PaymentTerms.The City's payment terms are 30 days from the receipt of an original invoice and acceptance by the City of the services provided by Supplier (Net 30). 16.Inspection.Supplier shall furnish City with every reasonable opportunity for City to ascertain that the services of Supplier are being performed in accordance with the requirements and intentions of this contract.All work done and all materials furnished,if any,shall be subject to the City's inspection and approval.The inspection of such work shall not relieve Supplier of any of its obligations to fulfill its contract requirements. 17.Audit.The City shall have the option of inspecting and/or auditing all records and other written materials used by Supplier in preparing its invoices to City as a condition precedent to any payment to Supplier. 18.Interestsof Supplier.Supplier covenants that it presently has no interest,and shall not acquire any interest direct or indirect or otherwise,which would conflict in any manner or degree with the performance of the work hereunder.Supplier further covenants that,in the performance of this work,no sub-Supplier or person having such an interest shall be employed.Supplier certifies that no one who has or will have any financial interest in performing this work is an officer or employee of the City.It is hereby expressly agreed that,in the performance of the work hereunder,Supplier shall at all times be deemed an independent Supplier and not an agent or employee of the City. 19.Hold Harmless and Indemnification. (a)Non-design,non-construction Professional Services:To the fullest extent permitted by law (including,but not limited to California Civil Code Sections 2782 and 2782.8),Consultant shall indemnify,defend,and hold harmless the City,and its elected officials,officers, employees,volunteers,and agents ("City Indemnitees"),from and against any and all causes of action,claims,liabilities,obligations, judgments,or damages,including reasonable legal counsels'fees and costs of litigation ("claims"),arising out of the Consultant's performance or Consultant's failure to perform its obligations under this Agreement or out of the operations conducted by Consultant, including the City's active or passive negligence,except for such loss or damage arising from the sole negligence or willful misconduct of the City.In the event the City Indemnitees are made a party to any action,lawsuit,or other adversarial proceeding arising from Consultant's performance of this Agreement,the Consultant shall provide a defense to the City Indemnitees or at the City's option,reimburse the City Indemnitees their costs of defense,including reasonable legal fees,incurred in defense of such claims. (b)Non-design,construction Professional Services:To the extent the Scope of Services involve a "construction contract"as that phrase is used in Civil Code Section 2783,this paragraph shall apply in place of paragraph A.To the fullest extent permitted by law (including,but not limited to California Civil Code Sections 2782 and 2782.8),Consultant shall indemnify,defend,and hold harmless the City,and its elected officials,officers,employees,volunteers,and agents ("City Indemnitees"),from and against any and all causes of action,claims, liabilities,obligations,judgments,or damages,including reasonable legal counsels'fees and costs of litigation ("claims"),arising out of the Consultant's performance or Consultant's failure to perform its obligations under this Agreement or out of the operations conducted by Consultant,except for such loss or damage arising from the active negligence,sole negligence or willful misconduct of the City.In the event the City Indemnitees are made a party to any action,lawsuit,or other adversarial proceeding arising from Consultant's performance of this Agreement,the Consultant shall provide a defense to the City Indemnitees or at the City's option,reimburse the City Indemnitees their costs of defense,including reasonable legal fees,incurred in defense of such claims. (c)Design Professional Services:In the event Consultant is a "design professional",and the Scope of Services require Consultant to provide "design professional services"as those phrases are used in Civil Code Section 2782.8,this paragraph shall apply in place of paragraphs A or B.To the fullest extent permitted by law (including,but not limited to California Civil Code Sections 2782 and 2782.8) Consultant shall indemnify,defend and hold harmless the City and its elected officials,officers,employees,volunteers and agents ("City Indemnitees"),from and against all claims,damages,injuries,losses,and expenses including costs,attorney fees,expert consultant and expert witness fees arising out of,pertaining to or relating to,the negligence,recklessness or willful misconduct of Consultant,except to the extent caused by the sole negligence,active negligence or willful misconduct of the City.Negligence,recklessness or willful misconduct of any subcontractor employed by Consultant shall be conclusively deemed to be the negligence,recklessness or willful misconduct of Consultant unless adequately corrected by Consultant.In the event the City Indemnitees are made a party to any action,lawsuit,or other adversarial proceeding arising from Consultant's performance of this Agreement,the Consultant shall provide a defense to the City Indemnitees or at the City's option,reimburse the City Indemnitees their costs of defense,including reasonable legal fees,incurred in defense of such claims.In no event shall the cost to defend charged to Consultant under this paragraph exceed Consultant's proportionate percentage of fault.However,notwithstanding the previous sentence,in the event one or more defendants are unable to pay its share of defense costs due to bankruptcy or dissolution of the business,Consultant shall meet and confer with other parties regarding unpaid defense costs. (d)The review,acceptance or approval of the Consultant's work or work product by any indemnified party shall not affect,relieve or reduce the Consultant's indemnification or defense obligations.This Section survives completion of the services or the termination of this contract. The provisions of this Section are not limited by and do not affect the provisions of this contract relating to insurance. 4 Purchase Order 616068 Proprietary and Confidential 20.Contract Assignment.Supplier shall not assign,transfer,convey or otherwise dispose of the contract,or its right,title or interest,or its power to execute such a contract to any individual or business entity of any kind without the previous written consent of the City. 21.Termination for Convenience.The City may terminate all or part of this Agreement for any or no reason at any time by giving 30 days written notice to Contractor.Should the City terminate this Agreement for convenience,the City shall be liable as follows:(a)for standard or off-the-shelf products,a reasonable restocking charge not to exceed ten (10)percent of the total purchase price;(b)for custom products, the less of a reasonable price for the raw materials,components work in progress and any finished units on hand or the price per unit reflected on this Agreement.For termination of any services pursuant to this Agreement,the City's liability will be the lesser of a reasonable price for the services rendered prior to termination,or the price for the services reflected on this Agreement.Upon termination notice from the City,Contractor must,unless otherwise directed,cease work and follow the City's directions as to work in progress and finished goods. 22.Termination.If during the term of the contract,the City determines that the Contractor is not faithfully abiding by any term or condition contained herein,the City may notify the Contractor in writing of such defect or failure to perform.This notice must give the Contractor a 10 (ten)calendar day notice of time thereafter in which to perform said work or cure the deficiency.If the Contractor has not performed the work or cured the deficiency within the ten days specified in the notice,such shall constitute a breach of the contract and the City may terminate the contract immediately by written notice to the Contractor to said effect.Thereafter,neither party shall have any further duties, obligations,responsibilities,or rights under the contract except,however,any and all obligations of the Contractor's surety shall remain in full force and effect,and shall not be extinguished,reduced,or in any manner waived by the terminations thereof.In said event,the Contractor shall be entitled to the reasonable value of its services performed from the beginning date in which the breach occurs up to the day it received the City's Notice of Termination,minus any offset from such payment representing the City's damages from such breach." Reasonable value"includes fees or charges for goods or services as of the last milestone or task satisfactorily delivered or completed by the Contractor as may be set forth in the Agreement payment schedule;compensation for any other work,services or goods performed or provided by the Contractor shall be based solely on the City's assessment of the value of the work-in-progress in completing the overall work scope.The City reserves the right to delay any such payment until completion or confirmed abandonment of the project,as may be determined in the City's sole discretion,so as to permit a full and complete accounting of costs.In no event,however,shall the Contractor be entitled to receive in excess of the compensation quoted in its proposal. 23.Ownership of Materials.All original drawings,plan documents and other materials prepared by or in possession of Supplier as part of the work or services under these specifications shall become the permanent property of the City,and shall be delivered to the City upon demand. 24.Release of Reports and Information.Any reports,information,data,or other material is given to,prepared by or assembled by Supplier as part of the work or services under these specifications shall be the property of City,and shall not be made available to any individual or organization by Supplier without the prior written approval of the City. 25.Copies of Reports and Information.If the City requests additional copies of reports,drawings,specifications,or any other material in addition to what Supplier is required to furnish in limited quantities as part of the work or services under these specifications,Supplier shall provide such additional copies as are requested,and City shall compensate Supplier for the costs of duplicating of such copies at the Supplier's direct expense. 26.Insurance.Supplier shall procure and maintain for the duration of the Order insurance that is sufficient in scope and amount to permit Supplier to pay in the ordinary course of business against claims for injuries to persons or damages to property that may arise from or in connection with the performance of the work hereunder by Supplier,its agents,representatives,employees or sub-contractors.Supplier will maintain Workers Compensation insurance at statutory levels covering all employees who perform work under this Order. Additional Public Works Construction Purchase Order Terms & Conditions 1.Compensation for Authorized Additional Expenses.To receive compensation for additional expenses outside the scope of the project work,the Supplier shall obtain prior written authoriza-tion from the City to incur those expenses.Compensa-tion for these addition-al expenses shall include time and materials. 2.Payment Terms.The supplier may request one progress payment each month for work satisfactorily completed and accepted by the City.The City shall issue payment within 30 days.The City shall withhold 10 percent of each progress payment as retention to ensure resolution of any stop notices or liens.The City shall release this retention 35 days after filing a notice of completion. 3.Faithful Performance Bond.The supplier shall furnish a surety bond in the amount of 125 percent of the contract price guaranteeing the faithful performance of the contract,including any attorney's fees or other collection costs. 4.Work in the Right-of-Way or on City Property.For work on City managed property,the supplier/consultant shall obtain a no-fee encroachment permit.A Traffic Control Plan and Water Pollution Control Plan shall be submitted and approved prior to issuance of the permit unless determined by the City not to be required. 5.Prevailing Wage.The supplier and any subcontractors are required to pay prevailing wage and must be registered with the Department of Industrial Relations pursuant to Section 1725.5 of the Labor Code. 5 Purchase Order 616068 Proprietary and Confidential 6.Insurance.The supplier shall procure and maintain for the duration of the contract insurance against claims for injuries to persons or dam-ages to property which may arise from or in connection with the performance of the work hereunder by the supplier,its agents, representatives,employees or subs. Minimum Scope of Insurance.Coverage shall be at least as broad as: a.Insurance Services Office Commercial General Liability coverage (occurrence form CG 20 10 Prior to 1993 or CG 20 10 07 04 with CG 20 37 10 01 or the exact equivalent as determined by the City). b.Insurance Services Office form number CA 0001 (Ed.1/87)covering Automobile Liability,code 1 (any auto). c.Workers'Compensation insurance as required by the State of California and Employer's Liability Insurance. Minimum Limits of Insurance.The supplier shall maintain limits no less than: a.General Liability:$1,000,000 per occurrence for bodily injury,personal injury and property damage.If Commercial General Liability or other forms with a general aggregate limit is used,either the general aggregate limit shall apply separately to this project/location or the general aggregate limit shall be twice the required occurrence limit. b.Automobile Liability:$1,000,000 per accident for bodily injury and property damage. c.Employer's Liability:$1,000,000 per accident for bodily injury or disease. d.Deductibles and Self-Insured Retentions.Any deductibles or self-insured retentions must be declared to and approved by the City.At the option of the City,either:the insurer shall reduce or eliminate such deductibles or self-insured retentions as respects the City,its officers, officials,employees,and volunteers;or the supplier shall procure a bond guaranteeing payment of losses and related investigations,claim administration and defense expenses. Other Insurance Provisions.The general liability and automobile liability policies are to contain,or be endorsed to contain,the following provi-sions: a.The City,its officers,officials,employees,agents,and volunteers are to be covered as insureds as respects:liability arising out of activities performed by or on behalf of the supplier;products and completed operations of the supplier;premises owned,occupied or used by the supplier;or automobiles owned leased,hired or borrowed by the supplier.The coverage shall contain no special limitations on the scope of protection afforded to the City,its officers,officials,employees,agents or volunteers. b.For any claims related to this project,the supplier's insurance coverage shall be primary insurance as respects the City,its officers, officials,employees,agents,and volunteers.Any insur-ance or self-insurance maintained by the City,its officers,offi-cials,employees, agents or volunteers shall be excess of the supplier's insurance and shall not contribute with it. c.Any failure to comply with reporting or other provisions of the policies including breaches of warranties shall not affect coverage provided to the City,its officers,officials,employees,agents or volunteers. d.The supplier's insurance shall apply separately to each insured against whom claim is made or suit is brought,except with respect to the limits of the insurer's liability. e.Each insurance policy required by this clause shall be endorsed to state that coverage shall not be suspended,voided,canceled by either party,reduced in coverage or in limits except after thirty (30)days'prior written notice by certified mail,return receipt requested,has been given to the City. Acceptability of Insurers.Insurance is to be placed with insurers with a current A.M.Best's rating of no less than A:VII. Verification of Coverage.The supplier shall furnish the City with a certificate of insurance showing required coverage.Original endorse- ments affecting general liability and automobile liability coverage are also required by this clause.The endorsements are to be signed by a person authorized by that insurer to bind coverage on its behalf.All endorsements are to be received and approved by the City before work commences. Subcontractors.The supplier shall include all subcontractors as insured under its policies or shall furnish separate certifi-cates and endorsements for each subcontractor.All coverages for subcontractors shall be subject to all of the requirements stated herein. 6 Purchase Order Order Date 23-MAY-2023 Change Order 0 Change Order Date 23-MAY-2023 Revision 0 Ordered 59,100.00 USD INCLUDE PURCHASE ORDER NUMBER ON ALL INVOICES & CORRESPONDENCE SEND ALL INVOICES TO AP@SLOCITY.ORG INCLUDE DELIVER TO CITY STAFF CONTACT NAME ON ALL INVOICES Sold To City of San Luis Obispo 990 Palm Street SAN LUIS OBISPO, CA 93401 Supplier Bill To City of San Luis Obispo 990 Palm Street SAN LUIS OBISPO, CA 93401SAN LUIS OBISPO UNITED STATES Ship To 990 Palm Street SAN LUIS OBISPO, CA 93401SAN LUIS OBISPO UNITED STATES Notes USD = US Dollar Customer Account Number Supplier Number Payment Terms Freight Terms FOB Shipping Method Net 30 Destination Confirm To Deliver To Contact Daniel Clancy Stephanie Couch Phone 1-805-781-7510 Line Item Price Quantity UOM Ordered Taxable 1 59,100.00 Supplier Item This line references Document (Contract Purchase Agreement) Promised 59,100.00 05/29/2023 Requested 05/29/2023 Requested and Promised Dates correspond to the date of arrival at the Ship-to Location. Line Total 59,100.00 1 Purchase Order Line Item Price Quantity UOM Ordered Taxable Total 59,100.00 2 Purchase Order 616413 Order Date 19-JUN-2023 Change Order 0 Change Order Date 19-JUN-2023 Revision 0 Ordered 1,255.74 USD INCLUDE PURCHASE ORDER NUMBER ON ALL INVOICES & CORRESPONDENCE SEND ALL INVOICES TO AP@SLOCITY.ORG INCLUDE DELIVER TO CITY STAFF CONTACT NAME ON ALL INVOICES Sold To City of San Luis Obispo 990 Palm Street SAN LUIS OBISPO, CA 93401 Supplier CDW Government Inc 75 Remittance Dr Ste 1515 CHICAGO, IL 60675 Bill To City of San Luis Obispo 990 Palm Street SAN LUIS OBISPO, CA 93401SAN LUIS OBISPO UNITED STATES Ship To 1260 #B Chorro Street SAN LUIS OBISPO, CA 93401SAN LUIS OBISPO UNITED STATES Notes USD = US Dollar Coop Contract PO - Mobile label printer Customer Account Number Supplier Number Payment Terms Freight Terms FOB Shipping Method 141805 Net 30 Destination Confirm To Deliver To Contact Daniel Clancy Erica Estrada Phone 1-805-781-7510 Line Item Price Quantity UOM Ordered Taxable 1 Mobile label printer 1,255.74 Promised 1,255.74 06/14/2023 Requested 06/14/2023 Requested and Promised Dates correspond to the date of arrival at the Ship-to Location. Line Total 1,255.74 Total 1,255.74 1 Purchase Order 616413 2 Purchase Order 616413 Proprietary and Confidential Contract Terms and Conditions Purchase Order Terms and Conditions Standard Purchase Order Terms & Conditions 1.Acceptance.By delivering the ordered goods or commencing performance under this Purchase Order,("Order")supplier agrees to the general terms,specifications,and conditions in or referenced by this document.If supplier and The City of San Luis Obispo ("City")have entered into a contract outside of this Order,the terms and conditions set forth in the contract shall prevail.Supplier's additional or different terms and conditions are expressly excluded from this Order and the City does not agree to such terms or conditions,unless such agreement is made expressly,in writing by the City's authorized representative,or a contract has been signed outside of this Order between the Supplier and The City. 2.Business License &Tax.Supplier must have a valid City of San Luis Obispo business tax certificate prior to the execution of the contract.Additional information regarding the City's business tax program may be obtained by calling (805)781-7134. 3.Abilityto Perform.Supplier warrants that it possesses,or has arranged through subcontracts,all capital and other equipment,labor,materials,and licenses necessary to carry out and complete the work hereunder in compliance with any and all federal,state,county,city,and special district laws,ordinances,and regulations. 4.Warranties.Supplier warrants that all goods delivered will be free from defects in workmanship,material,and manufacture;are new (not refurbished or reconditioned)unless otherwise stated in this Order;are of merchantable quality and fit for the purpose intended by the City to the extent that purpose has been disclosed to Supplier;complies with the requirements of this Order;and complies with all applicable laws and regulations.Supplier also warrants that all services performed under this Order shall be rendered in a good and workmanlike manner by skilled personnel in compliance with all applicable laws and regulations. 5.Changes.No change or modification in terms may be made without express authorization,in writing by the City's authorized representative. 6.Delivery.Supplier agrees that time is of the essence to delivery and any other performance required under this Order.No charge for delivery,parcel post,packing,cartage,insurance,license fees, permits,or any other purpose will be paid by the City unless it is expressly included on the face of this Order.Supplier must arrange for the lowest-cost transportation and prepay and add freight to its invoice.If delivery is made by a carrier,an itemized delivery ticket must be attached to the outside of the package.Each container or package must be marked with the Order number. 7.Laws to be Observed.Supplier shall keep itself fully informed of and shall observe and comply with all applicable state and federal laws and county and City of San Luis Obispo ordinances,regulations and adopted codes during its performance of the work. 8.Paymentof Taxes.The contract prices shall include full compensation for all taxes that Supplier is required to pay. 9.Permits and Licenses.Supplier shall procure all permits and licenses,pay all charges and fees,and give all notices necessary. 10.Safety Provisions.Supplier shall conform to the rules and regulations pertaining to safety established by OSHA and the California Division of Industrial Safety Public and Employee Safety.Whenever Supplier's operations create a condition hazardous to the public or City employees,it shall,at its expense and without cost to the City,furnish,erect and maintain such fences,temporary railings,barricades, lights,signs and other devices and take such other protective measures as are necessary to prevent accidents or damage or injury to the public and employees. 11.Preservation of City Property.Supplier shall provide and install suitable safeguards,approved by the City,to protect City property from injury or damage.If City property is injured or damaged as a result of Supplier's operations,it shall be replaced or restored at Supplier's expense.The facilities shall be replaced or restored to a condition as good as when the Supplier began work 12.ImmigrationAct of 1986.Supplier warrants on behalf of itself and all sub-suppliers engaged for the performance of this work that only persons authorized to work in the United States pursuant to the Immigration Reform and Control Act of 1986 and other applicable laws shall be employed in the performance of the work hereunder. 13.Supplier Non-Discrimination.In the performance of this work,Supplier agrees that it will not engage in,nor permit such sub-suppliers as it may employ,to engage in discrimination in the employment of persons because of age,race,color,sex,national origin or ancestry,sexual orientation,or religion of such persons. 14.Work Delays.Should Supplier be obstructed or delayed in the work required to be done hereunder by changes in the work or by any default,act,or omission of the City,or by strikes,fire,earthquake, or any other Act of God,or by the inability to obtain materials,equipment,or labor due to federal government restrictions arising out of defense or war programs,then the time of completion may,at the City's sole option,be extended for such periods as may be agreed upon by the City and the Supplier. 15.PaymentTerms.The City's payment terms are 30 days from the receipt of an original invoice and acceptance by the City of the services provided by Supplier (Net 30). 16.Inspection.Supplier shall furnish City with every reasonable opportunity for City to ascertain that the services of Supplier are being performed in accordance with the requirements and intentions of this contract.All work done and all materials furnished,if any,shall be subject to the City's inspection and approval.The inspection of such work shall not relieve Supplier of any of its obligations to fulfill its contract requirements. 17.Audit.The City shall have the option of inspecting and/or auditing all records and other written materials used by Supplier in preparing its invoices to City as a condition precedent to any payment to Supplier. 18.Interestsof Supplier.Supplier covenants that it presently has no interest,and shall not acquire any interest direct or indirect or otherwise,which would conflict in any manner or degree with the performance of the work hereunder.Supplier further covenants that,in the performance of this work,no sub-Supplier or person having such an interest shall be employed.Supplier certifies that no one who has or will have any financial interest in performing this work is an officer or employee of the City.It is hereby expressly agreed that,in the performance of the work hereunder,Supplier shall at all times be deemed an independent Supplier and not an agent or employee of the City. 19.Hold Harmless and Indemnification. (a)Non-design,non-construction Professional Services:To the fullest extent permitted by law (including,but not limited to California Civil Code Sections 2782 and 2782.8),Consultant shall indemnify, defend,and hold harmless the City,and its elected officials,officers,employees,volunteers,and agents ("City Indemnitees"),from and against any and all causes of action,claims,liabilities,obligations, judgments,or damages,including reasonable legal counsels'fees and costs of litigation ("claims"),arising out of the Consultant's performance or Consultant's failure to perform its obligations under this Agreement or out of the operations conducted by Consultant,including the City's active or passive negligence,except for such loss or damage arising from the sole negligence or willful misconduct of the 3 Purchase Order 616413 Proprietary and Confidential City.In the event the City Indemnitees are made a party to any action,lawsuit,or other adversarial proceeding arising from Consultant's performance of this Agreement,the Consultant shall provide a defense to the City Indemnitees or at the City's option,reimburse the City Indemnitees their costs of defense,including reasonable legal fees,incurred in defense of such claims. (b)Non-design,construction Professional Services:To the extent the Scope of Services involve a "construction contract"as that phrase is used in Civil Code Section 2783,this paragraph shall apply in place of paragraph A.To the fullest extent permitted by law (including,but not limited to California Civil Code Sections 2782 and 2782.8),Consultant shall indemnify,defend,and hold harmless the City, and its elected officials,officers,employees,volunteers,and agents ("City Indemnitees"),from and against any and all causes of action,claims,liabilities,obligations,judgments,or damages,including reasonable legal counsels'fees and costs of litigation ("claims"),arising out of the Consultant's performance or Consultant's failure to perform its obligations under this Agreement or out of the operations conducted by Consultant,except for such loss or damage arising from the active negligence,sole negligence or willful misconduct of the City.In the event the City Indemnitees are made a party to any action,lawsuit,or other adversarial proceeding arising from Consultant's performance of this Agreement,the Consultant shall provide a defense to the City Indemnitees or at the City's option,reimburse the City Indemnitees their costs of defense,including reasonable legal fees,incurred in defense of such claims. (c)Design Professional Services:In the event Consultant is a "design professional",and the Scope of Services require Consultant to provide "design professional services"as those phrases are used in Civil Code Section 2782.8,this paragraph shall apply in place of paragraphs A or B.To the fullest extent permitted by law (including,but not limited to California Civil Code Sections 2782 and 2782.8) Consultant shall indemnify,defend and hold harmless the City and its elected officials,officers,employees,volunteers and agents ("City Indemnitees"),from and against all claims,damages,injuries, losses,and expenses including costs,attorney fees,expert consultant and expert witness fees arising out of,pertaining to or relating to,the negligence,recklessness or willful misconduct of Consultant, except to the extent caused by the sole negligence,active negligence or willful misconduct of the City.Negligence,recklessness or willful misconduct of any subcontractor employed by Consultant shall be conclusively deemed to be the negligence,recklessness or willful misconduct of Consultant unless adequately corrected by Consultant.In the event the City Indemnitees are made a party to any action, lawsuit,or other adversarial proceeding arising from Consultant's performance of this Agreement,the Consultant shall provide a defense to the City Indemnitees or at the City's option,reimburse the City Indemnitees their costs of defense,including reasonable legal fees,incurred in defense of such claims.In no event shall the cost to defend charged to Consultant under this paragraph exceed Consultant's proportionate percentage of fault.However,notwithstanding the previous sentence,in the event one or more defendants are unable to pay its share of defense costs due to bankruptcy or dissolution of the business,Consultant shall meet and confer with other parties regarding unpaid defense costs. (d)The review,acceptance or approval of the Consultant's work or work product by any indemnified party shall not affect,relieve or reduce the Consultant's indemnification or defense obligations.This Section survives completion of the services or the termination of this contract.The provisions of this Section are not limited by and do not affect the provisions of this contract relating to insurance. 20.Contract Assignment.Supplier shall not assign,transfer,convey or otherwise dispose of the contract,or its right,title or interest,or its power to execute such a contract to any individual or business entity of any kind without the previous written consent of the City. 21.Termination for Convenience.The City may terminate all or part of this Agreement for any or no reason at any time by giving 30 days written notice to Contractor.Should the City terminate this Agreement for convenience,the City shall be liable as follows:(a)for standard or off-the-shelf products,a reasonable restocking charge not to exceed ten (10)percent of the total purchase price;(b)for custom products,the less of a reasonable price for the raw materials,components work in progress and any finished units on hand or the price per unit reflected on this Agreement.For termination of any services pursuant to this Agreement,the City's liability will be the lesser of a reasonable price for the services rendered prior to termination,or the price for the services reflected on this Agreement.Upon termination notice from the City,Contractor must,unless otherwise directed,cease work and follow the City's directions as to work in progress and finished goods. 22.Termination.If during the term of the contract,the City determines that the Contractor is not faithfully abiding by any term or condition contained herein,the City may notify the Contractor in writing of such defect or failure to perform.This notice must give the Contractor a 10 (ten)calendar day notice of time thereafter in which to perform said work or cure the deficiency.If the Contractor has not performed the work or cured the deficiency within the ten days specified in the notice,such shall constitute a breach of the contract and the City may terminate the contract immediately by written notice to the Contractor to said effect.Thereafter,neither party shall have any further duties,obligations,responsibilities,or rights under the contract except,however,any and all obligations of the Contractor's surety shall remain in full force and effect,and shall not be extinguished,reduced,or in any manner waived by the terminations thereof.In said event,the Contractor shall be entitled to the reasonable value of its services performed from the beginning date in which the breach occurs up to the day it received the City's Notice of Termination,minus any offset from such payment representing the City's damages from such breach."Reasonable value"includes fees or charges for goods or services as of the last milestone or task satisfactorily delivered or completed by the Contractor as may be set forth in the Agreement payment schedule;compensation for any other work,services or goods performed or provided by the Contractor shall be based solely on the City's assessment of the value of the work-in-progress in completing the overall work scope.The City reserves the right to delay any such payment until completion or confirmed abandonment of the project,as may be determined in the City's sole discretion,so as to permit a full and complete accounting of costs.In no event,however,shall the Contractor be entitled to receive in excess of the compensation quoted in its proposal. 23.Ownership of Materials.All original drawings,plan documents and other materials prepared by or in possession of Supplier as part of the work or services under these specifications shall become the permanent property of the City,and shall be delivered to the City upon demand. 24.Release of Reports and Information.Any reports,information,data,or other material is given to,prepared by or assembled by Supplier as part of the work or services under these specifications shall be the property of City,and shall not be made available to any individual or organization by Supplier without the prior written approval of the City. 25.Copies of Reports and Information.If the City requests additional copies of reports,drawings,specifications,or any other material in addition to what Supplier is required to furnish in limited quantities as part of the work or services under these specifications,Supplier shall provide such additional copies as are requested,and City shall compensate Supplier for the costs of duplicating of such copies at the Supplier's direct expense. 26.Insurance.Supplier shall procure and maintain for the duration of the Order insurance that is sufficient in scope and amount to permit Supplier to pay in the ordinary course of business against claims for injuries to persons or damages to property that may arise from or in connection with the performance of the work hereunder by Supplier,its agents,representatives,employees or sub-contractors. Supplier will maintain Workers Compensation insurance at statutory levels covering all employees who perform work under this Order. Additional Public Works Construction Purchase Order Terms & Conditions 1.Compensation for Authorized Additional Expenses.To receive compensation for additional expenses outside the scope of the project work,the Supplier shall obtain prior written authoriza-tion from the City to incur those expenses.Compensa-tion for these addition-al expenses shall include time and materials. 2.Payment Terms.The supplier may request one progress payment each month for work satisfactorily completed and accepted by the City.The City shall issue payment within 30 days.The City shall withhold 10 percent of each progress payment as retention to ensure resolution of any stop notices or liens.The City shall release this retention 35 days after filing a notice of completion. 3.Faithful Performance Bond.The supplier shall furnish a surety bond in the amount of 125 percent of the contract price guaranteeing the faithful performance of the contract,including any attorney's fees or other collection costs. 4.Work in the Right-of-Way or on City Property.For work on City managed property,the supplier/consultant shall obtain a no-fee encroachment permit.A Traffic Control Plan and Water Pollution Control Plan shall be submitted and approved prior to issuance of the permit unless determined by the City not to be required. 5.Prevailing Wage.The supplier and any subcontractors are required to pay prevailing wage and must be registered with the Department of Industrial Relations pursuant to Section 1725.5 of the Labor Code. 6.Insurance.The supplier shall procure and maintain for the duration of the contract insurance against claims for injuries to persons or dam-ages to property which may arise from or in connection with the performance of the work hereunder by the supplier,its agents,representatives,employees or subs. Minimum Scope of Insurance.Coverage shall be at least as broad as: 4 Purchase Order 616413 Proprietary and Confidential a.Insurance Services Office Commercial General Liability coverage (occurrence form CG 20 10 Prior to 1993 or CG 20 10 07 04 with CG 20 37 10 01 or the exact equivalent as determined by the City). b.Insurance Services Office form number CA 0001 (Ed.1/87)covering Automobile Liability,code 1 (any auto). c.Workers'Compensation insurance as required by the State of California and Employer's Liability Insurance. Minimum Limits of Insurance.The supplier shall maintain limits no less than: a.General Liability:$1,000,000 per occurrence for bodily injury,personal injury and property damage.If Commercial General Liability or other forms with a general aggregate limit is used,either the general aggregate limit shall apply separately to this project/location or the general aggregate limit shall be twice the required occurrence limit. b.Automobile Liability:$1,000,000 per accident for bodily injury and property damage. c.Employer's Liability:$1,000,000 per accident for bodily injury or disease. d.Deductibles and Self-Insured Retentions.Any deductibles or self-insured retentions must be declared to and approved by the City.At the option of the City,either:the insurer shall reduce or eliminate such deductibles or self-insured retentions as respects the City,its officers,officials,employees,and volunteers;or the supplier shall procure a bond guaranteeing payment of losses and related investigations,claim administration and defense expenses. Other Insurance Provisions.The general liability and automobile liability policies are to contain,or be endorsed to contain,the following provi-sions: a.The City,its officers,officials,employees,agents,and volunteers are to be covered as insureds as respects:liability arising out of activities performed by or on behalf of the supplier;products and completed operations of the supplier;premises owned,occupied or used by the supplier;or automobiles owned leased,hired or borrowed by the supplier.The coverage shall contain no special limitations on the scope of protection afforded to the City,its officers,officials,employees,agents or volunteers. b.For any claims related to this project,the supplier's insurance coverage shall be primary insurance as respects the City,its officers,officials,employees,agents,and volunteers.Any insur-ance or self- insurance maintained by the City,its officers,offi-cials,employees,agents or volunteers shall be excess of the supplier's insurance and shall not contribute with it. c.Any failure to comply with reporting or other provisions of the policies including breaches of warranties shall not affect coverage provided to the City,its officers,officials,employees,agents or volunteers. d.The supplier's insurance shall apply separately to each insured against whom claim is made or suit is brought,except with respect to the limits of the insurer's liability. e.Each insurance policy required by this clause shall be endorsed to state that coverage shall not be suspended,voided,canceled by either party,reduced in coverage or in limits except after thirty (30)days' prior written notice by certified mail,return receipt requested,has been given to the City. Acceptability of Insurers.Insurance is to be placed with insurers with a current A.M.Best's rating of no less than A:VII. Verification of Coverage.The supplier shall furnish the City with a certificate of insurance showing required coverage.Original endorse-ments affecting general liability and automobile liability coverage are also required by this clause.The endorsements are to be signed by a person authorized by that insurer to bind coverage on its behalf.All endorsements are to be received and approved by the City before work commences. Subcontractors.The supplier shall include all subcontractors as insured under its policies or shall furnish separate certifi-cates and endorsements for each subcontractor.All coverages for subcontractors shall be subject to all of the requirements stated herein. 5 Purchase Order Order Date 22-JUN-2023 Change Order 1 Change Order Date 22-NOV-2023 Revision 1 Ordered 0.00 USD INCLUDE PURCHASE ORDER NUMBER ON ALL INVOICES & CORRESPONDENCE SEND ALL INVOICES TO AP@SLOCITY.ORG INCLUDE DELIVER TO CITY STAFF CONTACT NAME ON ALL INVOICES Sold To City of San Luis Obispo 990 Palm Street SAN LUIS OBISPO, CA 93401 Supplier Bill To City of San Luis Obispo 990 Palm Street SAN LUIS OBISPO, CA 93401SAN LUIS OBISPO UNITED STATES Ship To 990 Palm Street SAN LUIS OBISPO, CA 93401SAN LUIS OBISPO UNITED STATES Notes USD = US Dollar Watchguard - Body cam and in-car video warranty renewal Reopen PO 608494 Customer Account Number Supplier Number Payment Terms Freight Terms FOB Shipping Method Net 30 Destination Confirm To Deliver To Contact Daniel Clancy Rebecca Cox Phone 1-805-781-7510 Line Item Price Quantity UOM Ordered Taxable 1 0.00 Promised 0.00 06/27/2023 Requested 06/27/2023 Requested and Promised Dates correspond to the date of arrival at the Ship-to Location. Line Total 0.00 Total 0.00 1 Purchase Order Change Order 1 2 Purchase Order 616456 Proprietary and Confidential Contract Terms and Conditions Purchase Order Terms and Conditions Standard Purchase Order Terms & Conditions 1.Acceptance.By delivering the ordered goods or commencing performance under this Purchase Order,("Order")supplier agrees to the general terms,specifications,and conditions in or referenced by this document.If supplier and The City of San Luis Obispo ("City")have entered into a contract outside of this Order,the terms and conditions set forth in the contract shall prevail.Supplier's additional or different terms and conditions are expressly excluded from this Order and the City does not agree to such terms or conditions,unless such agreement is made expressly,in writing by the City's authorized representative,or a contract has been signed outside of this Order between the Supplier and The City. 2.Business License &Tax.Supplier must have a valid City of San Luis Obispo business tax certificate prior to the execution of the contract.Additional information regarding the City's business tax program may be obtained by calling (805)781-7134. 3.Abilityto Perform.Supplier warrants that it possesses,or has arranged through subcontracts,all capital and other equipment,labor,materials,and licenses necessary to carry out and complete the work hereunder in compliance with any and all federal,state,county,city,and special district laws,ordinances,and regulations. 4.Warranties.Supplier warrants that all goods delivered will be free from defects in workmanship,material,and manufacture;are new (not refurbished or reconditioned)unless otherwise stated in this Order;are of merchantable quality and fit for the purpose intended by the City to the extent that purpose has been disclosed to Supplier;complies with the requirements of this Order;and complies with all applicable laws and regulations.Supplier also warrants that all services performed under this Order shall be rendered in a good and workmanlike manner by skilled personnel in compliance with all applicable laws and regulations. 5.Changes.No change or modification in terms may be made without express authorization,in writing by the City's authorized representative. 6.Delivery.Supplier agrees that time is of the essence to delivery and any other performance required under this Order.No charge for delivery,parcel post,packing,cartage,insurance,license fees, permits,or any other purpose will be paid by the City unless it is expressly included on the face of this Order.Supplier must arrange for the lowest-cost transportation and prepay and add freight to its invoice.If delivery is made by a carrier,an itemized delivery ticket must be attached to the outside of the package.Each container or package must be marked with the Order number. 7.Laws to be Observed.Supplier shall keep itself fully informed of and shall observe and comply with all applicable state and federal laws and county and City of San Luis Obispo ordinances,regulations and adopted codes during its performance of the work. 8.Paymentof Taxes.The contract prices shall include full compensation for all taxes that Supplier is required to pay. 9.Permits and Licenses.Supplier shall procure all permits and licenses,pay all charges and fees,and give all notices necessary. 10.Safety Provisions.Supplier shall conform to the rules and regulations pertaining to safety established by OSHA and the California Division of Industrial Safety Public and Employee Safety.Whenever Supplier's operations create a condition hazardous to the public or City employees,it shall,at its expense and without cost to the City,furnish,erect and maintain such fences,temporary railings,barricades, lights,signs and other devices and take such other protective measures as are necessary to prevent accidents or damage or injury to the public and employees. 11.Preservation of City Property.Supplier shall provide and install suitable safeguards,approved by the City,to protect City property from injury or damage.If City property is injured or damaged as a result of Supplier's operations,it shall be replaced or restored at Supplier's expense.The facilities shall be replaced or restored to a condition as good as when the Supplier began work 12.ImmigrationAct of 1986.Supplier warrants on behalf of itself and all sub-suppliers engaged for the performance of this work that only persons authorized to work in the United States pursuant to the Immigration Reform and Control Act of 1986 and other applicable laws shall be employed in the performance of the work hereunder. 13.Supplier Non-Discrimination.In the performance of this work,Supplier agrees that it will not engage in,nor permit such sub-suppliers as it may employ,to engage in discrimination in the employment of persons because of age,race,color,sex,national origin or ancestry,sexual orientation,or religion of such persons. 14.Work Delays.Should Supplier be obstructed or delayed in the work required to be done hereunder by changes in the work or by any default,act,or omission of the City,or by strikes,fire,earthquake, or any other Act of God,or by the inability to obtain materials,equipment,or labor due to federal government restrictions arising out of defense or war programs,then the time of completion may,at the City's sole option,be extended for such periods as may be agreed upon by the City and the Supplier. 15.PaymentTerms.The City's payment terms are 30 days from the receipt of an original invoice and acceptance by the City of the services provided by Supplier (Net 30). 16.Inspection.Supplier shall furnish City with every reasonable opportunity for City to ascertain that the services of Supplier are being performed in accordance with the requirements and intentions of this contract.All work done and all materials furnished,if any,shall be subject to the City's inspection and approval.The inspection of such work shall not relieve Supplier of any of its obligations to fulfill its contract requirements. 17.Audit.The City shall have the option of inspecting and/or auditing all records and other written materials used by Supplier in preparing its invoices to City as a condition precedent to any payment to Supplier. 18.Interestsof Supplier.Supplier covenants that it presently has no interest,and shall not acquire any interest direct or indirect or otherwise,which would conflict in any manner or degree with the performance of the work hereunder.Supplier further covenants that,in the performance of this work,no sub-Supplier or person having such an interest shall be employed.Supplier certifies that no one who has or will have any financial interest in performing this work is an officer or employee of the City.It is hereby expressly agreed that,in the performance of the work hereunder,Supplier shall at all times be deemed an independent Supplier and not an agent or employee of the City. 19.Hold Harmless and Indemnification. (a)Non-design,non-construction Professional Services:To the fullest extent permitted by law (including,but not limited to California Civil Code Sections 2782 and 2782.8),Consultant shall indemnify, defend,and hold harmless the City,and its elected officials,officers,employees,volunteers,and agents ("City Indemnitees"),from and against any and all causes of action,claims,liabilities,obligations, judgments,or damages,including reasonable legal counsels'fees and costs of litigation ("claims"),arising out of the Consultant's performance or Consultant's failure to perform its obligations under this Agreement or out of the operations conducted by Consultant,including the City's active or passive negligence,except for such loss or damage arising from the sole negligence or willful misconduct of the 3 Purchase Order 616456 Proprietary and Confidential City.In the event the City Indemnitees are made a party to any action,lawsuit,or other adversarial proceeding arising from Consultant's performance of this Agreement,the Consultant shall provide a defense to the City Indemnitees or at the City's option,reimburse the City Indemnitees their costs of defense,including reasonable legal fees,incurred in defense of such claims. (b)Non-design,construction Professional Services:To the extent the Scope of Services involve a "construction contract"as that phrase is used in Civil Code Section 2783,this paragraph shall apply in place of paragraph A.To the fullest extent permitted by law (including,but not limited to California Civil Code Sections 2782 and 2782.8),Consultant shall indemnify,defend,and hold harmless the City, and its elected officials,officers,employees,volunteers,and agents ("City Indemnitees"),from and against any and all causes of action,claims,liabilities,obligations,judgments,or damages,including reasonable legal counsels'fees and costs of litigation ("claims"),arising out of the Consultant's performance or Consultant's failure to perform its obligations under this Agreement or out of the operations conducted by Consultant,except for such loss or damage arising from the active negligence,sole negligence or willful misconduct of the City.In the event the City Indemnitees are made a party to any action,lawsuit,or other adversarial proceeding arising from Consultant's performance of this Agreement,the Consultant shall provide a defense to the City Indemnitees or at the City's option,reimburse the City Indemnitees their costs of defense,including reasonable legal fees,incurred in defense of such claims. (c)Design Professional Services:In the event Consultant is a "design professional",and the Scope of Services require Consultant to provide "design professional services"as those phrases are used in Civil Code Section 2782.8,this paragraph shall apply in place of paragraphs A or B.To the fullest extent permitted by law (including,but not limited to California Civil Code Sections 2782 and 2782.8) Consultant shall indemnify,defend and hold harmless the City and its elected officials,officers,employees,volunteers and agents ("City Indemnitees"),from and against all claims,damages,injuries, losses,and expenses including costs,attorney fees,expert consultant and expert witness fees arising out of,pertaining to or relating to,the negligence,recklessness or willful misconduct of Consultant, except to the extent caused by the sole negligence,active negligence or willful misconduct of the City.Negligence,recklessness or willful misconduct of any subcontractor employed by Consultant shall be conclusively deemed to be the negligence,recklessness or willful misconduct of Consultant unless adequately corrected by Consultant.In the event the City Indemnitees are made a party to any action, lawsuit,or other adversarial proceeding arising from Consultant's performance of this Agreement,the Consultant shall provide a defense to the City Indemnitees or at the City's option,reimburse the City Indemnitees their costs of defense,including reasonable legal fees,incurred in defense of such claims.In no event shall the cost to defend charged to Consultant under this paragraph exceed Consultant's proportionate percentage of fault.However,notwithstanding the previous sentence,in the event one or more defendants are unable to pay its share of defense costs due to bankruptcy or dissolution of the business,Consultant shall meet and confer with other parties regarding unpaid defense costs. (d)The review,acceptance or approval of the Consultant's work or work product by any indemnified party shall not affect,relieve or reduce the Consultant's indemnification or defense obligations.This Section survives completion of the services or the termination of this contract.The provisions of this Section are not limited by and do not affect the provisions of this contract relating to insurance. 20.Contract Assignment.Supplier shall not assign,transfer,convey or otherwise dispose of the contract,or its right,title or interest,or its power to execute such a contract to any individual or business entity of any kind without the previous written consent of the City. 21.Termination for Convenience.The City may terminate all or part of this Agreement for any or no reason at any time by giving 30 days written notice to Contractor.Should the City terminate this Agreement for convenience,the City shall be liable as follows:(a)for standard or off-the-shelf products,a reasonable restocking charge not to exceed ten (10)percent of the total purchase price;(b)for custom products,the less of a reasonable price for the raw materials,components work in progress and any finished units on hand or the price per unit reflected on this Agreement.For termination of any services pursuant to this Agreement,the City's liability will be the lesser of a reasonable price for the services rendered prior to termination,or the price for the services reflected on this Agreement.Upon termination notice from the City,Contractor must,unless otherwise directed,cease work and follow the City's directions as to work in progress and finished goods. 22.Termination.If during the term of the contract,the City determines that the Contractor is not faithfully abiding by any term or condition contained herein,the City may notify the Contractor in writing of such defect or failure to perform.This notice must give the Contractor a 10 (ten)calendar day notice of time thereafter in which to perform said work or cure the deficiency.If the Contractor has not performed the work or cured the deficiency within the ten days specified in the notice,such shall constitute a breach of the contract and the City may terminate the contract immediately by written notice to the Contractor to said effect.Thereafter,neither party shall have any further duties,obligations,responsibilities,or rights under the contract except,however,any and all obligations of the Contractor's surety shall remain in full force and effect,and shall not be extinguished,reduced,or in any manner waived by the terminations thereof.In said event,the Contractor shall be entitled to the reasonable value of its services performed from the beginning date in which the breach occurs up to the day it received the City's Notice of Termination,minus any offset from such payment representing the City's damages from such breach."Reasonable value"includes fees or charges for goods or services as of the last milestone or task satisfactorily delivered or completed by the Contractor as may be set forth in the Agreement payment schedule;compensation for any other work,services or goods performed or provided by the Contractor shall be based solely on the City's assessment of the value of the work-in-progress in completing the overall work scope.The City reserves the right to delay any such payment until completion or confirmed abandonment of the project,as may be determined in the City's sole discretion,so as to permit a full and complete accounting of costs.In no event,however,shall the Contractor be entitled to receive in excess of the compensation quoted in its proposal. 23.Ownership of Materials.All original drawings,plan documents and other materials prepared by or in possession of Supplier as part of the work or services under these specifications shall become the permanent property of the City,and shall be delivered to the City upon demand. 24.Release of Reports and Information.Any reports,information,data,or other material is given to,prepared by or assembled by Supplier as part of the work or services under these specifications shall be the property of City,and shall not be made available to any individual or organization by Supplier without the prior written approval of the City. 25.Copies of Reports and Information.If the City requests additional copies of reports,drawings,specifications,or any other material in addition to what Supplier is required to furnish in limited quantities as part of the work or services under these specifications,Supplier shall provide such additional copies as are requested,and City shall compensate Supplier for the costs of duplicating of such copies at the Supplier's direct expense. 26.Insurance.Supplier shall procure and maintain for the duration of the Order insurance that is sufficient in scope and amount to permit Supplier to pay in the ordinary course of business against claims for injuries to persons or damages to property that may arise from or in connection with the performance of the work hereunder by Supplier,its agents,representatives,employees or sub-contractors. Supplier will maintain Workers Compensation insurance at statutory levels covering all employees who perform work under this Order. Additional Public Works Construction Purchase Order Terms & Conditions 1.Compensation for Authorized Additional Expenses.To receive compensation for additional expenses outside the scope of the project work,the Supplier shall obtain prior written authoriza-tion from the City to incur those expenses.Compensa-tion for these addition-al expenses shall include time and materials. 2.Payment Terms.The supplier may request one progress payment each month for work satisfactorily completed and accepted by the City.The City shall issue payment within 30 days.The City shall withhold 10 percent of each progress payment as retention to ensure resolution of any stop notices or liens.The City shall release this retention 35 days after filing a notice of completion. 3.Faithful Performance Bond.The supplier shall furnish a surety bond in the amount of 125 percent of the contract price guaranteeing the faithful performance of the contract,including any attorney's fees or other collection costs. 4.Work in the Right-of-Way or on City Property.For work on City managed property,the supplier/consultant shall obtain a no-fee encroachment permit.A Traffic Control Plan and Water Pollution Control Plan shall be submitted and approved prior to issuance of the permit unless determined by the City not to be required. 5.Prevailing Wage.The supplier and any subcontractors are required to pay prevailing wage and must be registered with the Department of Industrial Relations pursuant to Section 1725.5 of the Labor Code. 6.Insurance.The supplier shall procure and maintain for the duration of the contract insurance against claims for injuries to persons or dam-ages to property which may arise from or in connection with the performance of the work hereunder by the supplier,its agents,representatives,employees or subs. Minimum Scope of Insurance.Coverage shall be at least as broad as: 4 Purchase Order 616456 Proprietary and Confidential a.Insurance Services Office Commercial General Liability coverage (occurrence form CG 20 10 Prior to 1993 or CG 20 10 07 04 with CG 20 37 10 01 or the exact equivalent as determined by the City). b.Insurance Services Office form number CA 0001 (Ed.1/87)covering Automobile Liability,code 1 (any auto). c.Workers'Compensation insurance as required by the State of California and Employer's Liability Insurance. Minimum Limits of Insurance.The supplier shall maintain limits no less than: a.General Liability:$1,000,000 per occurrence for bodily injury,personal injury and property damage.If Commercial General Liability or other forms with a general aggregate limit is used,either the general aggregate limit shall apply separately to this project/location or the general aggregate limit shall be twice the required occurrence limit. b.Automobile Liability:$1,000,000 per accident for bodily injury and property damage. c.Employer's Liability:$1,000,000 per accident for bodily injury or disease. d.Deductibles and Self-Insured Retentions.Any deductibles or self-insured retentions must be declared to and approved by the City.At the option of the City,either:the insurer shall reduce or eliminate such deductibles or self-insured retentions as respects the City,its officers,officials,employees,and volunteers;or the supplier shall procure a bond guaranteeing payment of losses and related investigations,claim administration and defense expenses. Other Insurance Provisions.The general liability and automobile liability policies are to contain,or be endorsed to contain,the following provi-sions: a.The City,its officers,officials,employees,agents,and volunteers are to be covered as insureds as respects:liability arising out of activities performed by or on behalf of the supplier;products and completed operations of the supplier;premises owned,occupied or used by the supplier;or automobiles owned leased,hired or borrowed by the supplier.The coverage shall contain no special limitations on the scope of protection afforded to the City,its officers,officials,employees,agents or volunteers. b.For any claims related to this project,the supplier's insurance coverage shall be primary insurance as respects the City,its officers,officials,employees,agents,and volunteers.Any insur-ance or self- insurance maintained by the City,its officers,offi-cials,employees,agents or volunteers shall be excess of the supplier's insurance and shall not contribute with it. c.Any failure to comply with reporting or other provisions of the policies including breaches of warranties shall not affect coverage provided to the City,its officers,officials,employees,agents or volunteers. d.The supplier's insurance shall apply separately to each insured against whom claim is made or suit is brought,except with respect to the limits of the insurer's liability. e.Each insurance policy required by this clause shall be endorsed to state that coverage shall not be suspended,voided,canceled by either party,reduced in coverage or in limits except after thirty (30)days' prior written notice by certified mail,return receipt requested,has been given to the City. Acceptability of Insurers.Insurance is to be placed with insurers with a current A.M.Best's rating of no less than A:VII. Verification of Coverage.The supplier shall furnish the City with a certificate of insurance showing required coverage.Original endorse-ments affecting general liability and automobile liability coverage are also required by this clause.The endorsements are to be signed by a person authorized by that insurer to bind coverage on its behalf.All endorsements are to be received and approved by the City before work commences. Subcontractors.The supplier shall include all subcontractors as insured under its policies or shall furnish separate certifi-cates and endorsements for each subcontractor.All coverages for subcontractors shall be subject to all of the requirements stated herein. 5 Purchase Order 616768 Order Date 11-JUL-2023 Change Order 0 Change Order Date 11-JUL-2023 Revision 0 Ordered 180,000.00 USD INCLUDE PURCHASE ORDER NUMBER ON ALL INVOICES & CORRESPONDENCE SEND ALL INVOICES TO AP@SLOCITY.ORG INCLUDE DELIVER TO CITY STAFF CONTACT NAME ON ALL INVOICES Sold To City of San Luis Obispo 990 Palm Street SAN LUIS OBISPO, CA 93401 Supplier DELL MARKETING L P c/o Dell USA LP PO BOX 910916 PASADENA, CA 91110LOS ANGELES Bill To City of San Luis Obispo 990 Palm Street SAN LUIS OBISPO, CA 93401SAN LUIS OBISPO UNITED STATES Ship To 990 Palm Street SAN LUIS OBISPO, CA 93401SAN LUIS OBISPO UNITED STATES Notes USD = US Dollar PO for attached FY 23-24 Open PO - This is an estimate PO and is not a guarantee the City will purchase the total amount - Dell - Laptops, monitors, accessories, and other equipment for 2023-2024 fiscal year Customer Account Number Supplier Number Payment Terms Freight Terms FOB Shipping Method 10039 Net 30 Destination Confirm To Deliver To Contact Daniel Clancy Stephanie Couch Phone 1-805-781-7510 Line Item Price Quantity UOM Ordered Taxable 1 Dell - Laptops, monitors, accessories, and other equipment for 2023-2024 fiscal. 180,000.00 Supplier Item Dell - Laptops, monitors, accessories, and other equipment for 2023-2024 fiscal. Promised 180,000.00 07/17/2023 Requested 07/17/2023 Requested and Promised Dates correspond to the date of arrival at the Ship-to Location. Line Total 180,000.00 1 Purchase Order 616768 Line Item Price Quantity UOM Ordered Taxable Total 180,000.00 2 Purchase Order 616768 Proprietary and Confidential Contract Terms and Conditions Purchase Order Terms and Conditions Standard Purchase Order Terms & Conditions 1.Acceptance.By delivering the ordered goods or commencing performance under this Purchase Order,("Order")supplier agrees to the general terms,specifications,and conditions in or referenced by this document.If supplier and The City of San Luis Obispo ("City")have entered into a contract outside of this Order,the terms and conditions set forth in the contract shall prevail.Supplier's additional or different terms and conditions are expressly excluded from this Order and the City does not agree to such terms or conditions,unless such agreement is made expressly,in writing by the City's authorized representative,or a contract has been signed outside of this Order between the Supplier and The City. 2.Business License &Tax.Supplier must have a valid City of San Luis Obispo business tax certificate prior to the execution of the contract.Additional information regarding the City's business tax program may be obtained by calling (805)781-7134. 3.Abilityto Perform.Supplier warrants that it possesses,or has arranged through subcontracts,all capital and other equipment,labor,materials,and licenses necessary to carry out and complete the work hereunder in compliance with any and all federal,state,county,city,and special district laws,ordinances,and regulations. 4.Warranties.Supplier warrants that all goods delivered will be free from defects in workmanship,material,and manufacture;are new (not refurbished or reconditioned)unless otherwise stated in this Order;are of merchantable quality and fit for the purpose intended by the City to the extent that purpose has been disclosed to Supplier;complies with the requirements of this Order;and complies with all applicable laws and regulations.Supplier also warrants that all services performed under this Order shall be rendered in a good and workmanlike manner by skilled personnel in compliance with all applicable laws and regulations. 5.Changes.No change or modification in terms may be made without express authorization,in writing by the City's authorized representative. 6.Delivery.Supplier agrees that time is of the essence to delivery and any other performance required under this Order.No charge for delivery,parcel post,packing,cartage,insurance,license fees, permits,or any other purpose will be paid by the City unless it is expressly included on the face of this Order.Supplier must arrange for the lowest-cost transportation and prepay and add freight to its invoice.If delivery is made by a carrier,an itemized delivery ticket must be attached to the outside of the package.Each container or package must be marked with the Order number. 7.Laws to be Observed.Supplier shall keep itself fully informed of and shall observe and comply with all applicable state and federal laws and county and City of San Luis Obispo ordinances,regulations and adopted codes during its performance of the work. 8.Paymentof Taxes.The contract prices shall include full compensation for all taxes that Supplier is required to pay. 9.Permits and Licenses.Supplier shall procure all permits and licenses,pay all charges and fees,and give all notices necessary. 10.Safety Provisions.Supplier shall conform to the rules and regulations pertaining to safety established by OSHA and the California Division of Industrial Safety Public and Employee Safety.Whenever Supplier's operations create a condition hazardous to the public or City employees,it shall,at its expense and without cost to the City,furnish,erect and maintain such fences,temporary railings,barricades, lights,signs and other devices and take such other protective measures as are necessary to prevent accidents or damage or injury to the public and employees. 11.Preservation of City Property.Supplier shall provide and install suitable safeguards,approved by the City,to protect City property from injury or damage.If City property is injured or damaged as a result of Supplier's operations,it shall be replaced or restored at Supplier's expense.The facilities shall be replaced or restored to a condition as good as when the Supplier began work 12.ImmigrationAct of 1986.Supplier warrants on behalf of itself and all sub-suppliers engaged for the performance of this work that only persons authorized to work in the United States pursuant to the Immigration Reform and Control Act of 1986 and other applicable laws shall be employed in the performance of the work hereunder. 13.Supplier Non-Discrimination.In the performance of this work,Supplier agrees that it will not engage in,nor permit such sub-suppliers as it may employ,to engage in discrimination in the employment of persons because of age,race,color,sex,national origin or ancestry,sexual orientation,or religion of such persons. 14.Work Delays.Should Supplier be obstructed or delayed in the work required to be done hereunder by changes in the work or by any default,act,or omission of the City,or by strikes,fire,earthquake, or any other Act of God,or by the inability to obtain materials,equipment,or labor due to federal government restrictions arising out of defense or war programs,then the time of completion may,at the City's sole option,be extended for such periods as may be agreed upon by the City and the Supplier. 15.PaymentTerms.The City's payment terms are 30 days from the receipt of an original invoice and acceptance by the City of the services provided by Supplier (Net 30). 16.Inspection.Supplier shall furnish City with every reasonable opportunity for City to ascertain that the services of Supplier are being performed in accordance with the requirements and intentions of this contract.All work done and all materials furnished,if any,shall be subject to the City's inspection and approval.The inspection of such work shall not relieve Supplier of any of its obligations to fulfill its contract requirements. 17.Audit.The City shall have the option of inspecting and/or auditing all records and other written materials used by Supplier in preparing its invoices to City as a condition precedent to any payment to Supplier. 18.Interestsof Supplier.Supplier covenants that it presently has no interest,and shall not acquire any interest direct or indirect or otherwise,which would conflict in any manner or degree with the performance of the work hereunder.Supplier further covenants that,in the performance of this work,no sub-Supplier or person having such an interest shall be employed.Supplier certifies that no one who has or will have any financial interest in performing this work is an officer or employee of the City.It is hereby expressly agreed that,in the performance of the work hereunder,Supplier shall at all times be deemed an independent Supplier and not an agent or employee of the City. 19.Hold Harmless and Indemnification. (a)Non-design,non-construction Professional Services:To the fullest extent permitted by law (including,but not limited to California Civil Code Sections 2782 and 2782.8),Consultant shall indemnify, defend,and hold harmless the City,and its elected officials,officers,employees,volunteers,and agents ("City Indemnitees"),from and against any and all causes of action,claims,liabilities,obligations, judgments,or damages,including reasonable legal counsels'fees and costs of litigation ("claims"),arising out of the Consultant's performance or Consultant's failure to perform its obligations under this Agreement or out of the operations conducted by Consultant,including the City's active or passive negligence,except for such loss or damage arising from the sole negligence or willful misconduct of the 3 Purchase Order 616768 Proprietary and Confidential City.In the event the City Indemnitees are made a party to any action,lawsuit,or other adversarial proceeding arising from Consultant's performance of this Agreement,the Consultant shall provide a defense to the City Indemnitees or at the City's option,reimburse the City Indemnitees their costs of defense,including reasonable legal fees,incurred in defense of such claims. (b)Non-design,construction Professional Services:To the extent the Scope of Services involve a "construction contract"as that phrase is used in Civil Code Section 2783,this paragraph shall apply in place of paragraph A.To the fullest extent permitted by law (including,but not limited to California Civil Code Sections 2782 and 2782.8),Consultant shall indemnify,defend,and hold harmless the City, and its elected officials,officers,employees,volunteers,and agents ("City Indemnitees"),from and against any and all causes of action,claims,liabilities,obligations,judgments,or damages,including reasonable legal counsels'fees and costs of litigation ("claims"),arising out of the Consultant's performance or Consultant's failure to perform its obligations under this Agreement or out of the operations conducted by Consultant,except for such loss or damage arising from the active negligence,sole negligence or willful misconduct of the City.In the event the City Indemnitees are made a party to any action,lawsuit,or other adversarial proceeding arising from Consultant's performance of this Agreement,the Consultant shall provide a defense to the City Indemnitees or at the City's option,reimburse the City Indemnitees their costs of defense,including reasonable legal fees,incurred in defense of such claims. (c)Design Professional Services:In the event Consultant is a "design professional",and the Scope of Services require Consultant to provide "design professional services"as those phrases are used in Civil Code Section 2782.8,this paragraph shall apply in place of paragraphs A or B.To the fullest extent permitted by law (including,but not limited to California Civil Code Sections 2782 and 2782.8) Consultant shall indemnify,defend and hold harmless the City and its elected officials,officers,employees,volunteers and agents ("City Indemnitees"),from and against all claims,damages,injuries, losses,and expenses including costs,attorney fees,expert consultant and expert witness fees arising out of,pertaining to or relating to,the negligence,recklessness or willful misconduct of Consultant, except to the extent caused by the sole negligence,active negligence or willful misconduct of the City.Negligence,recklessness or willful misconduct of any subcontractor employed by Consultant shall be conclusively deemed to be the negligence,recklessness or willful misconduct of Consultant unless adequately corrected by Consultant.In the event the City Indemnitees are made a party to any action, lawsuit,or other adversarial proceeding arising from Consultant's performance of this Agreement,the Consultant shall provide a defense to the City Indemnitees or at the City's option,reimburse the City Indemnitees their costs of defense,including reasonable legal fees,incurred in defense of such claims.In no event shall the cost to defend charged to Consultant under this paragraph exceed Consultant's proportionate percentage of fault.However,notwithstanding the previous sentence,in the event one or more defendants are unable to pay its share of defense costs due to bankruptcy or dissolution of the business,Consultant shall meet and confer with other parties regarding unpaid defense costs. (d)The review,acceptance or approval of the Consultant's work or work product by any indemnified party shall not affect,relieve or reduce the Consultant's indemnification or defense obligations.This Section survives completion of the services or the termination of this contract.The provisions of this Section are not limited by and do not affect the provisions of this contract relating to insurance. 20.Contract Assignment.Supplier shall not assign,transfer,convey or otherwise dispose of the contract,or its right,title or interest,or its power to execute such a contract to any individual or business entity of any kind without the previous written consent of the City. 21.Termination for Convenience.The City may terminate all or part of this Agreement for any or no reason at any time by giving 30 days written notice to Contractor.Should the City terminate this Agreement for convenience,the City shall be liable as follows:(a)for standard or off-the-shelf products,a reasonable restocking charge not to exceed ten (10)percent of the total purchase price;(b)for custom products,the less of a reasonable price for the raw materials,components work in progress and any finished units on hand or the price per unit reflected on this Agreement.For termination of any services pursuant to this Agreement,the City's liability will be the lesser of a reasonable price for the services rendered prior to termination,or the price for the services reflected on this Agreement.Upon termination notice from the City,Contractor must,unless otherwise directed,cease work and follow the City's directions as to work in progress and finished goods. 22.Termination.If during the term of the contract,the City determines that the Contractor is not faithfully abiding by any term or condition contained herein,the City may notify the Contractor in writing of such defect or failure to perform.This notice must give the Contractor a 10 (ten)calendar day notice of time thereafter in which to perform said work or cure the deficiency.If the Contractor has not performed the work or cured the deficiency within the ten days specified in the notice,such shall constitute a breach of the contract and the City may terminate the contract immediately by written notice to the Contractor to said effect.Thereafter,neither party shall have any further duties,obligations,responsibilities,or rights under the contract except,however,any and all obligations of the Contractor's surety shall remain in full force and effect,and shall not be extinguished,reduced,or in any manner waived by the terminations thereof.In said event,the Contractor shall be entitled to the reasonable value of its services performed from the beginning date in which the breach occurs up to the day it received the City's Notice of Termination,minus any offset from such payment representing the City's damages from such breach."Reasonable value"includes fees or charges for goods or services as of the last milestone or task satisfactorily delivered or completed by the Contractor as may be set forth in the Agreement payment schedule;compensation for any other work,services or goods performed or provided by the Contractor shall be based solely on the City's assessment of the value of the work-in-progress in completing the overall work scope.The City reserves the right to delay any such payment until completion or confirmed abandonment of the project,as may be determined in the City's sole discretion,so as to permit a full and complete accounting of costs.In no event,however,shall the Contractor be entitled to receive in excess of the compensation quoted in its proposal. 23.Ownership of Materials.All original drawings,plan documents and other materials prepared by or in possession of Supplier as part of the work or services under these specifications shall become the permanent property of the City,and shall be delivered to the City upon demand. 24.Release of Reports and Information.Any reports,information,data,or other material is given to,prepared by or assembled by Supplier as part of the work or services under these specifications shall be the property of City,and shall not be made available to any individual or organization by Supplier without the prior written approval of the City. 25.Copies of Reports and Information.If the City requests additional copies of reports,drawings,specifications,or any other material in addition to what Supplier is required to furnish in limited quantities as part of the work or services under these specifications,Supplier shall provide such additional copies as are requested,and City shall compensate Supplier for the costs of duplicating of such copies at the Supplier's direct expense. 26.Insurance.Supplier shall procure and maintain for the duration of the Order insurance that is sufficient in scope and amount to permit Supplier to pay in the ordinary course of business against claims for injuries to persons or damages to property that may arise from or in connection with the performance of the work hereunder by Supplier,its agents,representatives,employees or sub-contractors. Supplier will maintain Workers Compensation insurance at statutory levels covering all employees who perform work under this Order. Additional Public Works Construction Purchase Order Terms & Conditions 1.Compensation for Authorized Additional Expenses.To receive compensation for additional expenses outside the scope of the project work,the Supplier shall obtain prior written authoriza-tion from the City to incur those expenses.Compensa-tion for these addition-al expenses shall include time and materials. 2.Payment Terms.The supplier may request one progress payment each month for work satisfactorily completed and accepted by the City.The City shall issue payment within 30 days.The City shall withhold 10 percent of each progress payment as retention to ensure resolution of any stop notices or liens.The City shall release this retention 35 days after filing a notice of completion. 3.Faithful Performance Bond.The supplier shall furnish a surety bond in the amount of 125 percent of the contract price guaranteeing the faithful performance of the contract,including any attorney's fees or other collection costs. 4.Work in the Right-of-Way or on City Property.For work on City managed property,the supplier/consultant shall obtain a no-fee encroachment permit.A Traffic Control Plan and Water Pollution Control Plan shall be submitted and approved prior to issuance of the permit unless determined by the City not to be required. 5.Prevailing Wage.The supplier and any subcontractors are required to pay prevailing wage and must be registered with the Department of Industrial Relations pursuant to Section 1725.5 of the Labor Code. 6.Insurance.The supplier shall procure and maintain for the duration of the contract insurance against claims for injuries to persons or dam-ages to property which may arise from or in connection with the performance of the work hereunder by the supplier,its agents,representatives,employees or subs. Minimum Scope of Insurance.Coverage shall be at least as broad as: 4 Purchase Order 616768 Proprietary and Confidential a.Insurance Services Office Commercial General Liability coverage (occurrence form CG 20 10 Prior to 1993 or CG 20 10 07 04 with CG 20 37 10 01 or the exact equivalent as determined by the City). b.Insurance Services Office form number CA 0001 (Ed.1/87)covering Automobile Liability,code 1 (any auto). c.Workers'Compensation insurance as required by the State of California and Employer's Liability Insurance. Minimum Limits of Insurance.The supplier shall maintain limits no less than: a.General Liability:$1,000,000 per occurrence for bodily injury,personal injury and property damage.If Commercial General Liability or other forms with a general aggregate limit is used,either the general aggregate limit shall apply separately to this project/location or the general aggregate limit shall be twice the required occurrence limit. b.Automobile Liability:$1,000,000 per accident for bodily injury and property damage. c.Employer's Liability:$1,000,000 per accident for bodily injury or disease. d.Deductibles and Self-Insured Retentions.Any deductibles or self-insured retentions must be declared to and approved by the City.At the option of the City,either:the insurer shall reduce or eliminate such deductibles or self-insured retentions as respects the City,its officers,officials,employees,and volunteers;or the supplier shall procure a bond guaranteeing payment of losses and related investigations,claim administration and defense expenses. Other Insurance Provisions.The general liability and automobile liability policies are to contain,or be endorsed to contain,the following provi-sions: a.The City,its officers,officials,employees,agents,and volunteers are to be covered as insureds as respects:liability arising out of activities performed by or on behalf of the supplier;products and completed operations of the supplier;premises owned,occupied or used by the supplier;or automobiles owned leased,hired or borrowed by the supplier.The coverage shall contain no special limitations on the scope of protection afforded to the City,its officers,officials,employees,agents or volunteers. b.For any claims related to this project,the supplier's insurance coverage shall be primary insurance as respects the City,its officers,officials,employees,agents,and volunteers.Any insur-ance or self- insurance maintained by the City,its officers,offi-cials,employees,agents or volunteers shall be excess of the supplier's insurance and shall not contribute with it. c.Any failure to comply with reporting or other provisions of the policies including breaches of warranties shall not affect coverage provided to the City,its officers,officials,employees,agents or volunteers. d.The supplier's insurance shall apply separately to each insured against whom claim is made or suit is brought,except with respect to the limits of the insurer's liability. e.Each insurance policy required by this clause shall be endorsed to state that coverage shall not be suspended,voided,canceled by either party,reduced in coverage or in limits except after thirty (30)days' prior written notice by certified mail,return receipt requested,has been given to the City. Acceptability of Insurers.Insurance is to be placed with insurers with a current A.M.Best's rating of no less than A:VII. Verification of Coverage.The supplier shall furnish the City with a certificate of insurance showing required coverage.Original endorse-ments affecting general liability and automobile liability coverage are also required by this clause.The endorsements are to be signed by a person authorized by that insurer to bind coverage on its behalf.All endorsements are to be received and approved by the City before work commences. Subcontractors.The supplier shall include all subcontractors as insured under its policies or shall furnish separate certifi-cates and endorsements for each subcontractor.All coverages for subcontractors shall be subject to all of the requirements stated herein. 5 Purchase Order 617007 Order Date 27-JUL-2023 Change Order 0 Change Order Date 27-JUL-2023 Revision 0 Ordered 54,467.80 USD INCLUDE PURCHASE ORDER NUMBER ON ALL INVOICES & CORRESPONDENCE SEND ALL INVOICES TO AP@SLOCITY.ORG INCLUDE DELIVER TO CITY STAFF CONTACT NAME ON ALL INVOICES Sold To City of San Luis Obispo 990 Palm Street SAN LUIS OBISPO, CA 93401 Supplier SHI International Corp 290 Davidson Ave SOMERSET, NJ 08873SOMERSET Bill To City of San Luis Obispo 990 Palm Street SAN LUIS OBISPO, CA 93401SAN LUIS OBISPO UNITED STATES Ship To 990 Palm Street SAN LUIS OBISPO, CA 93401SAN LUIS OBISPO UNITED STATES Notes USD = US Dollar PO for attached quote dated 7/26/23 - SHI International Group - SHI - Quote 23749990 Cisco Duo Essentials (NASPO Cloud Solutions Carahsoft Contract #:AR2472) Qty 580 Customer Account Number Supplier Number Payment Terms Freight Terms FOB Shipping Method 461550 Net 30 Destination Confirm To Deliver To Contact Daniel Clancy Stephanie Couch Phone 1-805-781-7510 Line Item Price Quantity UOM Ordered Taxable 1 SHI - Quote 23749990 Cisco Duo Essentials (NASPO Cloud Solutions Carahsoft Contract #: AR2472) Qty 580 54,467.80 Supplier Item SHI - Quote 23749990 Cisco Duo Essentials (NASPO Cloud Solutions Carahsoft Contract #: AR2472) Qty 580 This line references Document (Contract Purchase Agreement) 800062. Promised 54,467.80 08/02/2023 Requested 08/02/2023 Requested and Promised Dates correspond to the date of arrival at the Ship-to Location. 1 Purchase Order 617007 Line Item Price Quantity UOM Ordered Taxable Line Total 54,467.80 Total 54,467.80 2 Purchase Order 617148 Order Date 09-AUG-2023 Change Order 0 Change Order Date 09-AUG-2023 Revision 0 Ordered 432.60 USD INCLUDE PURCHASE ORDER NUMBER ON ALL INVOICES & CORRESPONDENCE SEND ALL INVOICES TO AP@SLOCITY.ORG INCLUDE DELIVER TO CITY STAFF CONTACT NAME ON ALL INVOICES Sold To City of San Luis Obispo 990 Palm Street SAN LUIS OBISPO, CA 93401 Supplier SHI International Corp 290 Davidson Ave SOMERSET, NJ 08873SOMERSET Bill To City of San Luis Obispo 990 Palm Street SAN LUIS OBISPO, CA 93401SAN LUIS OBISPO UNITED STATES Ship To 990 Palm Street SAN LUIS OBISPO, CA 93401SAN LUIS OBISPO UNITED STATES Notes USD = US Dollar SHI - Quote 23768786 Additional Creative Cloud License for L.Pohlman Customer Account Number Supplier Number Payment Terms Freight Terms FOB Shipping Method 461550 Net 30 Destination Confirm To Deliver To Contact Daniel Clancy Stephanie Couch Phone 1-805-781-7510 Line Item Price Quantity UOM Ordered Taxable 1 SHI - Quote 23768786 Additional Creative Cloud License for L. Pohlman 432.60 Supplier Item SHI - Quote 23768786 Additional Creative Cloud License for L.Pohlman This line references Document (Contract Purchase Agreement) 800062. Promised 432.60 08/14/2023 Requested 08/14/2023 Requested and Promised Dates correspond to the date of arrival at the Ship-to Location. Line Total 432.60 1 Purchase Order 617148 Line Item Price Quantity UOM Ordered Taxable Total 432.60 2 Purchase Order 617328 Order Date 25-AUG-2023 Change Order 0 Change Order Date 25-AUG-2023 Revision 0 Ordered 1,653.80 USD INCLUDE PURCHASE ORDER NUMBER ON ALL INVOICES & CORRESPONDENCE SEND ALL INVOICES TO AP@SLOCITY.ORG INCLUDE DELIVER TO CITY STAFF CONTACT NAME ON ALL INVOICES Sold To City of San Luis Obispo 990 Palm Street SAN LUIS OBISPO, CA 93401 Supplier CDW Government Inc 75 Remittance Dr Ste 1515 CHICAGO, IL 60675 Bill To City of San Luis Obispo 990 Palm Street SAN LUIS OBISPO, CA 93401SAN LUIS OBISPO UNITED STATES Ship To 1260 #B Chorro Street SAN LUIS OBISPO, CA 93401SAN LUIS OBISPO UNITED STATES Notes USD = US Dollar Invoice - 1D laser scanner for exit stations Customer Account Number Supplier Number Payment Terms Freight Terms FOB Shipping Method 141805 Net 30 Destination Confirm To Deliver To Contact Daniel Clancy Erica Estrada Phone 1-805-781-7510 Line Item Price Quantity UOM Ordered Taxable 1 1D laser scanner for exit stations 1,653.80 Promised 1,653.80 08/30/2023 Requested 08/30/2023 Requested and Promised Dates correspond to the date of arrival at the Ship-to Location. Line Total 1,653.80 Total 1,653.80 1 Purchase Order 617328 2 Purchase Order 617328 Proprietary and Confidential Contract Terms and Conditions Purchase Order Terms and Conditions Standard Purchase Order Terms & Conditions 1.Acceptance.By delivering the ordered goods or commencing performance under this Purchase Order,("Order")supplier agrees to the general terms,specifications,and conditions in or referenced by this document.If supplier and The City of San Luis Obispo ("City")have entered into a contract outside of this Order,the terms and conditions set forth in the contract shall prevail.Supplier's additional or different terms and conditions are expressly excluded from this Order and the City does not agree to such terms or conditions,unless such agreement is made expressly,in writing by the City's authorized representative,or a contract has been signed outside of this Order between the Supplier and The City. 2.Business License &Tax.Supplier must have a valid City of San Luis Obispo business tax certificate prior to the execution of the contract.Additional information regarding the City's business tax program may be obtained by calling (805)781-7134. 3.Abilityto Perform.Supplier warrants that it possesses,or has arranged through subcontracts,all capital and other equipment,labor,materials,and licenses necessary to carry out and complete the work hereunder in compliance with any and all federal,state,county,city,and special district laws,ordinances,and regulations. 4.Warranties.Supplier warrants that all goods delivered will be free from defects in workmanship,material,and manufacture;are new (not refurbished or reconditioned)unless otherwise stated in this Order;are of merchantable quality and fit for the purpose intended by the City to the extent that purpose has been disclosed to Supplier;complies with the requirements of this Order;and complies with all applicable laws and regulations.Supplier also warrants that all services performed under this Order shall be rendered in a good and workmanlike manner by skilled personnel in compliance with all applicable laws and regulations. 5.Changes.No change or modification in terms may be made without express authorization,in writing by the City's authorized representative. 6.Delivery.Supplier agrees that time is of the essence to delivery and any other performance required under this Order.No charge for delivery,parcel post,packing,cartage,insurance,license fees, permits,or any other purpose will be paid by the City unless it is expressly included on the face of this Order.Supplier must arrange for the lowest-cost transportation and prepay and add freight to its invoice.If delivery is made by a carrier,an itemized delivery ticket must be attached to the outside of the package.Each container or package must be marked with the Order number. 7.Laws to be Observed.Supplier shall keep itself fully informed of and shall observe and comply with all applicable state and federal laws and county and City of San Luis Obispo ordinances,regulations and adopted codes during its performance of the work. 8.Paymentof Taxes.The contract prices shall include full compensation for all taxes that Supplier is required to pay. 9.Permits and Licenses.Supplier shall procure all permits and licenses,pay all charges and fees,and give all notices necessary. 10.Safety Provisions.Supplier shall conform to the rules and regulations pertaining to safety established by OSHA and the California Division of Industrial Safety Public and Employee Safety.Whenever Supplier's operations create a condition hazardous to the public or City employees,it shall,at its expense and without cost to the City,furnish,erect and maintain such fences,temporary railings,barricades, lights,signs and other devices and take such other protective measures as are necessary to prevent accidents or damage or injury to the public and employees. 11.Preservation of City Property.Supplier shall provide and install suitable safeguards,approved by the City,to protect City property from injury or damage.If City property is injured or damaged as a result of Supplier's operations,it shall be replaced or restored at Supplier's expense.The facilities shall be replaced or restored to a condition as good as when the Supplier began work 12.ImmigrationAct of 1986.Supplier warrants on behalf of itself and all sub-suppliers engaged for the performance of this work that only persons authorized to work in the United States pursuant to the Immigration Reform and Control Act of 1986 and other applicable laws shall be employed in the performance of the work hereunder. 13.Supplier Non-Discrimination.In the performance of this work,Supplier agrees that it will not engage in,nor permit such sub-suppliers as it may employ,to engage in discrimination in the employment of persons because of age,race,color,sex,national origin or ancestry,sexual orientation,or religion of such persons. 14.Work Delays.Should Supplier be obstructed or delayed in the work required to be done hereunder by changes in the work or by any default,act,or omission of the City,or by strikes,fire,earthquake, or any other Act of God,or by the inability to obtain materials,equipment,or labor due to federal government restrictions arising out of defense or war programs,then the time of completion may,at the City's sole option,be extended for such periods as may be agreed upon by the City and the Supplier. 15.PaymentTerms.The City's payment terms are 30 days from the receipt of an original invoice and acceptance by the City of the services provided by Supplier (Net 30). 16.Inspection.Supplier shall furnish City with every reasonable opportunity for City to ascertain that the services of Supplier are being performed in accordance with the requirements and intentions of this contract.All work done and all materials furnished,if any,shall be subject to the City's inspection and approval.The inspection of such work shall not relieve Supplier of any of its obligations to fulfill its contract requirements. 17.Audit.The City shall have the option of inspecting and/or auditing all records and other written materials used by Supplier in preparing its invoices to City as a condition precedent to any payment to Supplier. 18.Interestsof Supplier.Supplier covenants that it presently has no interest,and shall not acquire any interest direct or indirect or otherwise,which would conflict in any manner or degree with the performance of the work hereunder.Supplier further covenants that,in the performance of this work,no sub-Supplier or person having such an interest shall be employed.Supplier certifies that no one who has or will have any financial interest in performing this work is an officer or employee of the City.It is hereby expressly agreed that,in the performance of the work hereunder,Supplier shall at all times be deemed an independent Supplier and not an agent or employee of the City. 19.Hold Harmless and Indemnification. (a)Non-design,non-construction Professional Services:To the fullest extent permitted by law (including,but not limited to California Civil Code Sections 2782 and 2782.8),Consultant shall indemnify, defend,and hold harmless the City,and its elected officials,officers,employees,volunteers,and agents ("City Indemnitees"),from and against any and all causes of action,claims,liabilities,obligations, judgments,or damages,including reasonable legal counsels'fees and costs of litigation ("claims"),arising out of the Consultant's performance or Consultant's failure to perform its obligations under this Agreement or out of the operations conducted by Consultant,including the City's active or passive negligence,except for such loss or damage arising from the sole negligence or willful misconduct of the 3 Purchase Order 617328 Proprietary and Confidential City.In the event the City Indemnitees are made a party to any action,lawsuit,or other adversarial proceeding arising from Consultant's performance of this Agreement,the Consultant shall provide a defense to the City Indemnitees or at the City's option,reimburse the City Indemnitees their costs of defense,including reasonable legal fees,incurred in defense of such claims. (b)Non-design,construction Professional Services:To the extent the Scope of Services involve a "construction contract"as that phrase is used in Civil Code Section 2783,this paragraph shall apply in place of paragraph A.To the fullest extent permitted by law (including,but not limited to California Civil Code Sections 2782 and 2782.8),Consultant shall indemnify,defend,and hold harmless the City, and its elected officials,officers,employees,volunteers,and agents ("City Indemnitees"),from and against any and all causes of action,claims,liabilities,obligations,judgments,or damages,including reasonable legal counsels'fees and costs of litigation ("claims"),arising out of the Consultant's performance or Consultant's failure to perform its obligations under this Agreement or out of the operations conducted by Consultant,except for such loss or damage arising from the active negligence,sole negligence or willful misconduct of the City.In the event the City Indemnitees are made a party to any action,lawsuit,or other adversarial proceeding arising from Consultant's performance of this Agreement,the Consultant shall provide a defense to the City Indemnitees or at the City's option,reimburse the City Indemnitees their costs of defense,including reasonable legal fees,incurred in defense of such claims. (c)Design Professional Services:In the event Consultant is a "design professional",and the Scope of Services require Consultant to provide "design professional services"as those phrases are used in Civil Code Section 2782.8,this paragraph shall apply in place of paragraphs A or B.To the fullest extent permitted by law (including,but not limited to California Civil Code Sections 2782 and 2782.8) Consultant shall indemnify,defend and hold harmless the City and its elected officials,officers,employees,volunteers and agents ("City Indemnitees"),from and against all claims,damages,injuries, losses,and expenses including costs,attorney fees,expert consultant and expert witness fees arising out of,pertaining to or relating to,the negligence,recklessness or willful misconduct of Consultant, except to the extent caused by the sole negligence,active negligence or willful misconduct of the City.Negligence,recklessness or willful misconduct of any subcontractor employed by Consultant shall be conclusively deemed to be the negligence,recklessness or willful misconduct of Consultant unless adequately corrected by Consultant.In the event the City Indemnitees are made a party to any action, lawsuit,or other adversarial proceeding arising from Consultant's performance of this Agreement,the Consultant shall provide a defense to the City Indemnitees or at the City's option,reimburse the City Indemnitees their costs of defense,including reasonable legal fees,incurred in defense of such claims.In no event shall the cost to defend charged to Consultant under this paragraph exceed Consultant's proportionate percentage of fault.However,notwithstanding the previous sentence,in the event one or more defendants are unable to pay its share of defense costs due to bankruptcy or dissolution of the business,Consultant shall meet and confer with other parties regarding unpaid defense costs. (d)The review,acceptance or approval of the Consultant's work or work product by any indemnified party shall not affect,relieve or reduce the Consultant's indemnification or defense obligations.This Section survives completion of the services or the termination of this contract.The provisions of this Section are not limited by and do not affect the provisions of this contract relating to insurance. 20.Contract Assignment.Supplier shall not assign,transfer,convey or otherwise dispose of the contract,or its right,title or interest,or its power to execute such a contract to any individual or business entity of any kind without the previous written consent of the City. 21.Termination for Convenience.The City may terminate all or part of this Agreement for any or no reason at any time by giving 30 days written notice to Contractor.Should the City terminate this Agreement for convenience,the City shall be liable as follows:(a)for standard or off-the-shelf products,a reasonable restocking charge not to exceed ten (10)percent of the total purchase price;(b)for custom products,the less of a reasonable price for the raw materials,components work in progress and any finished units on hand or the price per unit reflected on this Agreement.For termination of any services pursuant to this Agreement,the City's liability will be the lesser of a reasonable price for the services rendered prior to termination,or the price for the services reflected on this Agreement.Upon termination notice from the City,Contractor must,unless otherwise directed,cease work and follow the City's directions as to work in progress and finished goods. 22.Termination.If during the term of the contract,the City determines that the Contractor is not faithfully abiding by any term or condition contained herein,the City may notify the Contractor in writing of such defect or failure to perform.This notice must give the Contractor a 10 (ten)calendar day notice of time thereafter in which to perform said work or cure the deficiency.If the Contractor has not performed the work or cured the deficiency within the ten days specified in the notice,such shall constitute a breach of the contract and the City may terminate the contract immediately by written notice to the Contractor to said effect.Thereafter,neither party shall have any further duties,obligations,responsibilities,or rights under the contract except,however,any and all obligations of the Contractor's surety shall remain in full force and effect,and shall not be extinguished,reduced,or in any manner waived by the terminations thereof.In said event,the Contractor shall be entitled to the reasonable value of its services performed from the beginning date in which the breach occurs up to the day it received the City's Notice of Termination,minus any offset from such payment representing the City's damages from such breach."Reasonable value"includes fees or charges for goods or services as of the last milestone or task satisfactorily delivered or completed by the Contractor as may be set forth in the Agreement payment schedule;compensation for any other work,services or goods performed or provided by the Contractor shall be based solely on the City's assessment of the value of the work-in-progress in completing the overall work scope.The City reserves the right to delay any such payment until completion or confirmed abandonment of the project,as may be determined in the City's sole discretion,so as to permit a full and complete accounting of costs.In no event,however,shall the Contractor be entitled to receive in excess of the compensation quoted in its proposal. 23.Ownership of Materials.All original drawings,plan documents and other materials prepared by or in possession of Supplier as part of the work or services under these specifications shall become the permanent property of the City,and shall be delivered to the City upon demand. 24.Release of Reports and Information.Any reports,information,data,or other material is given to,prepared by or assembled by Supplier as part of the work or services under these specifications shall be the property of City,and shall not be made available to any individual or organization by Supplier without the prior written approval of the City. 25.Copies of Reports and Information.If the City requests additional copies of reports,drawings,specifications,or any other material in addition to what Supplier is required to furnish in limited quantities as part of the work or services under these specifications,Supplier shall provide such additional copies as are requested,and City shall compensate Supplier for the costs of duplicating of such copies at the Supplier's direct expense. 26.Insurance.Supplier shall procure and maintain for the duration of the Order insurance that is sufficient in scope and amount to permit Supplier to pay in the ordinary course of business against claims for injuries to persons or damages to property that may arise from or in connection with the performance of the work hereunder by Supplier,its agents,representatives,employees or sub-contractors. Supplier will maintain Workers Compensation insurance at statutory levels covering all employees who perform work under this Order. Additional Public Works Construction Purchase Order Terms & Conditions 1.Compensation for Authorized Additional Expenses.To receive compensation for additional expenses outside the scope of the project work,the Supplier shall obtain prior written authoriza-tion from the City to incur those expenses.Compensa-tion for these addition-al expenses shall include time and materials. 2.Payment Terms.The supplier may request one progress payment each month for work satisfactorily completed and accepted by the City.The City shall issue payment within 30 days.The City shall withhold 10 percent of each progress payment as retention to ensure resolution of any stop notices or liens.The City shall release this retention 35 days after filing a notice of completion. 3.Faithful Performance Bond.The supplier shall furnish a surety bond in the amount of 125 percent of the contract price guaranteeing the faithful performance of the contract,including any attorney's fees or other collection costs. 4.Work in the Right-of-Way or on City Property.For work on City managed property,the supplier/consultant shall obtain a no-fee encroachment permit.A Traffic Control Plan and Water Pollution Control Plan shall be submitted and approved prior to issuance of the permit unless determined by the City not to be required. 5.Prevailing Wage.The supplier and any subcontractors are required to pay prevailing wage and must be registered with the Department of Industrial Relations pursuant to Section 1725.5 of the Labor Code. 6.Insurance.The supplier shall procure and maintain for the duration of the contract insurance against claims for injuries to persons or dam-ages to property which may arise from or in connection with the performance of the work hereunder by the supplier,its agents,representatives,employees or subs. Minimum Scope of Insurance.Coverage shall be at least as broad as: 4 Purchase Order 617328 Proprietary and Confidential a.Insurance Services Office Commercial General Liability coverage (occurrence form CG 20 10 Prior to 1993 or CG 20 10 07 04 with CG 20 37 10 01 or the exact equivalent as determined by the City). b.Insurance Services Office form number CA 0001 (Ed.1/87)covering Automobile Liability,code 1 (any auto). c.Workers'Compensation insurance as required by the State of California and Employer's Liability Insurance. Minimum Limits of Insurance.The supplier shall maintain limits no less than: a.General Liability:$1,000,000 per occurrence for bodily injury,personal injury and property damage.If Commercial General Liability or other forms with a general aggregate limit is used,either the general aggregate limit shall apply separately to this project/location or the general aggregate limit shall be twice the required occurrence limit. b.Automobile Liability:$1,000,000 per accident for bodily injury and property damage. c.Employer's Liability:$1,000,000 per accident for bodily injury or disease. d.Deductibles and Self-Insured Retentions.Any deductibles or self-insured retentions must be declared to and approved by the City.At the option of the City,either:the insurer shall reduce or eliminate such deductibles or self-insured retentions as respects the City,its officers,officials,employees,and volunteers;or the supplier shall procure a bond guaranteeing payment of losses and related investigations,claim administration and defense expenses. Other Insurance Provisions.The general liability and automobile liability policies are to contain,or be endorsed to contain,the following provi-sions: a.The City,its officers,officials,employees,agents,and volunteers are to be covered as insureds as respects:liability arising out of activities performed by or on behalf of the supplier;products and completed operations of the supplier;premises owned,occupied or used by the supplier;or automobiles owned leased,hired or borrowed by the supplier.The coverage shall contain no special limitations on the scope of protection afforded to the City,its officers,officials,employees,agents or volunteers. b.For any claims related to this project,the supplier's insurance coverage shall be primary insurance as respects the City,its officers,officials,employees,agents,and volunteers.Any insur-ance or self- insurance maintained by the City,its officers,offi-cials,employees,agents or volunteers shall be excess of the supplier's insurance and shall not contribute with it. c.Any failure to comply with reporting or other provisions of the policies including breaches of warranties shall not affect coverage provided to the City,its officers,officials,employees,agents or volunteers. d.The supplier's insurance shall apply separately to each insured against whom claim is made or suit is brought,except with respect to the limits of the insurer's liability. e.Each insurance policy required by this clause shall be endorsed to state that coverage shall not be suspended,voided,canceled by either party,reduced in coverage or in limits except after thirty (30)days' prior written notice by certified mail,return receipt requested,has been given to the City. Acceptability of Insurers.Insurance is to be placed with insurers with a current A.M.Best's rating of no less than A:VII. Verification of Coverage.The supplier shall furnish the City with a certificate of insurance showing required coverage.Original endorse-ments affecting general liability and automobile liability coverage are also required by this clause.The endorsements are to be signed by a person authorized by that insurer to bind coverage on its behalf.All endorsements are to be received and approved by the City before work commences. Subcontractors.The supplier shall include all subcontractors as insured under its policies or shall furnish separate certifi-cates and endorsements for each subcontractor.All coverages for subcontractors shall be subject to all of the requirements stated herein. 5 Purchase Order 617563 Order Date 18-SEP-2023 Change Order 0 Change Order Date 18-SEP-2023 Revision 0 Ordered 145.40 USD INCLUDE PURCHASE ORDER NUMBER ON ALL INVOICES & CORRESPONDENCE SEND ALL INVOICES TO AP@SLOCITY.ORG INCLUDE DELIVER TO CITY STAFF CONTACT NAME ON ALL INVOICES Sold To City of San Luis Obispo 990 Palm Street SAN LUIS OBISPO, CA 93401 Supplier SHI International Corp 290 Davidson Ave SOMERSET, NJ 08873SOMERSET Bill To City of San Luis Obispo 990 Palm Street SAN LUIS OBISPO, CA 93401SAN LUIS OBISPO UNITED STATES Ship To 990 Palm Street SAN LUIS OBISPO, CA 93401SAN LUIS OBISPO UNITED STATES Notes USD = US Dollar SHI - Quote 23940621 Adobe Illustrator Qty 5 Customer Account Number Supplier Number Payment Terms Freight Terms FOB Shipping Method 461550 Net 30 Destination Confirm To Deliver To Contact Daniel Clancy Stephanie Couch Phone 1-805-781-7510 Line Item Price Quantity UOM Ordered Taxable 1 SHI - Quote 23940621 Adobe Illustrator Qty 5 145.40 Supplier Item SHI - Quote 23940621 Adobe Illustrator Qty 5 This line references Document (Contract Purchase Agreement) 800062. Promised 145.40 09/21/2023 Requested 09/21/2023 Requested and Promised Dates correspond to the date of arrival at the Ship-to Location. Line Total 145.40 1 Purchase Order 617563 Line Item Price Quantity UOM Ordered Taxable Total 145.40 2 Purchase Order Order Date 09-OCT-2023 Change Order 0 Change Order Date 09-OCT-2023 Revision 0 Ordered 20,413.53 USD INCLUDE PURCHASE ORDER NUMBER ON ALL INVOICES & CORRESPONDENCE SEND ALL INVOICES TO AP@SLOCITY.ORG INCLUDE DELIVER TO CITY STAFF CONTACT NAME ON ALL INVOICES Sold To City of San Luis Obispo 990 Palm Street SAN LUIS OBISPO, CA 93401 Supplier Bill To City of San Luis Obispo 990 Palm Street SAN LUIS OBISPO, CA 93401SAN LUIS OBISPO UNITED STATES Ship To 990 Palm Street SAN LUIS OBISPO, CA 93401SAN LUIS OBISPO UNITED STATES Notes USD = US Dollar Customer Account Number Supplier Number Payment Terms Freight Terms FOB Shipping Method Net 30 Destination Confirm To Deliver To Contact Daniel Clancy Stephanie Couch Phone 1-805-781-7510 Line Item Price Quantity UOM Ordered Taxable 1 20,413.53 Supplier Item This line references Document (Contract Purchase Agreement) Promised 20,413.53 10/11/2023 Requested 10/11/2023 Requested and Promised Dates correspond to the date of arrival at the Ship-to Location. Line Total 20,413.53 1 Purchase Order Line Item Price Quantity UOM Ordered Taxable Total 20,413.53 2 Purchase Order 617841 Order Date 18-OCT-2023 Change Order 0 Change Order Date 18-OCT-2023 Revision 0 Ordered 2,388.58 USD INCLUDE PURCHASE ORDER NUMBER ON ALL INVOICES & CORRESPONDENCE SEND ALL INVOICES TO AP@SLOCITY.ORG INCLUDE DELIVER TO CITY STAFF CONTACT NAME ON ALL INVOICES Sold To City of San Luis Obispo 990 Palm Street SAN LUIS OBISPO, CA 93401 Supplier Dell EMC 176 South Street Hopkinton, MA 01748 Bill To City of San Luis Obispo 990 Palm Street SAN LUIS OBISPO, CA 93401SAN LUIS OBISPO UNITED STATES Ship To 990 Palm Street SAN LUIS OBISPO, CA 93401SAN LUIS OBISPO UNITED STATES Notes USD = US Dollar PO for attached quote - Quote v 3000163862363.1 Post Standard Support Power Edge R730xd and Power Vault MD3820F (extension to 4/30/2025) Customer Account Number Supplier Number Payment Terms Freight Terms FOB Shipping Method 11206 Net 30 Destination Confirm To Deliver To Contact Daniel Clancy Rebecca Cox Phone 1-805-781-7510 Line Item Price Quantity UOM Ordered Taxable 1 Quote v 3000163862363.1 Post Standard Support Power Edge R730xd and Power Vault MD3820F (extension to 4/30/2025) 2,388.58 Promised 2,388.58 10/24/2023 Requested 10/24/2023 Requested and Promised Dates correspond to the date of arrival at the Ship-to Location. Line Total 2,388.58 1 Purchase Order 617841 Line Item Price Quantity UOM Ordered Taxable Total 2,388.58 2 Purchase Order 617841 Proprietary and Confidential Contract Terms and Conditions Purchase Order Terms and Conditions Standard Purchase Order Terms & Conditions 1.Acceptance.By delivering the ordered goods or commencing performance under this Purchase Order,("Order")supplier agrees to the general terms,specifications,and conditions in or referenced by this document.If supplier and The City of San Luis Obispo ("City")have entered into a contract outside of this Order,the terms and conditions set forth in the contract shall prevail.Supplier's additional or different terms and conditions are expressly excluded from this Order and the City does not agree to such terms or conditions,unless such agreement is made expressly,in writing by the City's authorized representative,or a contract has been signed outside of this Order between the Supplier and The City. 2.Business License &Tax.Supplier must have a valid City of San Luis Obispo business tax certificate prior to the execution of the contract.Additional information regarding the City's business tax program may be obtained by calling (805)781-7134. 3.Abilityto Perform.Supplier warrants that it possesses,or has arranged through subcontracts,all capital and other equipment,labor,materials,and licenses necessary to carry out and complete the work hereunder in compliance with any and all federal,state,county,city,and special district laws,ordinances,and regulations. 4.Warranties.Supplier warrants that all goods delivered will be free from defects in workmanship,material,and manufacture;are new (not refurbished or reconditioned)unless otherwise stated in this Order;are of merchantable quality and fit for the purpose intended by the City to the extent that purpose has been disclosed to Supplier;complies with the requirements of this Order;and complies with all applicable laws and regulations.Supplier also warrants that all services performed under this Order shall be rendered in a good and workmanlike manner by skilled personnel in compliance with all applicable laws and regulations. 5.Changes.No change or modification in terms may be made without express authorization,in writing by the City's authorized representative. 6.Delivery.Supplier agrees that time is of the essence to delivery and any other performance required under this Order.No charge for delivery,parcel post,packing,cartage,insurance,license fees, permits,or any other purpose will be paid by the City unless it is expressly included on the face of this Order.Supplier must arrange for the lowest-cost transportation and prepay and add freight to its invoice.If delivery is made by a carrier,an itemized delivery ticket must be attached to the outside of the package.Each container or package must be marked with the Order number. 7.Laws to be Observed.Supplier shall keep itself fully informed of and shall observe and comply with all applicable state and federal laws and county and City of San Luis Obispo ordinances,regulations and adopted codes during its performance of the work. 8.Paymentof Taxes.The contract prices shall include full compensation for all taxes that Supplier is required to pay. 9.Permits and Licenses.Supplier shall procure all permits and licenses,pay all charges and fees,and give all notices necessary. 10.Safety Provisions.Supplier shall conform to the rules and regulations pertaining to safety established by OSHA and the California Division of Industrial Safety Public and Employee Safety.Whenever Supplier's operations create a condition hazardous to the public or City employees,it shall,at its expense and without cost to the City,furnish,erect and maintain such fences,temporary railings,barricades, lights,signs and other devices and take such other protective measures as are necessary to prevent accidents or damage or injury to the public and employees. 11.Preservation of City Property.Supplier shall provide and install suitable safeguards,approved by the City,to protect City property from injury or damage.If City property is injured or damaged as a result of Supplier's operations,it shall be replaced or restored at Supplier's expense.The facilities shall be replaced or restored to a condition as good as when the Supplier began work 12.ImmigrationAct of 1986.Supplier warrants on behalf of itself and all sub-suppliers engaged for the performance of this work that only persons authorized to work in the United States pursuant to the Immigration Reform and Control Act of 1986 and other applicable laws shall be employed in the performance of the work hereunder. 13.Supplier Non-Discrimination.In the performance of this work,Supplier agrees that it will not engage in,nor permit such sub-suppliers as it may employ,to engage in discrimination in the employment of persons because of age,race,color,sex,national origin or ancestry,sexual orientation,or religion of such persons. 14.Work Delays.Should Supplier be obstructed or delayed in the work required to be done hereunder by changes in the work or by any default,act,or omission of the City,or by strikes,fire,earthquake, or any other Act of God,or by the inability to obtain materials,equipment,or labor due to federal government restrictions arising out of defense or war programs,then the time of completion may,at the City's sole option,be extended for such periods as may be agreed upon by the City and the Supplier. 15.PaymentTerms.The City's payment terms are 30 days from the receipt of an original invoice and acceptance by the City of the services provided by Supplier (Net 30). 16.Inspection.Supplier shall furnish City with every reasonable opportunity for City to ascertain that the services of Supplier are being performed in accordance with the requirements and intentions of this contract.All work done and all materials furnished,if any,shall be subject to the City's inspection and approval.The inspection of such work shall not relieve Supplier of any of its obligations to fulfill its contract requirements. 17.Audit.The City shall have the option of inspecting and/or auditing all records and other written materials used by Supplier in preparing its invoices to City as a condition precedent to any payment to Supplier. 18.Interestsof Supplier.Supplier covenants that it presently has no interest,and shall not acquire any interest direct or indirect or otherwise,which would conflict in any manner or degree with the performance of the work hereunder.Supplier further covenants that,in the performance of this work,no sub-Supplier or person having such an interest shall be employed.Supplier certifies that no one who has or will have any financial interest in performing this work is an officer or employee of the City.It is hereby expressly agreed that,in the performance of the work hereunder,Supplier shall at all times be deemed an independent Supplier and not an agent or employee of the City. 19.Hold Harmless and Indemnification. (a)Non-design,non-construction Professional Services:To the fullest extent permitted by law (including,but not limited to California Civil Code Sections 2782 and 2782.8),Consultant shall indemnify, defend,and hold harmless the City,and its elected officials,officers,employees,volunteers,and agents ("City Indemnitees"),from and against any and all causes of action,claims,liabilities,obligations, judgments,or damages,including reasonable legal counsels'fees and costs of litigation ("claims"),arising out of the Consultant's performance or Consultant's failure to perform its obligations under this Agreement or out of the operations conducted by Consultant,including the City's active or passive negligence,except for such loss or damage arising from the sole negligence or willful misconduct of the 3 Purchase Order 617841 Proprietary and Confidential City.In the event the City Indemnitees are made a party to any action,lawsuit,or other adversarial proceeding arising from Consultant's performance of this Agreement,the Consultant shall provide a defense to the City Indemnitees or at the City's option,reimburse the City Indemnitees their costs of defense,including reasonable legal fees,incurred in defense of such claims. (b)Non-design,construction Professional Services:To the extent the Scope of Services involve a "construction contract"as that phrase is used in Civil Code Section 2783,this paragraph shall apply in place of paragraph A.To the fullest extent permitted by law (including,but not limited to California Civil Code Sections 2782 and 2782.8),Consultant shall indemnify,defend,and hold harmless the City, and its elected officials,officers,employees,volunteers,and agents ("City Indemnitees"),from and against any and all causes of action,claims,liabilities,obligations,judgments,or damages,including reasonable legal counsels'fees and costs of litigation ("claims"),arising out of the Consultant's performance or Consultant's failure to perform its obligations under this Agreement or out of the operations conducted by Consultant,except for such loss or damage arising from the active negligence,sole negligence or willful misconduct of the City.In the event the City Indemnitees are made a party to any action,lawsuit,or other adversarial proceeding arising from Consultant's performance of this Agreement,the Consultant shall provide a defense to the City Indemnitees or at the City's option,reimburse the City Indemnitees their costs of defense,including reasonable legal fees,incurred in defense of such claims. (c)Design Professional Services:In the event Consultant is a "design professional",and the Scope of Services require Consultant to provide "design professional services"as those phrases are used in Civil Code Section 2782.8,this paragraph shall apply in place of paragraphs A or B.To the fullest extent permitted by law (including,but not limited to California Civil Code Sections 2782 and 2782.8) Consultant shall indemnify,defend and hold harmless the City and its elected officials,officers,employees,volunteers and agents ("City Indemnitees"),from and against all claims,damages,injuries, losses,and expenses including costs,attorney fees,expert consultant and expert witness fees arising out of,pertaining to or relating to,the negligence,recklessness or willful misconduct of Consultant, except to the extent caused by the sole negligence,active negligence or willful misconduct of the City.Negligence,recklessness or willful misconduct of any subcontractor employed by Consultant shall be conclusively deemed to be the negligence,recklessness or willful misconduct of Consultant unless adequately corrected by Consultant.In the event the City Indemnitees are made a party to any action, lawsuit,or other adversarial proceeding arising from Consultant's performance of this Agreement,the Consultant shall provide a defense to the City Indemnitees or at the City's option,reimburse the City Indemnitees their costs of defense,including reasonable legal fees,incurred in defense of such claims.In no event shall the cost to defend charged to Consultant under this paragraph exceed Consultant's proportionate percentage of fault.However,notwithstanding the previous sentence,in the event one or more defendants are unable to pay its share of defense costs due to bankruptcy or dissolution of the business,Consultant shall meet and confer with other parties regarding unpaid defense costs. (d)The review,acceptance or approval of the Consultant's work or work product by any indemnified party shall not affect,relieve or reduce the Consultant's indemnification or defense obligations.This Section survives completion of the services or the termination of this contract.The provisions of this Section are not limited by and do not affect the provisions of this contract relating to insurance. 20.Contract Assignment.Supplier shall not assign,transfer,convey or otherwise dispose of the contract,or its right,title or interest,or its power to execute such a contract to any individual or business entity of any kind without the previous written consent of the City. 21.Termination for Convenience.The City may terminate all or part of this Agreement for any or no reason at any time by giving 30 days written notice to Contractor.Should the City terminate this Agreement for convenience,the City shall be liable as follows:(a)for standard or off-the-shelf products,a reasonable restocking charge not to exceed ten (10)percent of the total purchase price;(b)for custom products,the less of a reasonable price for the raw materials,components work in progress and any finished units on hand or the price per unit reflected on this Agreement.For termination of any services pursuant to this Agreement,the City's liability will be the lesser of a reasonable price for the services rendered prior to termination,or the price for the services reflected on this Agreement.Upon termination notice from the City,Contractor must,unless otherwise directed,cease work and follow the City's directions as to work in progress and finished goods. 22.Termination.If during the term of the contract,the City determines that the Contractor is not faithfully abiding by any term or condition contained herein,the City may notify the Contractor in writing of such defect or failure to perform.This notice must give the Contractor a 10 (ten)calendar day notice of time thereafter in which to perform said work or cure the deficiency.If the Contractor has not performed the work or cured the deficiency within the ten days specified in the notice,such shall constitute a breach of the contract and the City may terminate the contract immediately by written notice to the Contractor to said effect.Thereafter,neither party shall have any further duties,obligations,responsibilities,or rights under the contract except,however,any and all obligations of the Contractor's surety shall remain in full force and effect,and shall not be extinguished,reduced,or in any manner waived by the terminations thereof.In said event,the Contractor shall be entitled to the reasonable value of its services performed from the beginning date in which the breach occurs up to the day it received the City's Notice of Termination,minus any offset from such payment representing the City's damages from such breach."Reasonable value"includes fees or charges for goods or services as of the last milestone or task satisfactorily delivered or completed by the Contractor as may be set forth in the Agreement payment schedule;compensation for any other work,services or goods performed or provided by the Contractor shall be based solely on the City's assessment of the value of the work-in-progress in completing the overall work scope.The City reserves the right to delay any such payment until completion or confirmed abandonment of the project,as may be determined in the City's sole discretion,so as to permit a full and complete accounting of costs.In no event,however,shall the Contractor be entitled to receive in excess of the compensation quoted in its proposal. 23.Ownership of Materials.All original drawings,plan documents and other materials prepared by or in possession of Supplier as part of the work or services under these specifications shall become the permanent property of the City,and shall be delivered to the City upon demand. 24.Release of Reports and Information.Any reports,information,data,or other material is given to,prepared by or assembled by Supplier as part of the work or services under these specifications shall be the property of City,and shall not be made available to any individual or organization by Supplier without the prior written approval of the City. 25.Copies of Reports and Information.If the City requests additional copies of reports,drawings,specifications,or any other material in addition to what Supplier is required to furnish in limited quantities as part of the work or services under these specifications,Supplier shall provide such additional copies as are requested,and City shall compensate Supplier for the costs of duplicating of such copies at the Supplier's direct expense. 26.Insurance.Supplier shall procure and maintain for the duration of the Order insurance that is sufficient in scope and amount to permit Supplier to pay in the ordinary course of business against claims for injuries to persons or damages to property that may arise from or in connection with the performance of the work hereunder by Supplier,its agents,representatives,employees or sub-contractors. Supplier will maintain Workers Compensation insurance at statutory levels covering all employees who perform work under this Order. Additional Public Works Construction Purchase Order Terms & Conditions 1.Compensation for Authorized Additional Expenses.To receive compensation for additional expenses outside the scope of the project work,the Supplier shall obtain prior written authoriza-tion from the City to incur those expenses.Compensa-tion for these addition-al expenses shall include time and materials. 2.Payment Terms.The supplier may request one progress payment each month for work satisfactorily completed and accepted by the City.The City shall issue payment within 30 days.The City shall withhold 10 percent of each progress payment as retention to ensure resolution of any stop notices or liens.The City shall release this retention 35 days after filing a notice of completion. 3.Faithful Performance Bond.The supplier shall furnish a surety bond in the amount of 125 percent of the contract price guaranteeing the faithful performance of the contract,including any attorney's fees or other collection costs. 4.Work in the Right-of-Way or on City Property.For work on City managed property,the supplier/consultant shall obtain a no-fee encroachment permit.A Traffic Control Plan and Water Pollution Control Plan shall be submitted and approved prior to issuance of the permit unless determined by the City not to be required. 5.Prevailing Wage.The supplier and any subcontractors are required to pay prevailing wage and must be registered with the Department of Industrial Relations pursuant to Section 1725.5 of the Labor Code. 6.Insurance.The supplier shall procure and maintain for the duration of the contract insurance against claims for injuries to persons or dam-ages to property which may arise from or in connection with the performance of the work hereunder by the supplier,its agents,representatives,employees or subs. Minimum Scope of Insurance.Coverage shall be at least as broad as: 4 Purchase Order 617841 Proprietary and Confidential a.Insurance Services Office Commercial General Liability coverage (occurrence form CG 20 10 Prior to 1993 or CG 20 10 07 04 with CG 20 37 10 01 or the exact equivalent as determined by the City). b.Insurance Services Office form number CA 0001 (Ed.1/87)covering Automobile Liability,code 1 (any auto). c.Workers'Compensation insurance as required by the State of California and Employer's Liability Insurance. Minimum Limits of Insurance.The supplier shall maintain limits no less than: a.General Liability:$1,000,000 per occurrence for bodily injury,personal injury and property damage.If Commercial General Liability or other forms with a general aggregate limit is used,either the general aggregate limit shall apply separately to this project/location or the general aggregate limit shall be twice the required occurrence limit. b.Automobile Liability:$1,000,000 per accident for bodily injury and property damage. c.Employer's Liability:$1,000,000 per accident for bodily injury or disease. d.Deductibles and Self-Insured Retentions.Any deductibles or self-insured retentions must be declared to and approved by the City.At the option of the City,either:the insurer shall reduce or eliminate such deductibles or self-insured retentions as respects the City,its officers,officials,employees,and volunteers;or the supplier shall procure a bond guaranteeing payment of losses and related investigations,claim administration and defense expenses. Other Insurance Provisions.The general liability and automobile liability policies are to contain,or be endorsed to contain,the following provi-sions: a.The City,its officers,officials,employees,agents,and volunteers are to be covered as insureds as respects:liability arising out of activities performed by or on behalf of the supplier;products and completed operations of the supplier;premises owned,occupied or used by the supplier;or automobiles owned leased,hired or borrowed by the supplier.The coverage shall contain no special limitations on the scope of protection afforded to the City,its officers,officials,employees,agents or volunteers. b.For any claims related to this project,the supplier's insurance coverage shall be primary insurance as respects the City,its officers,officials,employees,agents,and volunteers.Any insur-ance or self- insurance maintained by the City,its officers,offi-cials,employees,agents or volunteers shall be excess of the supplier's insurance and shall not contribute with it. c.Any failure to comply with reporting or other provisions of the policies including breaches of warranties shall not affect coverage provided to the City,its officers,officials,employees,agents or volunteers. d.The supplier's insurance shall apply separately to each insured against whom claim is made or suit is brought,except with respect to the limits of the insurer's liability. e.Each insurance policy required by this clause shall be endorsed to state that coverage shall not be suspended,voided,canceled by either party,reduced in coverage or in limits except after thirty (30)days' prior written notice by certified mail,return receipt requested,has been given to the City. Acceptability of Insurers.Insurance is to be placed with insurers with a current A.M.Best's rating of no less than A:VII. Verification of Coverage.The supplier shall furnish the City with a certificate of insurance showing required coverage.Original endorse-ments affecting general liability and automobile liability coverage are also required by this clause.The endorsements are to be signed by a person authorized by that insurer to bind coverage on its behalf.All endorsements are to be received and approved by the City before work commences. Subcontractors.The supplier shall include all subcontractors as insured under its policies or shall furnish separate certifi-cates and endorsements for each subcontractor.All coverages for subcontractors shall be subject to all of the requirements stated herein. 5 Purchase Order 617864 Order Date 20-OCT-2023 Change Order 0 Change Order Date 20-OCT-2023 Revision 0 Ordered 70,574.86 USD INCLUDE PURCHASE ORDER NUMBER ON ALL INVOICES & CORRESPONDENCE SEND ALL INVOICES TO AP@SLOCITY.ORG INCLUDE DELIVER TO CITY STAFF CONTACT NAME ON ALL INVOICES Sold To City of San Luis Obispo 990 Palm Street SAN LUIS OBISPO, CA 93401 Supplier SHI International Corp 290 Davidson Ave SOMERSET, NJ 08873SOMERSET Bill To City of San Luis Obispo 990 Palm Street SAN LUIS OBISPO, CA 93401SAN LUIS OBISPO UNITED STATES Ship To 990 Palm Street SAN LUIS OBISPO, CA 93401SAN LUIS OBISPO UNITED STATES Notes USD = US Dollar PO for attached Software - Synology Network Storage Server (4) Contract 2018011-02 Customer Account Number Supplier Number Payment Terms Freight Terms FOB Shipping Method 461550 Net 30 Destination Confirm To Deliver To Contact Daniel Clancy Rebecca Cox Phone 1-805-781-7510 Line Item Price Quantity UOM Ordered Taxable 1 Synology Network Storage Server (4) Contract 2018011-02 70,574.86 This line references Document (Contract Purchase Agreement) 800062. Promised 70,574.86 10/25/2023 Requested 10/25/2023 Requested and Promised Dates correspond to the date of arrival at the Ship-to Location. Line Total 70,574.86 1 Purchase Order 617864 Line Item Price Quantity UOM Ordered Taxable Total 70,574.86 2 Purchase Order 617869 Order Date 20-OCT-2023 Change Order 0 Change Order Date 20-OCT-2023 Revision 0 Ordered 12,066.77 USD INCLUDE PURCHASE ORDER NUMBER ON ALL INVOICES & CORRESPONDENCE SEND ALL INVOICES TO AP@SLOCITY.ORG INCLUDE DELIVER TO CITY STAFF CONTACT NAME ON ALL INVOICES Sold To City of San Luis Obispo 990 Palm Street SAN LUIS OBISPO, CA 93401 Supplier CDW Government Inc 75 Remittance Dr Ste 1515 CHICAGO, IL 60675 Bill To City of San Luis Obispo 990 Palm Street SAN LUIS OBISPO, CA 93401SAN LUIS OBISPO UNITED STATES Ship To 990 Palm Street SAN LUIS OBISPO, CA 93401SAN LUIS OBISPO UNITED STATES Notes USD = US Dollar PO for attached - CDWG - Quote NPQD362 Quest Maintenance for KACE Systems, 12/31/23-12/31/24 - NASPO Master Agreement Number: ADSPO16-130652, CA participating addendum number 7-16-70-37 (https: //www.naspovaluepoint.org/portfolio/software-var-2016-2022/). Customer Account Number Supplier Number Payment Terms Freight Terms FOB Shipping Method 141805 Net 30 Destination Confirm To Deliver To Contact Daniel Clancy Stephanie Couch Phone 1-805-781-7510 Line Item Price Quantity UOM Ordered Taxable 1 CDWG - Quote NPQD362 Quest Maintenance for KACE Systems, 12/31/23-12/31/24 - NASPO Master Agreement Number: ADSPO16-130652, CA participating addendum number 7-16-70-37 (https://www. naspovaluepoint. org/portfolio/software-var-2016- 2022/). 12,066.77 Supplier Item CDWG - Quote NPQD362 Quest Maintenance for KACE Systems, 12/31/23-12/31/24 - NASPO Master Agreement Number: ADSPO16-130652, CA participating addendum number 7-16-70-37 (https://www.naspovaluepoint.org/portfolio/software-var-2016-2022/). Promised 12,066.77 1 Purchase Order 617869 Line Item Price Quantity UOM Ordered Taxable 10/24/2023 Requested 10/24/2023 Requested and Promised Dates correspond to the date of arrival at the Ship-to Location. Line Total 12,066.77 Total 12,066.77 2 Purchase Order 617869 Proprietary and Confidential Contract Terms and Conditions Purchase Order Terms and Conditions Standard Purchase Order Terms & Conditions 1.Acceptance.By delivering the ordered goods or commencing performance under this Purchase Order,("Order")supplier agrees to the general terms,specifications,and conditions in or referenced by this document.If supplier and The City of San Luis Obispo ("City")have entered into a contract outside of this Order,the terms and conditions set forth in the contract shall prevail.Supplier's additional or different terms and conditions are expressly excluded from this Order and the City does not agree to such terms or conditions,unless such agreement is made expressly,in writing by the City's authorized representative,or a contract has been signed outside of this Order between the Supplier and The City. 2.Business License &Tax.Supplier must have a valid City of San Luis Obispo business tax certificate prior to the execution of the contract.Additional information regarding the City's business tax program may be obtained by calling (805)781-7134. 3.Abilityto Perform.Supplier warrants that it possesses,or has arranged through subcontracts,all capital and other equipment,labor,materials,and licenses necessary to carry out and complete the work hereunder in compliance with any and all federal,state,county,city,and special district laws,ordinances,and regulations. 4.Warranties.Supplier warrants that all goods delivered will be free from defects in workmanship,material,and manufacture;are new (not refurbished or reconditioned)unless otherwise stated in this Order;are of merchantable quality and fit for the purpose intended by the City to the extent that purpose has been disclosed to Supplier;complies with the requirements of this Order;and complies with all applicable laws and regulations.Supplier also warrants that all services performed under this Order shall be rendered in a good and workmanlike manner by skilled personnel in compliance with all applicable laws and regulations. 5.Changes.No change or modification in terms may be made without express authorization,in writing by the City's authorized representative. 6.Delivery.Supplier agrees that time is of the essence to delivery and any other performance required under this Order.No charge for delivery,parcel post,packing,cartage,insurance,license fees, permits,or any other purpose will be paid by the City unless it is expressly included on the face of this Order.Supplier must arrange for the lowest-cost transportation and prepay and add freight to its invoice.If delivery is made by a carrier,an itemized delivery ticket must be attached to the outside of the package.Each container or package must be marked with the Order number. 7.Laws to be Observed.Supplier shall keep itself fully informed of and shall observe and comply with all applicable state and federal laws and county and City of San Luis Obispo ordinances,regulations and adopted codes during its performance of the work. 8.Paymentof Taxes.The contract prices shall include full compensation for all taxes that Supplier is required to pay. 9.Permits and Licenses.Supplier shall procure all permits and licenses,pay all charges and fees,and give all notices necessary. 10.Safety Provisions.Supplier shall conform to the rules and regulations pertaining to safety established by OSHA and the California Division of Industrial Safety Public and Employee Safety.Whenever Supplier's operations create a condition hazardous to the public or City employees,it shall,at its expense and without cost to the City,furnish,erect and maintain such fences,temporary railings,barricades, lights,signs and other devices and take such other protective measures as are necessary to prevent accidents or damage or injury to the public and employees. 11.Preservation of City Property.Supplier shall provide and install suitable safeguards,approved by the City,to protect City property from injury or damage.If City property is injured or damaged as a result of Supplier's operations,it shall be replaced or restored at Supplier's expense.The facilities shall be replaced or restored to a condition as good as when the Supplier began work 12.ImmigrationAct of 1986.Supplier warrants on behalf of itself and all sub-suppliers engaged for the performance of this work that only persons authorized to work in the United States pursuant to the Immigration Reform and Control Act of 1986 and other applicable laws shall be employed in the performance of the work hereunder. 13.Supplier Non-Discrimination.In the performance of this work,Supplier agrees that it will not engage in,nor permit such sub-suppliers as it may employ,to engage in discrimination in the employment of persons because of age,race,color,sex,national origin or ancestry,sexual orientation,or religion of such persons. 14.Work Delays.Should Supplier be obstructed or delayed in the work required to be done hereunder by changes in the work or by any default,act,or omission of the City,or by strikes,fire,earthquake, or any other Act of God,or by the inability to obtain materials,equipment,or labor due to federal government restrictions arising out of defense or war programs,then the time of completion may,at the City's sole option,be extended for such periods as may be agreed upon by the City and the Supplier. 15.PaymentTerms.The City's payment terms are 30 days from the receipt of an original invoice and acceptance by the City of the services provided by Supplier (Net 30). 16.Inspection.Supplier shall furnish City with every reasonable opportunity for City to ascertain that the services of Supplier are being performed in accordance with the requirements and intentions of this contract.All work done and all materials furnished,if any,shall be subject to the City's inspection and approval.The inspection of such work shall not relieve Supplier of any of its obligations to fulfill its contract requirements. 17.Audit.The City shall have the option of inspecting and/or auditing all records and other written materials used by Supplier in preparing its invoices to City as a condition precedent to any payment to Supplier. 18.Interestsof Supplier.Supplier covenants that it presently has no interest,and shall not acquire any interest direct or indirect or otherwise,which would conflict in any manner or degree with the performance of the work hereunder.Supplier further covenants that,in the performance of this work,no sub-Supplier or person having such an interest shall be employed.Supplier certifies that no one who has or will have any financial interest in performing this work is an officer or employee of the City.It is hereby expressly agreed that,in the performance of the work hereunder,Supplier shall at all times be deemed an independent Supplier and not an agent or employee of the City. 19.Hold Harmless and Indemnification. (a)Non-design,non-construction Professional Services:To the fullest extent permitted by law (including,but not limited to California Civil Code Sections 2782 and 2782.8),Consultant shall indemnify, defend,and hold harmless the City,and its elected officials,officers,employees,volunteers,and agents ("City Indemnitees"),from and against any and all causes of action,claims,liabilities,obligations, judgments,or damages,including reasonable legal counsels'fees and costs of litigation ("claims"),arising out of the Consultant's performance or Consultant's failure to perform its obligations under this Agreement or out of the operations conducted by Consultant,including the City's active or passive negligence,except for such loss or damage arising from the sole negligence or willful misconduct of the 3 Purchase Order 617869 Proprietary and Confidential City.In the event the City Indemnitees are made a party to any action,lawsuit,or other adversarial proceeding arising from Consultant's performance of this Agreement,the Consultant shall provide a defense to the City Indemnitees or at the City's option,reimburse the City Indemnitees their costs of defense,including reasonable legal fees,incurred in defense of such claims. (b)Non-design,construction Professional Services:To the extent the Scope of Services involve a "construction contract"as that phrase is used in Civil Code Section 2783,this paragraph shall apply in place of paragraph A.To the fullest extent permitted by law (including,but not limited to California Civil Code Sections 2782 and 2782.8),Consultant shall indemnify,defend,and hold harmless the City, and its elected officials,officers,employees,volunteers,and agents ("City Indemnitees"),from and against any and all causes of action,claims,liabilities,obligations,judgments,or damages,including reasonable legal counsels'fees and costs of litigation ("claims"),arising out of the Consultant's performance or Consultant's failure to perform its obligations under this Agreement or out of the operations conducted by Consultant,except for such loss or damage arising from the active negligence,sole negligence or willful misconduct of the City.In the event the City Indemnitees are made a party to any action,lawsuit,or other adversarial proceeding arising from Consultant's performance of this Agreement,the Consultant shall provide a defense to the City Indemnitees or at the City's option,reimburse the City Indemnitees their costs of defense,including reasonable legal fees,incurred in defense of such claims. (c)Design Professional Services:In the event Consultant is a "design professional",and the Scope of Services require Consultant to provide "design professional services"as those phrases are used in Civil Code Section 2782.8,this paragraph shall apply in place of paragraphs A or B.To the fullest extent permitted by law (including,but not limited to California Civil Code Sections 2782 and 2782.8) Consultant shall indemnify,defend and hold harmless the City and its elected officials,officers,employees,volunteers and agents ("City Indemnitees"),from and against all claims,damages,injuries, losses,and expenses including costs,attorney fees,expert consultant and expert witness fees arising out of,pertaining to or relating to,the negligence,recklessness or willful misconduct of Consultant, except to the extent caused by the sole negligence,active negligence or willful misconduct of the City.Negligence,recklessness or willful misconduct of any subcontractor employed by Consultant shall be conclusively deemed to be the negligence,recklessness or willful misconduct of Consultant unless adequately corrected by Consultant.In the event the City Indemnitees are made a party to any action, lawsuit,or other adversarial proceeding arising from Consultant's performance of this Agreement,the Consultant shall provide a defense to the City Indemnitees or at the City's option,reimburse the City Indemnitees their costs of defense,including reasonable legal fees,incurred in defense of such claims.In no event shall the cost to defend charged to Consultant under this paragraph exceed Consultant's proportionate percentage of fault.However,notwithstanding the previous sentence,in the event one or more defendants are unable to pay its share of defense costs due to bankruptcy or dissolution of the business,Consultant shall meet and confer with other parties regarding unpaid defense costs. (d)The review,acceptance or approval of the Consultant's work or work product by any indemnified party shall not affect,relieve or reduce the Consultant's indemnification or defense obligations.This Section survives completion of the services or the termination of this contract.The provisions of this Section are not limited by and do not affect the provisions of this contract relating to insurance. 20.Contract Assignment.Supplier shall not assign,transfer,convey or otherwise dispose of the contract,or its right,title or interest,or its power to execute such a contract to any individual or business entity of any kind without the previous written consent of the City. 21.Termination for Convenience.The City may terminate all or part of this Agreement for any or no reason at any time by giving 30 days written notice to Contractor.Should the City terminate this Agreement for convenience,the City shall be liable as follows:(a)for standard or off-the-shelf products,a reasonable restocking charge not to exceed ten (10)percent of the total purchase price;(b)for custom products,the less of a reasonable price for the raw materials,components work in progress and any finished units on hand or the price per unit reflected on this Agreement.For termination of any services pursuant to this Agreement,the City's liability will be the lesser of a reasonable price for the services rendered prior to termination,or the price for the services reflected on this Agreement.Upon termination notice from the City,Contractor must,unless otherwise directed,cease work and follow the City's directions as to work in progress and finished goods. 22.Termination.If during the term of the contract,the City determines that the Contractor is not faithfully abiding by any term or condition contained herein,the City may notify the Contractor in writing of such defect or failure to perform.This notice must give the Contractor a 10 (ten)calendar day notice of time thereafter in which to perform said work or cure the deficiency.If the Contractor has not performed the work or cured the deficiency within the ten days specified in the notice,such shall constitute a breach of the contract and the City may terminate the contract immediately by written notice to the Contractor to said effect.Thereafter,neither party shall have any further duties,obligations,responsibilities,or rights under the contract except,however,any and all obligations of the Contractor's surety shall remain in full force and effect,and shall not be extinguished,reduced,or in any manner waived by the terminations thereof.In said event,the Contractor shall be entitled to the reasonable value of its services performed from the beginning date in which the breach occurs up to the day it received the City's Notice of Termination,minus any offset from such payment representing the City's damages from such breach."Reasonable value"includes fees or charges for goods or services as of the last milestone or task satisfactorily delivered or completed by the Contractor as may be set forth in the Agreement payment schedule;compensation for any other work,services or goods performed or provided by the Contractor shall be based solely on the City's assessment of the value of the work-in-progress in completing the overall work scope.The City reserves the right to delay any such payment until completion or confirmed abandonment of the project,as may be determined in the City's sole discretion,so as to permit a full and complete accounting of costs.In no event,however,shall the Contractor be entitled to receive in excess of the compensation quoted in its proposal. 23.Ownership of Materials.All original drawings,plan documents and other materials prepared by or in possession of Supplier as part of the work or services under these specifications shall become the permanent property of the City,and shall be delivered to the City upon demand. 24.Release of Reports and Information.Any reports,information,data,or other material is given to,prepared by or assembled by Supplier as part of the work or services under these specifications shall be the property of City,and shall not be made available to any individual or organization by Supplier without the prior written approval of the City. 25.Copies of Reports and Information.If the City requests additional copies of reports,drawings,specifications,or any other material in addition to what Supplier is required to furnish in limited quantities as part of the work or services under these specifications,Supplier shall provide such additional copies as are requested,and City shall compensate Supplier for the costs of duplicating of such copies at the Supplier's direct expense. 26.Insurance.Supplier shall procure and maintain for the duration of the Order insurance that is sufficient in scope and amount to permit Supplier to pay in the ordinary course of business against claims for injuries to persons or damages to property that may arise from or in connection with the performance of the work hereunder by Supplier,its agents,representatives,employees or sub-contractors. Supplier will maintain Workers Compensation insurance at statutory levels covering all employees who perform work under this Order. Additional Public Works Construction Purchase Order Terms & Conditions 1.Compensation for Authorized Additional Expenses.To receive compensation for additional expenses outside the scope of the project work,the Supplier shall obtain prior written authoriza-tion from the City to incur those expenses.Compensa-tion for these addition-al expenses shall include time and materials. 2.Payment Terms.The supplier may request one progress payment each month for work satisfactorily completed and accepted by the City.The City shall issue payment within 30 days.The City shall withhold 10 percent of each progress payment as retention to ensure resolution of any stop notices or liens.The City shall release this retention 35 days after filing a notice of completion. 3.Faithful Performance Bond.The supplier shall furnish a surety bond in the amount of 125 percent of the contract price guaranteeing the faithful performance of the contract,including any attorney's fees or other collection costs. 4.Work in the Right-of-Way or on City Property.For work on City managed property,the supplier/consultant shall obtain a no-fee encroachment permit.A Traffic Control Plan and Water Pollution Control Plan shall be submitted and approved prior to issuance of the permit unless determined by the City not to be required. 5.Prevailing Wage.The supplier and any subcontractors are required to pay prevailing wage and must be registered with the Department of Industrial Relations pursuant to Section 1725.5 of the Labor Code. 6.Insurance.The supplier shall procure and maintain for the duration of the contract insurance against claims for injuries to persons or dam-ages to property which may arise from or in connection with the performance of the work hereunder by the supplier,its agents,representatives,employees or subs. Minimum Scope of Insurance.Coverage shall be at least as broad as: 4 Purchase Order 617869 Proprietary and Confidential a.Insurance Services Office Commercial General Liability coverage (occurrence form CG 20 10 Prior to 1993 or CG 20 10 07 04 with CG 20 37 10 01 or the exact equivalent as determined by the City). b.Insurance Services Office form number CA 0001 (Ed.1/87)covering Automobile Liability,code 1 (any auto). c.Workers'Compensation insurance as required by the State of California and Employer's Liability Insurance. Minimum Limits of Insurance.The supplier shall maintain limits no less than: a.General Liability:$1,000,000 per occurrence for bodily injury,personal injury and property damage.If Commercial General Liability or other forms with a general aggregate limit is used,either the general aggregate limit shall apply separately to this project/location or the general aggregate limit shall be twice the required occurrence limit. b.Automobile Liability:$1,000,000 per accident for bodily injury and property damage. c.Employer's Liability:$1,000,000 per accident for bodily injury or disease. d.Deductibles and Self-Insured Retentions.Any deductibles or self-insured retentions must be declared to and approved by the City.At the option of the City,either:the insurer shall reduce or eliminate such deductibles or self-insured retentions as respects the City,its officers,officials,employees,and volunteers;or the supplier shall procure a bond guaranteeing payment of losses and related investigations,claim administration and defense expenses. Other Insurance Provisions.The general liability and automobile liability policies are to contain,or be endorsed to contain,the following provi-sions: a.The City,its officers,officials,employees,agents,and volunteers are to be covered as insureds as respects:liability arising out of activities performed by or on behalf of the supplier;products and completed operations of the supplier;premises owned,occupied or used by the supplier;or automobiles owned leased,hired or borrowed by the supplier.The coverage shall contain no special limitations on the scope of protection afforded to the City,its officers,officials,employees,agents or volunteers. b.For any claims related to this project,the supplier's insurance coverage shall be primary insurance as respects the City,its officers,officials,employees,agents,and volunteers.Any insur-ance or self- insurance maintained by the City,its officers,offi-cials,employees,agents or volunteers shall be excess of the supplier's insurance and shall not contribute with it. c.Any failure to comply with reporting or other provisions of the policies including breaches of warranties shall not affect coverage provided to the City,its officers,officials,employees,agents or volunteers. d.The supplier's insurance shall apply separately to each insured against whom claim is made or suit is brought,except with respect to the limits of the insurer's liability. e.Each insurance policy required by this clause shall be endorsed to state that coverage shall not be suspended,voided,canceled by either party,reduced in coverage or in limits except after thirty (30)days' prior written notice by certified mail,return receipt requested,has been given to the City. Acceptability of Insurers.Insurance is to be placed with insurers with a current A.M.Best's rating of no less than A:VII. Verification of Coverage.The supplier shall furnish the City with a certificate of insurance showing required coverage.Original endorse-ments affecting general liability and automobile liability coverage are also required by this clause.The endorsements are to be signed by a person authorized by that insurer to bind coverage on its behalf.All endorsements are to be received and approved by the City before work commences. Subcontractors.The supplier shall include all subcontractors as insured under its policies or shall furnish separate certifi-cates and endorsements for each subcontractor.All coverages for subcontractors shall be subject to all of the requirements stated herein. 5 Purchase Order 617871 Order Date 24-OCT-2023 Change Order 0 Change Order Date 24-OCT-2023 Revision 0 Ordered 2,513.52 USD INCLUDE PURCHASE ORDER NUMBER ON ALL INVOICES & CORRESPONDENCE SEND ALL INVOICES TO AP@SLOCITY.ORG INCLUDE DELIVER TO CITY STAFF CONTACT NAME ON ALL INVOICES Sold To City of San Luis Obispo 990 Palm Street SAN LUIS OBISPO, CA 93401 Supplier SHI International Corp 290 Davidson Ave SOMERSET, NJ 08873SOMERSET Bill To City of San Luis Obispo 990 Palm Street SAN LUIS OBISPO, CA 93401SAN LUIS OBISPO UNITED STATES Ship To 990 Palm Street SAN LUIS OBISPO, CA 93401SAN LUIS OBISPO UNITED STATES Notes USD = US Dollar PO for attached - SHI - Quote 24004493 Barracuda Load Balancer Renewal Qty 12 12.08.23-12.07.24 Customer Account Number Supplier Number Payment Terms Freight Terms FOB Shipping Method 461550 Net 30 Destination Confirm To Deliver To Contact Daniel Clancy Stephanie Couch Phone 1-805-781-7510 Line Item Price Quantity UOM Ordered Taxable 1 SHI - Quote 24004493 Barracuda Load Balancer Renewal Qty 12 12.08.23-12.07.24 2,513.52 Supplier Item SHI - Quote 24004493 Barracuda Load Balancer Renewal Qty 12 12.08.23-12.07.24 This line references Document (Contract Purchase Agreement) 800062. Promised 2,513.52 10/29/2023 Requested 10/29/2023 Requested and Promised Dates correspond to the date of arrival at the Ship-to Location. Line Total 2,513.52 1 Purchase Order 617871 Line Item Price Quantity UOM Ordered Taxable Total 2,513.52 2 Purchase Order 618043 Order Date 09-NOV-2023 Change Order 0 Change Order Date 09-NOV-2023 Revision 0 Ordered 8,550.00 USD INCLUDE PURCHASE ORDER NUMBER ON ALL INVOICES & CORRESPONDENCE SEND ALL INVOICES TO AP@SLOCITY.ORG INCLUDE DELIVER TO CITY STAFF CONTACT NAME ON ALL INVOICES Sold To City of San Luis Obispo 990 Palm Street SAN LUIS OBISPO, CA 93401 Supplier SHI International Corp 290 Davidson Ave SOMERSET, NJ 08873SOMERSET Bill To City of San Luis Obispo 990 Palm Street SAN LUIS OBISPO, CA 93401SAN LUIS OBISPO UNITED STATES Ship To 879 Morro Street SAN LUIS OBISPO, CA 93401SAN LUIS OBISPO UNITED STATES Notes USD = US Dollar PO for attached subscription Customer Account Number Supplier Number Payment Terms Freight Terms FOB Shipping Method 461550 Net 30 Destination Confirm To Deliver To Contact Daniel Clancy Antonio Aiello Phone 1-805-781-7510 Line Item Price Quantity UOM Ordered Taxable 1 Subscription 8,550.00 This line references Document (Contract Purchase Agreement) 800062. Promised 8,550.00 11/14/2023 Requested 11/14/2023 Requested and Promised Dates correspond to the date of arrival at the Ship-to Location. Line Total 8,550.00 Total 8,550.00 1 Purchase Order 618043 2 Purchase Order 618049 Order Date 14-NOV-2023 Change Order 0 Change Order Date 14-NOV-2023 Revision 0 Ordered 262.20 USD INCLUDE PURCHASE ORDER NUMBER ON ALL INVOICES & CORRESPONDENCE SEND ALL INVOICES TO AP@SLOCITY.ORG INCLUDE DELIVER TO CITY STAFF CONTACT NAME ON ALL INVOICES Sold To City of San Luis Obispo 990 Palm Street SAN LUIS OBISPO, CA 93401 Supplier SHI International Corp 290 Davidson Ave SOMERSET, NJ 08873SOMERSET Bill To City of San Luis Obispo 990 Palm Street SAN LUIS OBISPO, CA 93401SAN LUIS OBISPO UNITED STATES Ship To 990 Palm Street SAN LUIS OBISPO, CA 93401SAN LUIS OBISPO UNITED STATES Notes USD = US Dollar PO for attached - SHI - Quote 24162289 Adobe Acrobat Pro Qty 10 10.26.23-02.26.24 Customer Account Number Supplier Number Payment Terms Freight Terms FOB Shipping Method 461550 Net 30 Destination Confirm To Deliver To Contact Daniel Clancy Stephanie Couch Phone 1-805-781-7510 Line Item Price Quantity UOM Ordered Taxable 1 SHI - Quote 24162289 Adobe Acrobat Pro Qty 10 10.26.23- 02.26.24 262.20 Supplier Item SHI - Quote 24162289 Adobe Acrobat Pro Qty 10 10.26.23-02.26.24 This line references Document (Contract Purchase Agreement) 800062. Promised 262.20 11/19/2023 Requested 11/19/2023 Requested and Promised Dates correspond to the date of arrival at the Ship-to Location. Line Total 262.20 1 Purchase Order 618049 Line Item Price Quantity UOM Ordered Taxable Total 262.20 2 Purchase Order 618167 Order Date 22-NOV-2023 Change Order 0 Change Order Date 22-NOV-2023 Revision 0 Ordered 849.11 USD INCLUDE PURCHASE ORDER NUMBER ON ALL INVOICES & CORRESPONDENCE SEND ALL INVOICES TO AP@SLOCITY.ORG INCLUDE DELIVER TO CITY STAFF CONTACT NAME ON ALL INVOICES Sold To City of San Luis Obispo 990 Palm Street SAN LUIS OBISPO, CA 93401 Supplier DELL MARKETING L P c/o Dell USA LP PO BOX 910916 PASADENA, CA 91110LOS ANGELES Bill To City of San Luis Obispo 990 Palm Street SAN LUIS OBISPO, CA 93401SAN LUIS OBISPO UNITED STATES Ship To 990 Palm Street SAN LUIS OBISPO, CA 93401SAN LUIS OBISPO UNITED STATES Notes USD = US Dollar PO for Dell - Purchase ID 2009562785245 CPLA for Mike Tate Customer Account Number Supplier Number Payment Terms Freight Terms FOB Shipping Method 10039 Net 30 Destination Confirm To Deliver To Contact Daniel Clancy Stephanie Couch Phone 1-805-781-7510 Line Item Price Quantity UOM Ordered Taxable 1 Dell - Purchase ID 2009562785245 CPLA for Mike Tate 849.11 Supplier Item Dell - Purchase ID 2009562785245 CPLA for Mike Tate Promised 849.11 11/27/2023 Requested 11/27/2023 Requested and Promised Dates correspond to the date of arrival at the Ship-to Location. Line Total 849.11 1 Purchase Order 618167 Line Item Price Quantity UOM Ordered Taxable Total 849.11 2 Purchase Order 618167 Proprietary and Confidential Contract Terms and Conditions Purchase Order Terms and Conditions Standard Purchase Order Terms & Conditions 1.Acceptance.By delivering the ordered goods or commencing performance under this Purchase Order,("Order")supplier agrees to the general terms,specifications,and conditions in or referenced by this document.If supplier and The City of San Luis Obispo ("City")have entered into a contract outside of this Order,the terms and conditions set forth in the contract shall prevail.Supplier's additional or different terms and conditions are expressly excluded from this Order and the City does not agree to such terms or conditions,unless such agreement is made expressly,in writing by the City's authorized representative,or a contract has been signed outside of this Order between the Supplier and The City. 2.Business License &Tax.Supplier must have a valid City of San Luis Obispo business tax certificate prior to the execution of the contract.Additional information regarding the City's business tax program may be obtained by calling (805)781-7134. 3.Abilityto Perform.Supplier warrants that it possesses,or has arranged through subcontracts,all capital and other equipment,labor,materials,and licenses necessary to carry out and complete the work hereunder in compliance with any and all federal,state,county,city,and special district laws,ordinances,and regulations. 4.Warranties.Supplier warrants that all goods delivered will be free from defects in workmanship,material,and manufacture;are new (not refurbished or reconditioned)unless otherwise stated in this Order;are of merchantable quality and fit for the purpose intended by the City to the extent that purpose has been disclosed to Supplier;complies with the requirements of this Order;and complies with all applicable laws and regulations.Supplier also warrants that all services performed under this Order shall be rendered in a good and workmanlike manner by skilled personnel in compliance with all applicable laws and regulations. 5.Changes.No change or modification in terms may be made without express authorization,in writing by the City's authorized representative. 6.Delivery.Supplier agrees that time is of the essence to delivery and any other performance required under this Order.No charge for delivery,parcel post,packing,cartage,insurance,license fees, permits,or any other purpose will be paid by the City unless it is expressly included on the face of this Order.Supplier must arrange for the lowest-cost transportation and prepay and add freight to its invoice.If delivery is made by a carrier,an itemized delivery ticket must be attached to the outside of the package.Each container or package must be marked with the Order number. 7.Laws to be Observed.Supplier shall keep itself fully informed of and shall observe and comply with all applicable state and federal laws and county and City of San Luis Obispo ordinances,regulations and adopted codes during its performance of the work. 8.Paymentof Taxes.The contract prices shall include full compensation for all taxes that Supplier is required to pay. 9.Permits and Licenses.Supplier shall procure all permits and licenses,pay all charges and fees,and give all notices necessary. 10.Safety Provisions.Supplier shall conform to the rules and regulations pertaining to safety established by OSHA and the California Division of Industrial Safety Public and Employee Safety.Whenever Supplier's operations create a condition hazardous to the public or City employees,it shall,at its expense and without cost to the City,furnish,erect and maintain such fences,temporary railings,barricades, lights,signs and other devices and take such other protective measures as are necessary to prevent accidents or damage or injury to the public and employees. 11.Preservation of City Property.Supplier shall provide and install suitable safeguards,approved by the City,to protect City property from injury or damage.If City property is injured or damaged as a result of Supplier's operations,it shall be replaced or restored at Supplier's expense.The facilities shall be replaced or restored to a condition as good as when the Supplier began work 12.ImmigrationAct of 1986.Supplier warrants on behalf of itself and all sub-suppliers engaged for the performance of this work that only persons authorized to work in the United States pursuant to the Immigration Reform and Control Act of 1986 and other applicable laws shall be employed in the performance of the work hereunder. 13.Supplier Non-Discrimination.In the performance of this work,Supplier agrees that it will not engage in,nor permit such sub-suppliers as it may employ,to engage in discrimination in the employment of persons because of age,race,color,sex,national origin or ancestry,sexual orientation,or religion of such persons. 14.Work Delays.Should Supplier be obstructed or delayed in the work required to be done hereunder by changes in the work or by any default,act,or omission of the City,or by strikes,fire,earthquake, or any other Act of God,or by the inability to obtain materials,equipment,or labor due to federal government restrictions arising out of defense or war programs,then the time of completion may,at the City's sole option,be extended for such periods as may be agreed upon by the City and the Supplier. 15.PaymentTerms.The City's payment terms are 30 days from the receipt of an original invoice and acceptance by the City of the services provided by Supplier (Net 30). 16.Inspection.Supplier shall furnish City with every reasonable opportunity for City to ascertain that the services of Supplier are being performed in accordance with the requirements and intentions of this contract.All work done and all materials furnished,if any,shall be subject to the City's inspection and approval.The inspection of such work shall not relieve Supplier of any of its obligations to fulfill its contract requirements. 17.Audit.The City shall have the option of inspecting and/or auditing all records and other written materials used by Supplier in preparing its invoices to City as a condition precedent to any payment to Supplier. 18.Interestsof Supplier.Supplier covenants that it presently has no interest,and shall not acquire any interest direct or indirect or otherwise,which would conflict in any manner or degree with the performance of the work hereunder.Supplier further covenants that,in the performance of this work,no sub-Supplier or person having such an interest shall be employed.Supplier certifies that no one who has or will have any financial interest in performing this work is an officer or employee of the City.It is hereby expressly agreed that,in the performance of the work hereunder,Supplier shall at all times be deemed an independent Supplier and not an agent or employee of the City. 19.Hold Harmless and Indemnification. (a)Non-design,non-construction Professional Services:To the fullest extent permitted by law (including,but not limited to California Civil Code Sections 2782 and 2782.8),Consultant shall indemnify, defend,and hold harmless the City,and its elected officials,officers,employees,volunteers,and agents ("City Indemnitees"),from and against any and all causes of action,claims,liabilities,obligations, judgments,or damages,including reasonable legal counsels'fees and costs of litigation ("claims"),arising out of the Consultant's performance or Consultant's failure to perform its obligations under this Agreement or out of the operations conducted by Consultant,including the City's active or passive negligence,except for such loss or damage arising from the sole negligence or willful misconduct of the 3 Purchase Order 618167 Proprietary and Confidential City.In the event the City Indemnitees are made a party to any action,lawsuit,or other adversarial proceeding arising from Consultant's performance of this Agreement,the Consultant shall provide a defense to the City Indemnitees or at the City's option,reimburse the City Indemnitees their costs of defense,including reasonable legal fees,incurred in defense of such claims. (b)Non-design,construction Professional Services:To the extent the Scope of Services involve a "construction contract"as that phrase is used in Civil Code Section 2783,this paragraph shall apply in place of paragraph A.To the fullest extent permitted by law (including,but not limited to California Civil Code Sections 2782 and 2782.8),Consultant shall indemnify,defend,and hold harmless the City, and its elected officials,officers,employees,volunteers,and agents ("City Indemnitees"),from and against any and all causes of action,claims,liabilities,obligations,judgments,or damages,including reasonable legal counsels'fees and costs of litigation ("claims"),arising out of the Consultant's performance or Consultant's failure to perform its obligations under this Agreement or out of the operations conducted by Consultant,except for such loss or damage arising from the active negligence,sole negligence or willful misconduct of the City.In the event the City Indemnitees are made a party to any action,lawsuit,or other adversarial proceeding arising from Consultant's performance of this Agreement,the Consultant shall provide a defense to the City Indemnitees or at the City's option,reimburse the City Indemnitees their costs of defense,including reasonable legal fees,incurred in defense of such claims. (c)Design Professional Services:In the event Consultant is a "design professional",and the Scope of Services require Consultant to provide "design professional services"as those phrases are used in Civil Code Section 2782.8,this paragraph shall apply in place of paragraphs A or B.To the fullest extent permitted by law (including,but not limited to California Civil Code Sections 2782 and 2782.8) Consultant shall indemnify,defend and hold harmless the City and its elected officials,officers,employees,volunteers and agents ("City Indemnitees"),from and against all claims,damages,injuries, losses,and expenses including costs,attorney fees,expert consultant and expert witness fees arising out of,pertaining to or relating to,the negligence,recklessness or willful misconduct of Consultant, except to the extent caused by the sole negligence,active negligence or willful misconduct of the City.Negligence,recklessness or willful misconduct of any subcontractor employed by Consultant shall be conclusively deemed to be the negligence,recklessness or willful misconduct of Consultant unless adequately corrected by Consultant.In the event the City Indemnitees are made a party to any action, lawsuit,or other adversarial proceeding arising from Consultant's performance of this Agreement,the Consultant shall provide a defense to the City Indemnitees or at the City's option,reimburse the City Indemnitees their costs of defense,including reasonable legal fees,incurred in defense of such claims.In no event shall the cost to defend charged to Consultant under this paragraph exceed Consultant's proportionate percentage of fault.However,notwithstanding the previous sentence,in the event one or more defendants are unable to pay its share of defense costs due to bankruptcy or dissolution of the business,Consultant shall meet and confer with other parties regarding unpaid defense costs. (d)The review,acceptance or approval of the Consultant's work or work product by any indemnified party shall not affect,relieve or reduce the Consultant's indemnification or defense obligations.This Section survives completion of the services or the termination of this contract.The provisions of this Section are not limited by and do not affect the provisions of this contract relating to insurance. 20.Contract Assignment.Supplier shall not assign,transfer,convey or otherwise dispose of the contract,or its right,title or interest,or its power to execute such a contract to any individual or business entity of any kind without the previous written consent of the City. 21.Termination for Convenience.The City may terminate all or part of this Agreement for any or no reason at any time by giving 30 days written notice to Contractor.Should the City terminate this Agreement for convenience,the City shall be liable as follows:(a)for standard or off-the-shelf products,a reasonable restocking charge not to exceed ten (10)percent of the total purchase price;(b)for custom products,the less of a reasonable price for the raw materials,components work in progress and any finished units on hand or the price per unit reflected on this Agreement.For termination of any services pursuant to this Agreement,the City's liability will be the lesser of a reasonable price for the services rendered prior to termination,or the price for the services reflected on this Agreement.Upon termination notice from the City,Contractor must,unless otherwise directed,cease work and follow the City's directions as to work in progress and finished goods. 22.Termination.If during the term of the contract,the City determines that the Contractor is not faithfully abiding by any term or condition contained herein,the City may notify the Contractor in writing of such defect or failure to perform.This notice must give the Contractor a 10 (ten)calendar day notice of time thereafter in which to perform said work or cure the deficiency.If the Contractor has not performed the work or cured the deficiency within the ten days specified in the notice,such shall constitute a breach of the contract and the City may terminate the contract immediately by written notice to the Contractor to said effect.Thereafter,neither party shall have any further duties,obligations,responsibilities,or rights under the contract except,however,any and all obligations of the Contractor's surety shall remain in full force and effect,and shall not be extinguished,reduced,or in any manner waived by the terminations thereof.In said event,the Contractor shall be entitled to the reasonable value of its services performed from the beginning date in which the breach occurs up to the day it received the City's Notice of Termination,minus any offset from such payment representing the City's damages from such breach."Reasonable value"includes fees or charges for goods or services as of the last milestone or task satisfactorily delivered or completed by the Contractor as may be set forth in the Agreement payment schedule;compensation for any other work,services or goods performed or provided by the Contractor shall be based solely on the City's assessment of the value of the work-in-progress in completing the overall work scope.The City reserves the right to delay any such payment until completion or confirmed abandonment of the project,as may be determined in the City's sole discretion,so as to permit a full and complete accounting of costs.In no event,however,shall the Contractor be entitled to receive in excess of the compensation quoted in its proposal. 23.Ownership of Materials.All original drawings,plan documents and other materials prepared by or in possession of Supplier as part of the work or services under these specifications shall become the permanent property of the City,and shall be delivered to the City upon demand. 24.Release of Reports and Information.Any reports,information,data,or other material is given to,prepared by or assembled by Supplier as part of the work or services under these specifications shall be the property of City,and shall not be made available to any individual or organization by Supplier without the prior written approval of the City. 25.Copies of Reports and Information.If the City requests additional copies of reports,drawings,specifications,or any other material in addition to what Supplier is required to furnish in limited quantities as part of the work or services under these specifications,Supplier shall provide such additional copies as are requested,and City shall compensate Supplier for the costs of duplicating of such copies at the Supplier's direct expense. 26.Insurance.Supplier shall procure and maintain for the duration of the Order insurance that is sufficient in scope and amount to permit Supplier to pay in the ordinary course of business against claims for injuries to persons or damages to property that may arise from or in connection with the performance of the work hereunder by Supplier,its agents,representatives,employees or sub-contractors. Supplier will maintain Workers Compensation insurance at statutory levels covering all employees who perform work under this Order. Additional Public Works Construction Purchase Order Terms & Conditions 1.Compensation for Authorized Additional Expenses.To receive compensation for additional expenses outside the scope of the project work,the Supplier shall obtain prior written authoriza-tion from the City to incur those expenses.Compensa-tion for these addition-al expenses shall include time and materials. 2.Payment Terms.The supplier may request one progress payment each month for work satisfactorily completed and accepted by the City.The City shall issue payment within 30 days.The City shall withhold 10 percent of each progress payment as retention to ensure resolution of any stop notices or liens.The City shall release this retention 35 days after filing a notice of completion. 3.Faithful Performance Bond.The supplier shall furnish a surety bond in the amount of 125 percent of the contract price guaranteeing the faithful performance of the contract,including any attorney's fees or other collection costs. 4.Work in the Right-of-Way or on City Property.For work on City managed property,the supplier/consultant shall obtain a no-fee encroachment permit.A Traffic Control Plan and Water Pollution Control Plan shall be submitted and approved prior to issuance of the permit unless determined by the City not to be required. 5.Prevailing Wage.The supplier and any subcontractors are required to pay prevailing wage and must be registered with the Department of Industrial Relations pursuant to Section 1725.5 of the Labor Code. 6.Insurance.The supplier shall procure and maintain for the duration of the contract insurance against claims for injuries to persons or dam-ages to property which may arise from or in connection with the performance of the work hereunder by the supplier,its agents,representatives,employees or subs. Minimum Scope of Insurance.Coverage shall be at least as broad as: 4 Purchase Order 618167 Proprietary and Confidential a.Insurance Services Office Commercial General Liability coverage (occurrence form CG 20 10 Prior to 1993 or CG 20 10 07 04 with CG 20 37 10 01 or the exact equivalent as determined by the City). b.Insurance Services Office form number CA 0001 (Ed.1/87)covering Automobile Liability,code 1 (any auto). c.Workers'Compensation insurance as required by the State of California and Employer's Liability Insurance. Minimum Limits of Insurance.The supplier shall maintain limits no less than: a.General Liability:$1,000,000 per occurrence for bodily injury,personal injury and property damage.If Commercial General Liability or other forms with a general aggregate limit is used,either the general aggregate limit shall apply separately to this project/location or the general aggregate limit shall be twice the required occurrence limit. b.Automobile Liability:$1,000,000 per accident for bodily injury and property damage. c.Employer's Liability:$1,000,000 per accident for bodily injury or disease. d.Deductibles and Self-Insured Retentions.Any deductibles or self-insured retentions must be declared to and approved by the City.At the option of the City,either:the insurer shall reduce or eliminate such deductibles or self-insured retentions as respects the City,its officers,officials,employees,and volunteers;or the supplier shall procure a bond guaranteeing payment of losses and related investigations,claim administration and defense expenses. Other Insurance Provisions.The general liability and automobile liability policies are to contain,or be endorsed to contain,the following provi-sions: a.The City,its officers,officials,employees,agents,and volunteers are to be covered as insureds as respects:liability arising out of activities performed by or on behalf of the supplier;products and completed operations of the supplier;premises owned,occupied or used by the supplier;or automobiles owned leased,hired or borrowed by the supplier.The coverage shall contain no special limitations on the scope of protection afforded to the City,its officers,officials,employees,agents or volunteers. b.For any claims related to this project,the supplier's insurance coverage shall be primary insurance as respects the City,its officers,officials,employees,agents,and volunteers.Any insur-ance or self- insurance maintained by the City,its officers,offi-cials,employees,agents or volunteers shall be excess of the supplier's insurance and shall not contribute with it. c.Any failure to comply with reporting or other provisions of the policies including breaches of warranties shall not affect coverage provided to the City,its officers,officials,employees,agents or volunteers. d.The supplier's insurance shall apply separately to each insured against whom claim is made or suit is brought,except with respect to the limits of the insurer's liability. e.Each insurance policy required by this clause shall be endorsed to state that coverage shall not be suspended,voided,canceled by either party,reduced in coverage or in limits except after thirty (30)days' prior written notice by certified mail,return receipt requested,has been given to the City. Acceptability of Insurers.Insurance is to be placed with insurers with a current A.M.Best's rating of no less than A:VII. Verification of Coverage.The supplier shall furnish the City with a certificate of insurance showing required coverage.Original endorse-ments affecting general liability and automobile liability coverage are also required by this clause.The endorsements are to be signed by a person authorized by that insurer to bind coverage on its behalf.All endorsements are to be received and approved by the City before work commences. Subcontractors.The supplier shall include all subcontractors as insured under its policies or shall furnish separate certifi-cates and endorsements for each subcontractor.All coverages for subcontractors shall be subject to all of the requirements stated herein. 5 Purchase Order 618421 Order Date 22-DEC-2023 Change Order 0 Change Order Date 22-DEC-2023 Revision 0 Ordered 312.00 USD INCLUDE PURCHASE ORDER NUMBER ON ALL INVOICES & CORRESPONDENCE SEND ALL INVOICES TO AP@SLOCITY.ORG INCLUDE DELIVER TO CITY STAFF CONTACT NAME ON ALL INVOICES Sold To City of San Luis Obispo 990 Palm Street SAN LUIS OBISPO, CA 93401 Supplier SHI International Corp 290 Davidson Ave SOMERSET, NJ 08873SOMERSET Bill To City of San Luis Obispo 990 Palm Street SAN LUIS OBISPO, CA 93401SAN LUIS OBISPO UNITED STATES Ship To 990 Palm Street SAN LUIS OBISPO, CA 93401SAN LUIS OBISPO UNITED STATES Notes USD = US Dollar PO for attached - SHI - Quote 24311816 Veeam Backup for O365 Qty 20 Customer Account Number Supplier Number Payment Terms Freight Terms FOB Shipping Method 461550 Net 30 Destination Confirm To Deliver To Contact Daniel Clancy Stephanie Couch Phone 1-805-781-7510 Line Item Price Quantity UOM Ordered Taxable 1 SHI - Quote 24311816 Veeam Backup for O365 Qty 20 312.00 Supplier Item SHI - Quote 24311816 Veeam Backup for O365 Qty 20 This line references Document (Contract Purchase Agreement) 800062. Promised 312.00 12/27/2023 Requested 12/27/2023 Requested and Promised Dates correspond to the date of arrival at the Ship-to Location. Line Total 312.00 1 Purchase Order 618421 Line Item Price Quantity UOM Ordered Taxable Total 312.00 2 Purchase Order 618500 Order Date 16-JAN-2024 Change Order 0 Change Order Date 16-JAN-2024 Revision 0 Ordered 1,080.40 USD INCLUDE PURCHASE ORDER NUMBER ON ALL INVOICES & CORRESPONDENCE SEND ALL INVOICES TO AP@SLOCITY.ORG INCLUDE DELIVER TO CITY STAFF CONTACT NAME ON ALL INVOICES Sold To City of San Luis Obispo 990 Palm Street SAN LUIS OBISPO, CA 93401 Supplier SHI International Corp 290 Davidson Ave SOMERSET, NJ 08873SOMERSET Bill To City of San Luis Obispo 990 Palm Street SAN LUIS OBISPO, CA 93401SAN LUIS OBISPO UNITED STATES Ship To 990 Palm Street SAN LUIS OBISPO, CA 93401SAN LUIS OBISPO UNITED STATES Notes USD = US Dollar PO for attached quote - SHI - Quote 24368505 Cisco Duo Licenses Qty 40 Customer Account Number Supplier Number Payment Terms Freight Terms FOB Shipping Method 461550 Net 30 Destination Confirm To Deliver To Contact Daniel Clancy Stephanie Couch Phone 1-805-781-7510 Line Item Price Quantity UOM Ordered Taxable 1 SHI - Quote 24368505 Cisco Duo Licenses Qty 40 1,080.40 Supplier Item SHI - Quote 24368505 Cisco Duo Licenses Qty 40 This line references Document (Contract Purchase Agreement) 800062. Promised 1,080.40 01/17/2024 Requested 01/17/2024 Requested and Promised Dates correspond to the date of arrival at the Ship-to Location. Line Total 1,080.40 1 Purchase Order 618500 Line Item Price Quantity UOM Ordered Taxable Total 1,080.40 2 Purchase Order 618514 Order Date 18-JAN-2024 Change Order 0 Change Order Date 18-JAN-2024 Revision 0 Ordered 52,927.00 USD INCLUDE PURCHASE ORDER NUMBER ON ALL INVOICES & CORRESPONDENCE SEND ALL INVOICES TO AP@SLOCITY.ORG INCLUDE DELIVER TO CITY STAFF CONTACT NAME ON ALL INVOICES Sold To City of San Luis Obispo 990 Palm Street SAN LUIS OBISPO, CA 93401 Supplier SHI International Corp 290 Davidson Ave SOMERSET, NJ 08873SOMERSET Bill To City of San Luis Obispo 990 Palm Street SAN LUIS OBISPO, CA 93401SAN LUIS OBISPO UNITED STATES Ship To 990 Palm Street SAN LUIS OBISPO, CA 93401SAN LUIS OBISPO UNITED STATES Notes USD = US Dollar PO for attached - SHI - Quote 24358401 Omnia Partners Year 2 of 3, 3/1/24-2/28/25 Customer Account Number Supplier Number Payment Terms Freight Terms FOB Shipping Method 461550 Net 30 Destination Confirm To Deliver To Contact Daniel Clancy Stephanie Couch Phone 1-805-781-7510 Line Item Price Quantity UOM Ordered Taxable 1 SHI - Quote 24358401 Omnia Partners Year 2 of 3, 3/1/24- 2/28/25 52,927.00 Supplier Item SHI - Quote 24358401 Omnia Partners Year 2 of 3, 3/1/24-2/28/25 This line references Document (Contract Purchase Agreement) 800062. Promised 52,927.00 01/22/2024 Requested 01/22/2024 Requested and Promised Dates correspond to the date of arrival at the Ship-to Location. Line Total 52,927.00 1 Purchase Order 618514 Line Item Price Quantity UOM Ordered Taxable Total 52,927.00 2 Purchase Order 618520 Order Date 18-JAN-2024 Change Order 1 Change Order Date 05-MAR-2024 Revision 1 Ordered 1,192.34 USD INCLUDE PURCHASE ORDER NUMBER ON ALL INVOICES & CORRESPONDENCE SEND ALL INVOICES TO AP@SLOCITY.ORG INCLUDE DELIVER TO CITY STAFF CONTACT NAME ON ALL INVOICES Sold To City of San Luis Obispo 990 Palm Street SAN LUIS OBISPO, CA 93401 Supplier SHI International Corp 290 Davidson Ave SOMERSET, NJ 08873SOMERSET Bill To City of San Luis Obispo 990 Palm Street SAN LUIS OBISPO, CA 93401SAN LUIS OBISPO UNITED STATES Ship To 990 Palm Street SAN LUIS OBISPO, CA 93401SAN LUIS OBISPO UNITED STATES Notes USD = US Dollar PO for attached - SHI - Quote 24368711 Duo Fob Qty 40 Customer Account Number Supplier Number Payment Terms Freight Terms FOB Shipping Method 461550 Net 30 Destination Confirm To Deliver To Contact Daniel Clancy Stephanie Couch Phone 1-805-781-7510 Line Item Price Quantity UOM Ordered Taxable 1 SHI - Quote 24368711 Duo Fob Qty 40 1,192.34 Supplier Item SHI - Quote 24368711 Duo Fob Qty 40 This line references Document (Contract Purchase Agreement) 800062. Promised 1,192.34 01/23/2024 Requested 01/23/2024 Requested and Promised Dates correspond to the date of arrival at the Ship-to Location. Line Total 1,192.34 1 Purchase Order 618520 Change Order 1 Line Item Price Quantity UOM Ordered Taxable Total 1,192.34 2 Purchase Order 618591 Order Date 23-JAN-2024 Change Order 0 Change Order Date 23-JAN-2024 Revision 0 Ordered 26,750.70 USD INCLUDE PURCHASE ORDER NUMBER ON ALL INVOICES & CORRESPONDENCE SEND ALL INVOICES TO AP@SLOCITY.ORG INCLUDE DELIVER TO CITY STAFF CONTACT NAME ON ALL INVOICES Sold To City of San Luis Obispo 990 Palm Street SAN LUIS OBISPO, CA 93401 Supplier SHI International Corp 290 Davidson Ave SOMERSET, NJ 08873SOMERSET Bill To City of San Luis Obispo 990 Palm Street SAN LUIS OBISPO, CA 93401SAN LUIS OBISPO UNITED STATES Ship To 990 Palm Street SAN LUIS OBISPO, CA 93401SAN LUIS OBISPO UNITED STATES Notes USD = US Dollar PO for attached - SHI - Quote 24397182 Adobe Acrobat Pro Licenses Qty 180 (NASPO - Contract # ADSPO16-130651 Subcontract # 7-16-70-36) Customer Account Number Supplier Number Payment Terms Freight Terms FOB Shipping Method 461550 Net 30 Destination Confirm To Deliver To Contact Daniel Clancy Stephanie Couch Phone 1-805-781-7510 Line Item Price Quantity UOM Ordered Taxable 1 SHI - Quote 24397182 Adobe Acrobat Pro Licenses Qty 180 (NASPO - Contract # ADSPO16- 130651 Subcontract # 7-16-70- 36) 26,750.70 Supplier Item SHI - Quote 24397182 Adobe Acrobat Pro Licenses Qty 180 This line references Document (Contract Purchase Agreement) 800062. Promised 26,750.70 01/28/2024 Requested 01/28/2024 Requested and Promised Dates correspond to the date of arrival at the Ship-to Location. 1 Purchase Order 618591 Line Item Price Quantity UOM Ordered Taxable Line Total 26,750.70 Total 26,750.70 2 Purchase Order 618613 Order Date 24-JAN-2024 Change Order 0 Change Order Date 24-JAN-2024 Revision 0 Ordered 13,023.26 USD INCLUDE PURCHASE ORDER NUMBER ON ALL INVOICES & CORRESPONDENCE SEND ALL INVOICES TO AP@SLOCITY.ORG INCLUDE DELIVER TO CITY STAFF CONTACT NAME ON ALL INVOICES Sold To City of San Luis Obispo 990 Palm Street SAN LUIS OBISPO, CA 93401 Supplier Zoom Video Communications, Inc. 55 Almaden Blvd., 6th Floor SAN JOSE, CA 95113SANTA CLARA Bill To City of San Luis Obispo 990 Palm Street SAN LUIS OBISPO, CA 93401SAN LUIS OBISPO UNITED STATES Ship To 990 Palm Street SAN LUIS OBISPO, CA 93401SAN LUIS OBISPO UNITED STATES Notes USD = US Dollar PO for Zoom License for Council and Advisory Body Meetings Customer Account Number Supplier Number Payment Terms Freight Terms FOB Shipping Method 11285 Net 30 Destination Confirm To Deliver To Contact Daniel Clancy Teresa Purrington Phone 1-805-781-7510 Line Item Price Quantity UOM Ordered Taxable 1 Zoom License for Council and Advisory Body Meetings 13,023.26 Promised 13,023.26 01/29/2024 Requested 01/29/2024 Requested and Promised Dates correspond to the date of arrival at the Ship-to Location. Line Total 13,023.26 Total 13,023.26 1 Purchase Order 618613 2 Purchase Order 618613 Proprietary and Confidential Contract Terms and Conditions Purchase Order Terms and Conditions Standard Purchase Order Terms & Conditions 1.Acceptance.By delivering the ordered goods or commencing performance under this Purchase Order,("Order")supplier agrees to the general terms,specifications,and conditions in or referenced by this document.If supplier and The City of San Luis Obispo ("City")have entered into a contract outside of this Order,the terms and conditions set forth in the contract shall prevail.Supplier's additional or different terms and conditions are expressly excluded from this Order and the City does not agree to such terms or conditions,unless such agreement is made expressly,in writing by the City's authorized representative,or a contract has been signed outside of this Order between the Supplier and The City. 2.Business License &Tax.Supplier must have a valid City of San Luis Obispo business tax certificate prior to the execution of the contract.Additional information regarding the City's business tax program may be obtained by calling (805)781-7134. 3.Abilityto Perform.Supplier warrants that it possesses,or has arranged through subcontracts,all capital and other equipment,labor,materials,and licenses necessary to carry out and complete the work hereunder in compliance with any and all federal,state,county,city,and special district laws,ordinances,and regulations. 4.Warranties.Supplier warrants that all goods delivered will be free from defects in workmanship,material,and manufacture;are new (not refurbished or reconditioned)unless otherwise stated in this Order;are of merchantable quality and fit for the purpose intended by the City to the extent that purpose has been disclosed to Supplier;complies with the requirements of this Order;and complies with all applicable laws and regulations.Supplier also warrants that all services performed under this Order shall be rendered in a good and workmanlike manner by skilled personnel in compliance with all applicable laws and regulations. 5.Changes.No change or modification in terms may be made without express authorization,in writing by the City's authorized representative. 6.Delivery.Supplier agrees that time is of the essence to delivery and any other performance required under this Order.No charge for delivery,parcel post,packing,cartage,insurance,license fees, permits,or any other purpose will be paid by the City unless it is expressly included on the face of this Order.Supplier must arrange for the lowest-cost transportation and prepay and add freight to its invoice.If delivery is made by a carrier,an itemized delivery ticket must be attached to the outside of the package.Each container or package must be marked with the Order number. 7.Laws to be Observed.Supplier shall keep itself fully informed of and shall observe and comply with all applicable state and federal laws and county and City of San Luis Obispo ordinances,regulations and adopted codes during its performance of the work. 8.Paymentof Taxes.The contract prices shall include full compensation for all taxes that Supplier is required to pay. 9.Permits and Licenses.Supplier shall procure all permits and licenses,pay all charges and fees,and give all notices necessary. 10.Safety Provisions.Supplier shall conform to the rules and regulations pertaining to safety established by OSHA and the California Division of Industrial Safety Public and Employee Safety.Whenever Supplier's operations create a condition hazardous to the public or City employees,it shall,at its expense and without cost to the City,furnish,erect and maintain such fences,temporary railings,barricades, lights,signs and other devices and take such other protective measures as are necessary to prevent accidents or damage or injury to the public and employees. 11.Preservation of City Property.Supplier shall provide and install suitable safeguards,approved by the City,to protect City property from injury or damage.If City property is injured or damaged as a result of Supplier's operations,it shall be replaced or restored at Supplier's expense.The facilities shall be replaced or restored to a condition as good as when the Supplier began work 12.ImmigrationAct of 1986.Supplier warrants on behalf of itself and all sub-suppliers engaged for the performance of this work that only persons authorized to work in the United States pursuant to the Immigration Reform and Control Act of 1986 and other applicable laws shall be employed in the performance of the work hereunder. 13.Supplier Non-Discrimination.In the performance of this work,Supplier agrees that it will not engage in,nor permit such sub-suppliers as it may employ,to engage in discrimination in the employment of persons because of age,race,color,sex,national origin or ancestry,sexual orientation,or religion of such persons. 14.Work Delays.Should Supplier be obstructed or delayed in the work required to be done hereunder by changes in the work or by any default,act,or omission of the City,or by strikes,fire,earthquake, or any other Act of God,or by the inability to obtain materials,equipment,or labor due to federal government restrictions arising out of defense or war programs,then the time of completion may,at the City's sole option,be extended for such periods as may be agreed upon by the City and the Supplier. 15.PaymentTerms.The City's payment terms are 30 days from the receipt of an original invoice and acceptance by the City of the services provided by Supplier (Net 30). 16.Inspection.Supplier shall furnish City with every reasonable opportunity for City to ascertain that the services of Supplier are being performed in accordance with the requirements and intentions of this contract.All work done and all materials furnished,if any,shall be subject to the City's inspection and approval.The inspection of such work shall not relieve Supplier of any of its obligations to fulfill its contract requirements. 17.Audit.The City shall have the option of inspecting and/or auditing all records and other written materials used by Supplier in preparing its invoices to City as a condition precedent to any payment to Supplier. 18.Interestsof Supplier.Supplier covenants that it presently has no interest,and shall not acquire any interest direct or indirect or otherwise,which would conflict in any manner or degree with the performance of the work hereunder.Supplier further covenants that,in the performance of this work,no sub-Supplier or person having such an interest shall be employed.Supplier certifies that no one who has or will have any financial interest in performing this work is an officer or employee of the City.It is hereby expressly agreed that,in the performance of the work hereunder,Supplier shall at all times be deemed an independent Supplier and not an agent or employee of the City. 19.Hold Harmless and Indemnification. (a)Non-design,non-construction Professional Services:To the fullest extent permitted by law (including,but not limited to California Civil Code Sections 2782 and 2782.8),Consultant shall indemnify, defend,and hold harmless the City,and its elected officials,officers,employees,volunteers,and agents ("City Indemnitees"),from and against any and all causes of action,claims,liabilities,obligations, judgments,or damages,including reasonable legal counsels'fees and costs of litigation ("claims"),arising out of the Consultant's performance or Consultant's failure to perform its obligations under this Agreement or out of the operations conducted by Consultant,including the City's active or passive negligence,except for such loss or damage arising from the sole negligence or willful misconduct of the 3 Purchase Order 618613 Proprietary and Confidential City.In the event the City Indemnitees are made a party to any action,lawsuit,or other adversarial proceeding arising from Consultant's performance of this Agreement,the Consultant shall provide a defense to the City Indemnitees or at the City's option,reimburse the City Indemnitees their costs of defense,including reasonable legal fees,incurred in defense of such claims. (b)Non-design,construction Professional Services:To the extent the Scope of Services involve a "construction contract"as that phrase is used in Civil Code Section 2783,this paragraph shall apply in place of paragraph A.To the fullest extent permitted by law (including,but not limited to California Civil Code Sections 2782 and 2782.8),Consultant shall indemnify,defend,and hold harmless the City, and its elected officials,officers,employees,volunteers,and agents ("City Indemnitees"),from and against any and all causes of action,claims,liabilities,obligations,judgments,or damages,including reasonable legal counsels'fees and costs of litigation ("claims"),arising out of the Consultant's performance or Consultant's failure to perform its obligations under this Agreement or out of the operations conducted by Consultant,except for such loss or damage arising from the active negligence,sole negligence or willful misconduct of the City.In the event the City Indemnitees are made a party to any action,lawsuit,or other adversarial proceeding arising from Consultant's performance of this Agreement,the Consultant shall provide a defense to the City Indemnitees or at the City's option,reimburse the City Indemnitees their costs of defense,including reasonable legal fees,incurred in defense of such claims. (c)Design Professional Services:In the event Consultant is a "design professional",and the Scope of Services require Consultant to provide "design professional services"as those phrases are used in Civil Code Section 2782.8,this paragraph shall apply in place of paragraphs A or B.To the fullest extent permitted by law (including,but not limited to California Civil Code Sections 2782 and 2782.8) Consultant shall indemnify,defend and hold harmless the City and its elected officials,officers,employees,volunteers and agents ("City Indemnitees"),from and against all claims,damages,injuries, losses,and expenses including costs,attorney fees,expert consultant and expert witness fees arising out of,pertaining to or relating to,the negligence,recklessness or willful misconduct of Consultant, except to the extent caused by the sole negligence,active negligence or willful misconduct of the City.Negligence,recklessness or willful misconduct of any subcontractor employed by Consultant shall be conclusively deemed to be the negligence,recklessness or willful misconduct of Consultant unless adequately corrected by Consultant.In the event the City Indemnitees are made a party to any action, lawsuit,or other adversarial proceeding arising from Consultant's performance of this Agreement,the Consultant shall provide a defense to the City Indemnitees or at the City's option,reimburse the City Indemnitees their costs of defense,including reasonable legal fees,incurred in defense of such claims.In no event shall the cost to defend charged to Consultant under this paragraph exceed Consultant's proportionate percentage of fault.However,notwithstanding the previous sentence,in the event one or more defendants are unable to pay its share of defense costs due to bankruptcy or dissolution of the business,Consultant shall meet and confer with other parties regarding unpaid defense costs. (d)The review,acceptance or approval of the Consultant's work or work product by any indemnified party shall not affect,relieve or reduce the Consultant's indemnification or defense obligations.This Section survives completion of the services or the termination of this contract.The provisions of this Section are not limited by and do not affect the provisions of this contract relating to insurance. 20.Contract Assignment.Supplier shall not assign,transfer,convey or otherwise dispose of the contract,or its right,title or interest,or its power to execute such a contract to any individual or business entity of any kind without the previous written consent of the City. 21.Termination for Convenience.The City may terminate all or part of this Agreement for any or no reason at any time by giving 30 days written notice to Contractor.Should the City terminate this Agreement for convenience,the City shall be liable as follows:(a)for standard or off-the-shelf products,a reasonable restocking charge not to exceed ten (10)percent of the total purchase price;(b)for custom products,the less of a reasonable price for the raw materials,components work in progress and any finished units on hand or the price per unit reflected on this Agreement.For termination of any services pursuant to this Agreement,the City's liability will be the lesser of a reasonable price for the services rendered prior to termination,or the price for the services reflected on this Agreement.Upon termination notice from the City,Contractor must,unless otherwise directed,cease work and follow the City's directions as to work in progress and finished goods. 22.Termination.If during the term of the contract,the City determines that the Contractor is not faithfully abiding by any term or condition contained herein,the City may notify the Contractor in writing of such defect or failure to perform.This notice must give the Contractor a 10 (ten)calendar day notice of time thereafter in which to perform said work or cure the deficiency.If the Contractor has not performed the work or cured the deficiency within the ten days specified in the notice,such shall constitute a breach of the contract and the City may terminate the contract immediately by written notice to the Contractor to said effect.Thereafter,neither party shall have any further duties,obligations,responsibilities,or rights under the contract except,however,any and all obligations of the Contractor's surety shall remain in full force and effect,and shall not be extinguished,reduced,or in any manner waived by the terminations thereof.In said event,the Contractor shall be entitled to the reasonable value of its services performed from the beginning date in which the breach occurs up to the day it received the City's Notice of Termination,minus any offset from such payment representing the City's damages from such breach."Reasonable value"includes fees or charges for goods or services as of the last milestone or task satisfactorily delivered or completed by the Contractor as may be set forth in the Agreement payment schedule;compensation for any other work,services or goods performed or provided by the Contractor shall be based solely on the City's assessment of the value of the work-in-progress in completing the overall work scope.The City reserves the right to delay any such payment until completion or confirmed abandonment of the project,as may be determined in the City's sole discretion,so as to permit a full and complete accounting of costs.In no event,however,shall the Contractor be entitled to receive in excess of the compensation quoted in its proposal. 23.Ownership of Materials.All original drawings,plan documents and other materials prepared by or in possession of Supplier as part of the work or services under these specifications shall become the permanent property of the City,and shall be delivered to the City upon demand. 24.Release of Reports and Information.Any reports,information,data,or other material is given to,prepared by or assembled by Supplier as part of the work or services under these specifications shall be the property of City,and shall not be made available to any individual or organization by Supplier without the prior written approval of the City. 25.Copies of Reports and Information.If the City requests additional copies of reports,drawings,specifications,or any other material in addition to what Supplier is required to furnish in limited quantities as part of the work or services under these specifications,Supplier shall provide such additional copies as are requested,and City shall compensate Supplier for the costs of duplicating of such copies at the Supplier's direct expense. 26.Insurance.Supplier shall procure and maintain for the duration of the Order insurance that is sufficient in scope and amount to permit Supplier to pay in the ordinary course of business against claims for injuries to persons or damages to property that may arise from or in connection with the performance of the work hereunder by Supplier,its agents,representatives,employees or sub-contractors. Supplier will maintain Workers Compensation insurance at statutory levels covering all employees who perform work under this Order. Additional Public Works Construction Purchase Order Terms & Conditions 1.Compensation for Authorized Additional Expenses.To receive compensation for additional expenses outside the scope of the project work,the Supplier shall obtain prior written authoriza-tion from the City to incur those expenses.Compensa-tion for these addition-al expenses shall include time and materials. 2.Payment Terms.The supplier may request one progress payment each month for work satisfactorily completed and accepted by the City.The City shall issue payment within 30 days.The City shall withhold 10 percent of each progress payment as retention to ensure resolution of any stop notices or liens.The City shall release this retention 35 days after filing a notice of completion. 3.Faithful Performance Bond.The supplier shall furnish a surety bond in the amount of 125 percent of the contract price guaranteeing the faithful performance of the contract,including any attorney's fees or other collection costs. 4.Work in the Right-of-Way or on City Property.For work on City managed property,the supplier/consultant shall obtain a no-fee encroachment permit.A Traffic Control Plan and Water Pollution Control Plan shall be submitted and approved prior to issuance of the permit unless determined by the City not to be required. 5.Prevailing Wage.The supplier and any subcontractors are required to pay prevailing wage and must be registered with the Department of Industrial Relations pursuant to Section 1725.5 of the Labor Code. 6.Insurance.The supplier shall procure and maintain for the duration of the contract insurance against claims for injuries to persons or dam-ages to property which may arise from or in connection with the performance of the work hereunder by the supplier,its agents,representatives,employees or subs. Minimum Scope of Insurance.Coverage shall be at least as broad as: 4 Purchase Order 618613 Proprietary and Confidential a.Insurance Services Office Commercial General Liability coverage (occurrence form CG 20 10 Prior to 1993 or CG 20 10 07 04 with CG 20 37 10 01 or the exact equivalent as determined by the City). b.Insurance Services Office form number CA 0001 (Ed.1/87)covering Automobile Liability,code 1 (any auto). c.Workers'Compensation insurance as required by the State of California and Employer's Liability Insurance. Minimum Limits of Insurance.The supplier shall maintain limits no less than: a.General Liability:$1,000,000 per occurrence for bodily injury,personal injury and property damage.If Commercial General Liability or other forms with a general aggregate limit is used,either the general aggregate limit shall apply separately to this project/location or the general aggregate limit shall be twice the required occurrence limit. b.Automobile Liability:$1,000,000 per accident for bodily injury and property damage. c.Employer's Liability:$1,000,000 per accident for bodily injury or disease. d.Deductibles and Self-Insured Retentions.Any deductibles or self-insured retentions must be declared to and approved by the City.At the option of the City,either:the insurer shall reduce or eliminate such deductibles or self-insured retentions as respects the City,its officers,officials,employees,and volunteers;or the supplier shall procure a bond guaranteeing payment of losses and related investigations,claim administration and defense expenses. Other Insurance Provisions.The general liability and automobile liability policies are to contain,or be endorsed to contain,the following provi-sions: a.The City,its officers,officials,employees,agents,and volunteers are to be covered as insureds as respects:liability arising out of activities performed by or on behalf of the supplier;products and completed operations of the supplier;premises owned,occupied or used by the supplier;or automobiles owned leased,hired or borrowed by the supplier.The coverage shall contain no special limitations on the scope of protection afforded to the City,its officers,officials,employees,agents or volunteers. b.For any claims related to this project,the supplier's insurance coverage shall be primary insurance as respects the City,its officers,officials,employees,agents,and volunteers.Any insur-ance or self- insurance maintained by the City,its officers,offi-cials,employees,agents or volunteers shall be excess of the supplier's insurance and shall not contribute with it. c.Any failure to comply with reporting or other provisions of the policies including breaches of warranties shall not affect coverage provided to the City,its officers,officials,employees,agents or volunteers. d.The supplier's insurance shall apply separately to each insured against whom claim is made or suit is brought,except with respect to the limits of the insurer's liability. e.Each insurance policy required by this clause shall be endorsed to state that coverage shall not be suspended,voided,canceled by either party,reduced in coverage or in limits except after thirty (30)days' prior written notice by certified mail,return receipt requested,has been given to the City. Acceptability of Insurers.Insurance is to be placed with insurers with a current A.M.Best's rating of no less than A:VII. Verification of Coverage.The supplier shall furnish the City with a certificate of insurance showing required coverage.Original endorse-ments affecting general liability and automobile liability coverage are also required by this clause.The endorsements are to be signed by a person authorized by that insurer to bind coverage on its behalf.All endorsements are to be received and approved by the City before work commences. Subcontractors.The supplier shall include all subcontractors as insured under its policies or shall furnish separate certifi-cates and endorsements for each subcontractor.All coverages for subcontractors shall be subject to all of the requirements stated herein. 5 Purchase Order 618616 Order Date 24-JAN-2024 Change Order 1 Change Order Date 06-FEB-2024 Revision 1 Ordered 235,231.38 USD INCLUDE PURCHASE ORDER NUMBER ON ALL INVOICES & CORRESPONDENCE SEND ALL INVOICES TO AP@SLOCITY.ORG INCLUDE DELIVER TO CITY STAFF CONTACT NAME ON ALL INVOICES Sold To City of San Luis Obispo 990 Palm Street SAN LUIS OBISPO, CA 93401 Supplier DLT Solutions, LLC 2411 Dulles Corner Park Ste 800 HERNDON, VA 20171 Bill To City of San Luis Obispo 990 Palm Street SAN LUIS OBISPO, CA 93401SAN LUIS OBISPO UNITED STATES Ship To 990 Palm Street SAN LUIS OBISPO, CA 93401SAN LUIS OBISPO UNITED STATES Notes USD = US Dollar PO for attached - DLT - Oracle Fusion Financials Cloud Service 02.25.24-02.24.25 Customer Account Number Supplier Number Payment Terms Freight Terms FOB Shipping Method 10095 Net 30 Destination Confirm To Deliver To Contact Daniel Clancy Stephanie Couch Phone 1-805-781-7510 Line Item Price Quantity UOM Ordered Taxable 1 DLT - Quote 5210418 Oracle Fusion Financials Cloud Service 02.25.24-02.24.25 (Contract Serial No. 180233 Omnia Partners – Oracle Products and Services) 235,231.38 Supplier Item DLT - Oracle Fusion Financials Cloud Service 02.25.24-02.24.25 Promised 235,231.38 01/30/2024 Requested 01/30/2024 Requested and Promised Dates correspond to the date of arrival at the Ship-to Location. 1 Purchase Order 618616 Change Order 1 Line Item Price Quantity UOM Ordered Taxable Line Total 235,231.38 Total 235,231.38 2 Purchase Order 618616 Proprietary and Confidential Contract Terms and Conditions Purchase Order Terms and Conditions Standard Purchase Order Terms & Conditions 1.Acceptance.By delivering the ordered goods or commencing performance under this Purchase Order,("Order")supplier agrees to the general terms,specifications,and conditions in or referenced by this document.If supplier and The City of San Luis Obispo ("City")have entered into a contract outside of this Order,the terms and conditions set forth in the contract shall prevail.Supplier's additional or different terms and conditions are expressly excluded from this Order and the City does not agree to such terms or conditions,unless such agreement is made expressly,in writing by the City's authorized representative,or a contract has been signed outside of this Order between the Supplier and The City. 2.Business License &Tax.Supplier must have a valid City of San Luis Obispo business tax certificate prior to the execution of the contract.Additional information regarding the City's business tax program may be obtained by calling (805)781-7134. 3.Abilityto Perform.Supplier warrants that it possesses,or has arranged through subcontracts,all capital and other equipment,labor,materials,and licenses necessary to carry out and complete the work hereunder in compliance with any and all federal,state,county,city,and special district laws,ordinances,and regulations. 4.Warranties.Supplier warrants that all goods delivered will be free from defects in workmanship,material,and manufacture;are new (not refurbished or reconditioned)unless otherwise stated in this Order;are of merchantable quality and fit for the purpose intended by the City to the extent that purpose has been disclosed to Supplier;complies with the requirements of this Order;and complies with all applicable laws and regulations.Supplier also warrants that all services performed under this Order shall be rendered in a good and workmanlike manner by skilled personnel in compliance with all applicable laws and regulations. 5.Changes.No change or modification in terms may be made without express authorization,in writing by the City's authorized representative. 6.Delivery.Supplier agrees that time is of the essence to delivery and any other performance required under this Order.No charge for delivery,parcel post,packing,cartage,insurance,license fees, permits,or any other purpose will be paid by the City unless it is expressly included on the face of this Order.Supplier must arrange for the lowest-cost transportation and prepay and add freight to its invoice.If delivery is made by a carrier,an itemized delivery ticket must be attached to the outside of the package.Each container or package must be marked with the Order number. 7.Laws to be Observed.Supplier shall keep itself fully informed of and shall observe and comply with all applicable state and federal laws and county and City of San Luis Obispo ordinances,regulations and adopted codes during its performance of the work. 8.Paymentof Taxes.The contract prices shall include full compensation for all taxes that Supplier is required to pay. 9.Permits and Licenses.Supplier shall procure all permits and licenses,pay all charges and fees,and give all notices necessary. 10.Safety Provisions.Supplier shall conform to the rules and regulations pertaining to safety established by OSHA and the California Division of Industrial Safety Public and Employee Safety.Whenever Supplier's operations create a condition hazardous to the public or City employees,it shall,at its expense and without cost to the City,furnish,erect and maintain such fences,temporary railings,barricades, lights,signs and other devices and take such other protective measures as are necessary to prevent accidents or damage or injury to the public and employees. 11.Preservation of City Property.Supplier shall provide and install suitable safeguards,approved by the City,to protect City property from injury or damage.If City property is injured or damaged as a result of Supplier's operations,it shall be replaced or restored at Supplier's expense.The facilities shall be replaced or restored to a condition as good as when the Supplier began work 12.ImmigrationAct of 1986.Supplier warrants on behalf of itself and all sub-suppliers engaged for the performance of this work that only persons authorized to work in the United States pursuant to the Immigration Reform and Control Act of 1986 and other applicable laws shall be employed in the performance of the work hereunder. 13.Supplier Non-Discrimination.In the performance of this work,Supplier agrees that it will not engage in,nor permit such sub-suppliers as it may employ,to engage in discrimination in the employment of persons because of age,race,color,sex,national origin or ancestry,sexual orientation,or religion of such persons. 14.Work Delays.Should Supplier be obstructed or delayed in the work required to be done hereunder by changes in the work or by any default,act,or omission of the City,or by strikes,fire,earthquake, or any other Act of God,or by the inability to obtain materials,equipment,or labor due to federal government restrictions arising out of defense or war programs,then the time of completion may,at the City's sole option,be extended for such periods as may be agreed upon by the City and the Supplier. 15.PaymentTerms.The City's payment terms are 30 days from the receipt of an original invoice and acceptance by the City of the services provided by Supplier (Net 30). 16.Inspection.Supplier shall furnish City with every reasonable opportunity for City to ascertain that the services of Supplier are being performed in accordance with the requirements and intentions of this contract.All work done and all materials furnished,if any,shall be subject to the City's inspection and approval.The inspection of such work shall not relieve Supplier of any of its obligations to fulfill its contract requirements. 17.Audit.The City shall have the option of inspecting and/or auditing all records and other written materials used by Supplier in preparing its invoices to City as a condition precedent to any payment to Supplier. 18.Interestsof Supplier.Supplier covenants that it presently has no interest,and shall not acquire any interest direct or indirect or otherwise,which would conflict in any manner or degree with the performance of the work hereunder.Supplier further covenants that,in the performance of this work,no sub-Supplier or person having such an interest shall be employed.Supplier certifies that no one who has or will have any financial interest in performing this work is an officer or employee of the City.It is hereby expressly agreed that,in the performance of the work hereunder,Supplier shall at all times be deemed an independent Supplier and not an agent or employee of the City. 19.Hold Harmless and Indemnification. (a)Non-design,non-construction Professional Services:To the fullest extent permitted by law (including,but not limited to California Civil Code Sections 2782 and 2782.8),Consultant shall indemnify, defend,and hold harmless the City,and its elected officials,officers,employees,volunteers,and agents ("City Indemnitees"),from and against any and all causes of action,claims,liabilities,obligations, judgments,or damages,including reasonable legal counsels'fees and costs of litigation ("claims"),arising out of the Consultant's performance or Consultant's failure to perform its obligations under this Agreement or out of the operations conducted by Consultant,including the City's active or passive negligence,except for such loss or damage arising from the sole negligence or willful misconduct of the 3 Purchase Order 618616 Proprietary and Confidential City.In the event the City Indemnitees are made a party to any action,lawsuit,or other adversarial proceeding arising from Consultant's performance of this Agreement,the Consultant shall provide a defense to the City Indemnitees or at the City's option,reimburse the City Indemnitees their costs of defense,including reasonable legal fees,incurred in defense of such claims. (b)Non-design,construction Professional Services:To the extent the Scope of Services involve a "construction contract"as that phrase is used in Civil Code Section 2783,this paragraph shall apply in place of paragraph A.To the fullest extent permitted by law (including,but not limited to California Civil Code Sections 2782 and 2782.8),Consultant shall indemnify,defend,and hold harmless the City, and its elected officials,officers,employees,volunteers,and agents ("City Indemnitees"),from and against any and all causes of action,claims,liabilities,obligations,judgments,or damages,including reasonable legal counsels'fees and costs of litigation ("claims"),arising out of the Consultant's performance or Consultant's failure to perform its obligations under this Agreement or out of the operations conducted by Consultant,except for such loss or damage arising from the active negligence,sole negligence or willful misconduct of the City.In the event the City Indemnitees are made a party to any action,lawsuit,or other adversarial proceeding arising from Consultant's performance of this Agreement,the Consultant shall provide a defense to the City Indemnitees or at the City's option,reimburse the City Indemnitees their costs of defense,including reasonable legal fees,incurred in defense of such claims. (c)Design Professional Services:In the event Consultant is a "design professional",and the Scope of Services require Consultant to provide "design professional services"as those phrases are used in Civil Code Section 2782.8,this paragraph shall apply in place of paragraphs A or B.To the fullest extent permitted by law (including,but not limited to California Civil Code Sections 2782 and 2782.8) Consultant shall indemnify,defend and hold harmless the City and its elected officials,officers,employees,volunteers and agents ("City Indemnitees"),from and against all claims,damages,injuries, losses,and expenses including costs,attorney fees,expert consultant and expert witness fees arising out of,pertaining to or relating to,the negligence,recklessness or willful misconduct of Consultant, except to the extent caused by the sole negligence,active negligence or willful misconduct of the City.Negligence,recklessness or willful misconduct of any subcontractor employed by Consultant shall be conclusively deemed to be the negligence,recklessness or willful misconduct of Consultant unless adequately corrected by Consultant.In the event the City Indemnitees are made a party to any action, lawsuit,or other adversarial proceeding arising from Consultant's performance of this Agreement,the Consultant shall provide a defense to the City Indemnitees or at the City's option,reimburse the City Indemnitees their costs of defense,including reasonable legal fees,incurred in defense of such claims.In no event shall the cost to defend charged to Consultant under this paragraph exceed Consultant's proportionate percentage of fault.However,notwithstanding the previous sentence,in the event one or more defendants are unable to pay its share of defense costs due to bankruptcy or dissolution of the business,Consultant shall meet and confer with other parties regarding unpaid defense costs. (d)The review,acceptance or approval of the Consultant's work or work product by any indemnified party shall not affect,relieve or reduce the Consultant's indemnification or defense obligations.This Section survives completion of the services or the termination of this contract.The provisions of this Section are not limited by and do not affect the provisions of this contract relating to insurance. 20.Contract Assignment.Supplier shall not assign,transfer,convey or otherwise dispose of the contract,or its right,title or interest,or its power to execute such a contract to any individual or business entity of any kind without the previous written consent of the City. 21.Termination for Convenience.The City may terminate all or part of this Agreement for any or no reason at any time by giving 30 days written notice to Contractor.Should the City terminate this Agreement for convenience,the City shall be liable as follows:(a)for standard or off-the-shelf products,a reasonable restocking charge not to exceed ten (10)percent of the total purchase price;(b)for custom products,the less of a reasonable price for the raw materials,components work in progress and any finished units on hand or the price per unit reflected on this Agreement.For termination of any services pursuant to this Agreement,the City's liability will be the lesser of a reasonable price for the services rendered prior to termination,or the price for the services reflected on this Agreement.Upon termination notice from the City,Contractor must,unless otherwise directed,cease work and follow the City's directions as to work in progress and finished goods. 22.Termination.If during the term of the contract,the City determines that the Contractor is not faithfully abiding by any term or condition contained herein,the City may notify the Contractor in writing of such defect or failure to perform.This notice must give the Contractor a 10 (ten)calendar day notice of time thereafter in which to perform said work or cure the deficiency.If the Contractor has not performed the work or cured the deficiency within the ten days specified in the notice,such shall constitute a breach of the contract and the City may terminate the contract immediately by written notice to the Contractor to said effect.Thereafter,neither party shall have any further duties,obligations,responsibilities,or rights under the contract except,however,any and all obligations of the Contractor's surety shall remain in full force and effect,and shall not be extinguished,reduced,or in any manner waived by the terminations thereof.In said event,the Contractor shall be entitled to the reasonable value of its services performed from the beginning date in which the breach occurs up to the day it received the City's Notice of Termination,minus any offset from such payment representing the City's damages from such breach."Reasonable value"includes fees or charges for goods or services as of the last milestone or task satisfactorily delivered or completed by the Contractor as may be set forth in the Agreement payment schedule;compensation for any other work,services or goods performed or provided by the Contractor shall be based solely on the City's assessment of the value of the work-in-progress in completing the overall work scope.The City reserves the right to delay any such payment until completion or confirmed abandonment of the project,as may be determined in the City's sole discretion,so as to permit a full and complete accounting of costs.In no event,however,shall the Contractor be entitled to receive in excess of the compensation quoted in its proposal. 23.Ownership of Materials.All original drawings,plan documents and other materials prepared by or in possession of Supplier as part of the work or services under these specifications shall become the permanent property of the City,and shall be delivered to the City upon demand. 24.Release of Reports and Information.Any reports,information,data,or other material is given to,prepared by or assembled by Supplier as part of the work or services under these specifications shall be the property of City,and shall not be made available to any individual or organization by Supplier without the prior written approval of the City. 25.Copies of Reports and Information.If the City requests additional copies of reports,drawings,specifications,or any other material in addition to what Supplier is required to furnish in limited quantities as part of the work or services under these specifications,Supplier shall provide such additional copies as are requested,and City shall compensate Supplier for the costs of duplicating of such copies at the Supplier's direct expense. 26.Insurance.Supplier shall procure and maintain for the duration of the Order insurance that is sufficient in scope and amount to permit Supplier to pay in the ordinary course of business against claims for injuries to persons or damages to property that may arise from or in connection with the performance of the work hereunder by Supplier,its agents,representatives,employees or sub-contractors. Supplier will maintain Workers Compensation insurance at statutory levels covering all employees who perform work under this Order. Additional Public Works Construction Purchase Order Terms & Conditions 1.Compensation for Authorized Additional Expenses.To receive compensation for additional expenses outside the scope of the project work,the Supplier shall obtain prior written authoriza-tion from the City to incur those expenses.Compensa-tion for these addition-al expenses shall include time and materials. 2.Payment Terms.The supplier may request one progress payment each month for work satisfactorily completed and accepted by the City.The City shall issue payment within 30 days.The City shall withhold 10 percent of each progress payment as retention to ensure resolution of any stop notices or liens.The City shall release this retention 35 days after filing a notice of completion. 3.Faithful Performance Bond.The supplier shall furnish a surety bond in the amount of 125 percent of the contract price guaranteeing the faithful performance of the contract,including any attorney's fees or other collection costs. 4.Work in the Right-of-Way or on City Property.For work on City managed property,the supplier/consultant shall obtain a no-fee encroachment permit.A Traffic Control Plan and Water Pollution Control Plan shall be submitted and approved prior to issuance of the permit unless determined by the City not to be required. 5.Prevailing Wage.The supplier and any subcontractors are required to pay prevailing wage and must be registered with the Department of Industrial Relations pursuant to Section 1725.5 of the Labor Code. 6.Insurance.The supplier shall procure and maintain for the duration of the contract insurance against claims for injuries to persons or dam-ages to property which may arise from or in connection with the performance of the work hereunder by the supplier,its agents,representatives,employees or subs. Minimum Scope of Insurance.Coverage shall be at least as broad as: 4 Purchase Order 618616 Proprietary and Confidential a.Insurance Services Office Commercial General Liability coverage (occurrence form CG 20 10 Prior to 1993 or CG 20 10 07 04 with CG 20 37 10 01 or the exact equivalent as determined by the City). b.Insurance Services Office form number CA 0001 (Ed.1/87)covering Automobile Liability,code 1 (any auto). c.Workers'Compensation insurance as required by the State of California and Employer's Liability Insurance. Minimum Limits of Insurance.The supplier shall maintain limits no less than: a.General Liability:$1,000,000 per occurrence for bodily injury,personal injury and property damage.If Commercial General Liability or other forms with a general aggregate limit is used,either the general aggregate limit shall apply separately to this project/location or the general aggregate limit shall be twice the required occurrence limit. b.Automobile Liability:$1,000,000 per accident for bodily injury and property damage. c.Employer's Liability:$1,000,000 per accident for bodily injury or disease. d.Deductibles and Self-Insured Retentions.Any deductibles or self-insured retentions must be declared to and approved by the City.At the option of the City,either:the insurer shall reduce or eliminate such deductibles or self-insured retentions as respects the City,its officers,officials,employees,and volunteers;or the supplier shall procure a bond guaranteeing payment of losses and related investigations,claim administration and defense expenses. Other Insurance Provisions.The general liability and automobile liability policies are to contain,or be endorsed to contain,the following provi-sions: a.The City,its officers,officials,employees,agents,and volunteers are to be covered as insureds as respects:liability arising out of activities performed by or on behalf of the supplier;products and completed operations of the supplier;premises owned,occupied or used by the supplier;or automobiles owned leased,hired or borrowed by the supplier.The coverage shall contain no special limitations on the scope of protection afforded to the City,its officers,officials,employees,agents or volunteers. b.For any claims related to this project,the supplier's insurance coverage shall be primary insurance as respects the City,its officers,officials,employees,agents,and volunteers.Any insur-ance or self- insurance maintained by the City,its officers,offi-cials,employees,agents or volunteers shall be excess of the supplier's insurance and shall not contribute with it. c.Any failure to comply with reporting or other provisions of the policies including breaches of warranties shall not affect coverage provided to the City,its officers,officials,employees,agents or volunteers. d.The supplier's insurance shall apply separately to each insured against whom claim is made or suit is brought,except with respect to the limits of the insurer's liability. e.Each insurance policy required by this clause shall be endorsed to state that coverage shall not be suspended,voided,canceled by either party,reduced in coverage or in limits except after thirty (30)days' prior written notice by certified mail,return receipt requested,has been given to the City. Acceptability of Insurers.Insurance is to be placed with insurers with a current A.M.Best's rating of no less than A:VII. Verification of Coverage.The supplier shall furnish the City with a certificate of insurance showing required coverage.Original endorse-ments affecting general liability and automobile liability coverage are also required by this clause.The endorsements are to be signed by a person authorized by that insurer to bind coverage on its behalf.All endorsements are to be received and approved by the City before work commences. Subcontractors.The supplier shall include all subcontractors as insured under its policies or shall furnish separate certifi-cates and endorsements for each subcontractor.All coverages for subcontractors shall be subject to all of the requirements stated herein. 5 Purchase Order 618758 Order Date 07-FEB-2024 Change Order 0 Change Order Date 07-FEB-2024 Revision 0 Ordered 1,060.90 USD INCLUDE PURCHASE ORDER NUMBER ON ALL INVOICES & CORRESPONDENCE SEND ALL INVOICES TO AP@SLOCITY.ORG INCLUDE DELIVER TO CITY STAFF CONTACT NAME ON ALL INVOICES Sold To City of San Luis Obispo 990 Palm Street SAN LUIS OBISPO, CA 93401 Supplier SHI International Corp 290 Davidson Ave SOMERSET, NJ 08873SOMERSET Bill To City of San Luis Obispo 990 Palm Street SAN LUIS OBISPO, CA 93401SAN LUIS OBISPO UNITED STATES Ship To 990 Palm Street SAN LUIS OBISPO, CA 93401SAN LUIS OBISPO UNITED STATES Notes USD = US Dollar PO for attached quote - SHI - Quote 24448856 Adobe Acrobat Pro Qty 10 Customer Account Number Supplier Number Payment Terms Freight Terms FOB Shipping Method 461550 Net 30 Destination Confirm To Deliver To Contact Daniel Clancy Stephanie Couch Phone 1-805-781-7510 Line Item Price Quantity UOM Ordered Taxable 1 SHI - Quote 24448856 Adobe Acrobat Pro Qty 10 1,060.90 Supplier Item SHI - Quote 24448856 Adobe Acrobat Pro Qty 10 This line references Document (Contract Purchase Agreement) 800062. Promised 1,060.90 02/12/2024 Requested 02/12/2024 Requested and Promised Dates correspond to the date of arrival at the Ship-to Location. Line Total 1,060.90 1 Purchase Order 618758 Line Item Price Quantity UOM Ordered Taxable Total 1,060.90 2 Purchase Order 618794 Order Date 13-FEB-2024 Change Order 1 Change Order Date 29-MAR-2024 Revision 1 Ordered 1,424.06 USD INCLUDE PURCHASE ORDER NUMBER ON ALL INVOICES & CORRESPONDENCE SEND ALL INVOICES TO AP@SLOCITY.ORG INCLUDE DELIVER TO CITY STAFF CONTACT NAME ON ALL INVOICES Sold To City of San Luis Obispo 990 Palm Street SAN LUIS OBISPO, CA 93401 Supplier CDW Government Inc 75 Remittance Dr Ste 1515 CHICAGO, IL 60675 Bill To City of San Luis Obispo 990 Palm Street SAN LUIS OBISPO, CA 93401SAN LUIS OBISPO UNITED STATES Ship To 990 Palm Street SAN LUIS OBISPO, CA 93401SAN LUIS OBISPO UNITED STATES Notes USD = US Dollar PO for CDWG - Quote 1CD3ST9 UT Dell Docking Station Customer Account Number Supplier Number Payment Terms Freight Terms FOB Shipping Method 141805 Net 30 Destination Confirm To Deliver To Contact Daniel Clancy Stephanie Couch Phone 1-805-781-7510 Line Item Price Quantity UOM Ordered Taxable 1 CDWG - Quote 1CD3ST9 UT Dell Docking Station 1,424.06 Supplier Item CDWG - Quote 1CD3ST9 UT Dell Docking Station Promised 1,424.06 02/15/2024 Requested 02/15/2024 Requested and Promised Dates correspond to the date of arrival at the Ship-to Location. Line Total 1,424.06 Total 1,424.06 1 Purchase Order 618794 Change Order 1 2 Purchase Order 618794 Proprietary and Confidential Contract Terms and Conditions Purchase Order Terms and Conditions Standard Purchase Order Terms & Conditions 1.Acceptance.By delivering the ordered goods or commencing performance under this Purchase Order,("Order")supplier agrees to the general terms,specifications,and conditions in or referenced by this document.If supplier and The City of San Luis Obispo ("City")have entered into a contract outside of this Order,the terms and conditions set forth in the contract shall prevail.Supplier's additional or different terms and conditions are expressly excluded from this Order and the City does not agree to such terms or conditions,unless such agreement is made expressly,in writing by the City's authorized representative,or a contract has been signed outside of this Order between the Supplier and The City. 2.Business License &Tax.Supplier must have a valid City of San Luis Obispo business tax certificate prior to the execution of the contract.Additional information regarding the City's business tax program may be obtained by calling (805)781-7134. 3.Ability to Perform.Supplier warrants that it possesses,or has arranged through subcontracts,all capital and other equipment,labor,materials,and licenses necessary to carry out and complete the work hereunder in compliance with any and all federal,state,county,city,and special district laws,ordinances,and regulations. 4.Warranties.Supplier warrants that all goods delivered will be free from defects in workmanship,material,and manufacture;are new (not refurbished or reconditioned)unless otherwise stated in this Order;are of merchantable quality and fit for the purpose intended by the City to the extent that purpose has been disclosed to Supplier;complies with the requirements of this Order;and complies with all applicable laws and regulations.Supplier also warrants that all services performed under this Order shall be rendered in a good and workmanlike manner by skilled personnel in compliance with all applicable laws and regulations. 5.Changes.No change or modification in terms may be made without express authorization,in writing by the City's authorized representative. 6.Delivery.Supplier agrees that time is of the essence to delivery and any other performance required under this Order.No charge for delivery,parcel post,packing,cartage,insurance,license fees, permits,or any other purpose will be paid by the City unless it is expressly included on the face of this Order.Supplier must arrange for the lowest-cost transportation and prepay and add freight to its invoice.If delivery is made by a carrier,an itemized delivery ticket must be attached to the outside of the package.Each container or package must be marked with the Order number. 7.Laws to be Observed.Supplier shall keep itself fully informed of and shall observe and comply with all applicable state and federal laws and county and City of San Luis Obispo ordinances,regulations and adopted codes during its performance of the work. 8.Payment of Taxes.The contract prices shall include full compensation for all taxes that Supplier is required to pay. 9.Permits and Licenses.Supplier shall procure all permits and licenses,pay all charges and fees,and give all notices necessary. 10.Safety Provisions.Supplier shall conform to the rules and regulations pertaining to safety established by OSHA and the California Division of Industrial Safety Public and Employee Safety.Whenever Supplier's operations create a condition hazardous to the public or City employees,it shall,at its expense and without cost to the City,furnish,erect and maintain such fences,temporary railings,barricades, lights,signs and other devices and take such other protective measures as are necessary to prevent accidents or damage or injury to the public and employees. 11.Preservation of City Property.Supplier shall provide and install suitable safeguards,approved by the City,to protect City property from injury or damage.If City property is injured or damaged as a result of Supplier's operations,it shall be replaced or restored at Supplier's expense.The facilities shall be replaced or restored to a condition as good as when the Supplier began work 12.Immigration Act of 1986.Supplier warrants on behalf of itself and all sub-suppliers engaged for the performance of this work that only persons authorized to work in the United States pursuant to the Immigration Reform and Control Act of 1986 and other applicable laws shall be employed in the performance of the work hereunder. 13.Supplier Non-Discrimination.In the performance of this work,Supplier agrees that it will not engage in,nor permit such sub-suppliers as it may employ,to engage in discrimination in the employment of persons because of age,race,color,sex,national origin or ancestry,sexual orientation,or religion of such persons. 14.Work Delays.Should Supplier be obstructed or delayed in the work required to be done hereunder by changes in the work or by any default,act,or omission of the City,or by strikes,fire,earthquake, or any other Act of God,or by the inability to obtain materials,equipment,or labor due to federal government restrictions arising out of defense or war programs,then the time of completion may,at the City's sole option,be extended for such periods as may be agreed upon by the City and the Supplier. 15.Payment Terms.The City's payment terms are 30 days from the receipt of an original invoice and acceptance by the City of the services provided by Supplier (Net 30). 16.Inspection.Supplier shall furnish City with every reasonable opportunity for City to ascertain that the services of Supplier are being performed in accordance with the requirements and intentions of this contract.All work done and all materials furnished,if any,shall be subject to the City's inspection and approval.The inspection of such work shall not relieve Supplier of any of its obligations to fulfill its contract requirements. 17.Audit.The City shall have the option of inspecting and/or auditing all records and other written materials used by Supplier in preparing its invoices to City as a condition precedent to any payment to Supplier. 18.Interests of Supplier.Supplier covenants that it presently has no interest,and shall not acquire any interest direct or indirect or otherwise,which would conflict in any manner or degree with the performance of the work hereunder.Supplier further covenants that,in the performance of this work,no sub-Supplier or person having such an interest shall be employed.Supplier certifies that no one who has or will have any financial interest in performing this work is an officer or employee of the City.It is hereby expressly agreed that,in the performance of the work hereunder,Supplier shall at all times be deemed an independent Supplier and not an agent or employee of the City. 19.Hold Harmless and Indemnification. (a)Non-design,non-construction Professional Services:To the fullest extent permitted by law (including,but not limited to California Civil Code Sections 2782 and 2782.8),Consultant shall indemnify, defend,and hold harmless the City,and its elected officials,officers,employees,volunteers,and agents ("City Indemnitees"),from and against any and all causes of action,claims,liabilities,obligations, judgments,or damages,including reasonable legal counsels'fees and costs of litigation ("claims"),arising out of the Consultant's performance or Consultant's failure to perform its obligations under this Agreement or out of the operations conducted by Consultant,including the City's active or passive negligence,except for such loss or damage arising from the sole negligence or willful misconduct of the 3 Purchase Order 618794 Proprietary and Confidential City.In the event the City Indemnitees are made a party to any action,lawsuit,or other adversarial proceeding arising from Consultant's performance of this Agreement,the Consultant shall provide a defense to the City Indemnitees or at the City's option,reimburse the City Indemnitees their costs of defense,including reasonable legal fees,incurred in defense of such claims. (b)Non-design,construction Professional Services:To the extent the Scope of Services involve a "construction contract"as that phrase is used in Civil Code Section 2783,this paragraph shall apply in place of paragraph A.To the fullest extent permitted by law (including,but not limited to California Civil Code Sections 2782 and 2782.8),Consultant shall indemnify,defend,and hold harmless the City, and its elected officials,officers,employees,volunteers,and agents ("City Indemnitees"),from and against any and all causes of action,claims,liabilities,obligations,judgments,or damages,including reasonable legal counsels'fees and costs of litigation ("claims"),arising out of the Consultant's performance or Consultant's failure to perform its obligations under this Agreement or out of the operations conducted by Consultant,except for such loss or damage arising from the active negligence,sole negligence or willful misconduct of the City.In the event the City Indemnitees are made a party to any action,lawsuit,or other adversarial proceeding arising from Consultant's performance of this Agreement,the Consultant shall provide a defense to the City Indemnitees or at the City's option,reimburse the City Indemnitees their costs of defense,including reasonable legal fees,incurred in defense of such claims. (c)Design Professional Services:In the event Consultant is a "design professional",and the Scope of Services require Consultant to provide "design professional services"as those phrases are used in Civil Code Section 2782.8,this paragraph shall apply in place of paragraphs A or B.To the fullest extent permitted by law (including,but not limited to California Civil Code Sections 2782 and 2782.8) Consultant shall indemnify,defend and hold harmless the City and its elected officials,officers,employees,volunteers and agents ("City Indemnitees"),from and against all claims,damages,injuries, losses,and expenses including costs,attorney fees,expert consultant and expert witness fees arising out of,pertaining to or relating to,the negligence,recklessness or willful misconduct of Consultant, except to the extent caused by the sole negligence,active negligence or willful misconduct of the City.Negligence,recklessness or willful misconduct of any subcontractor employed by Consultant shall be conclusively deemed to be the negligence,recklessness or willful misconduct of Consultant unless adequately corrected by Consultant.In the event the City Indemnitees are made a party to any action, lawsuit,or other adversarial proceeding arising from Consultant's performance of this Agreement,the Consultant shall provide a defense to the City Indemnitees or at the City's option,reimburse the City Indemnitees their costs of defense,including reasonable legal fees,incurred in defense of such claims.In no event shall the cost to defend charged to Consultant under this paragraph exceed Consultant's proportionate percentage of fault.However,notwithstanding the previous sentence,in the event one or more defendants are unable to pay its share of defense costs due to bankruptcy or dissolution of the business,Consultant shall meet and confer with other parties regarding unpaid defense costs. (d)The review,acceptance or approval of the Consultant's work or work product by any indemnified party shall not affect,relieve or reduce the Consultant's indemnification or defense obligations.This Section survives completion of the services or the termination of this contract.The provisions of this Section are not limited by and do not affect the provisions of this contract relating to insurance. 20.Contract Assignment.Supplier shall not assign,transfer,convey or otherwise dispose of the contract,or its right,title or interest,or its power to execute such a contract to any individual or business entity of any kind without the previous written consent of the City. 21.Termination for Convenience.The City may terminate all or part of this Agreement for any or no reason at any time by giving 30 days written notice to Contractor.Should the City terminate this Agreement for convenience,the City shall be liable as follows:(a)for standard or off-the-shelf products,a reasonable restocking charge not to exceed ten (10)percent of the total purchase price;(b)for custom products,the less of a reasonable price for the raw materials,components work in progress and any finished units on hand or the price per unit reflected on this Agreement.For termination of any services pursuant to this Agreement,the City's liability will be the lesser of a reasonable price for the services rendered prior to termination,or the price for the services reflected on this Agreement.Upon termination notice from the City,Contractor must,unless otherwise directed,cease work and follow the City's directions as to work in progress and finished goods. 22.Termination.If during the term of the contract,the City determines that the Contractor is not faithfully abiding by any term or condition contained herein,the City may notify the Contractor in writing of such defect or failure to perform.This notice must give the Contractor a 10 (ten)calendar day notice of time thereafter in which to perform said work or cure the deficiency.If the Contractor has not performed the work or cured the deficiency within the ten days specified in the notice,such shall constitute a breach of the contract and the City may terminate the contract immediately by written notice to the Contractor to said effect.Thereafter,neither party shall have any further duties,obligations,responsibilities,or rights under the contract except,however,any and all obligations of the Contractor's surety shall remain in full force and effect,and shall not be extinguished,reduced,or in any manner waived by the terminations thereof.In said event,the Contractor shall be entitled to the reasonable value of its services performed from the beginning date in which the breach occurs up to the day it received the City's Notice of Termination,minus any offset from such payment representing the City's damages from such breach."Reasonable value"includes fees or charges for goods or services as of the last milestone or task satisfactorily delivered or completed by the Contractor as may be set forth in the Agreement payment schedule;compensation for any other work,services or goods performed or provided by the Contractor shall be based solely on the City's assessment of the value of the work-in-progress in completing the overall work scope.The City reserves the right to delay any such payment until completion or confirmed abandonment of the project,as may be determined in the City's sole discretion,so as to permit a full and complete accounting of costs.In no event,however,shall the Contractor be entitled to receive in excess of the compensation quoted in its proposal. 23.Ownership of Materials.All original drawings,plan documents and other materials prepared by or in possession of Supplier as part of the work or services under these specifications shall become the permanent property of the City,and shall be delivered to the City upon demand. 24.Release of Reports and Information.Any reports,information,data,or other material is given to,prepared by or assembled by Supplier as part of the work or services under these specifications shall be the property of City,and shall not be made available to any individual or organization by Supplier without the prior written approval of the City. 25.Copies of Reports and Information.If the City requests additional copies of reports,drawings,specifications,or any other material in addition to what Supplier is required to furnish in limited quantities as part of the work or services under these specifications,Supplier shall provide such additional copies as are requested,and City shall compensate Supplier for the costs of duplicating of such copies at the Supplier's direct expense. 26.Insurance.Supplier shall procure and maintain for the duration of the Order insurance that is sufficient in scope and amount to permit Supplier to pay in the ordinary course of business against claims for injuries to persons or damages to property that may arise from or in connection with the performance of the work hereunder by Supplier,its agents,representatives,employees or sub-contractors. Supplier will maintain Workers Compensation insurance at statutory levels covering all employees who perform work under this Order. Additional Public Works Construction Purchase Order Terms & Conditions 1.Compensation for Authorized Additional Expenses.To receive compensation for additional expenses outside the scope of the project work,the Supplier shall obtain prior written authoriza-tion from the City to incur those expenses.Compensa-tion for these addition-al expenses shall include time and materials. 2.Payment Terms.The supplier may request one progress payment each month for work satisfactorily completed and accepted by the City.The City shall issue payment within 30 days.The City shall withhold 10 percent of each progress payment as retention to ensure resolution of any stop notices or liens.The City shall release this retention 35 days after filing a notice of completion. 3.Faithful Performance Bond.The supplier shall furnish a surety bond in the amount of 125 percent of the contract price guaranteeing the faithful performance of the contract,including any attorney's fees or other collection costs. 4.Work in the Right-of-Way or on City Property.For work on City managed property,the supplier/consultant shall obtain a no-fee encroachment permit.A Traffic Control Plan and Water Pollution Control Plan shall be submitted and approved prior to issuance of the permit unless determined by the City not to be required. 5.Prevailing Wage.The supplier and any subcontractors are required to pay prevailing wage and must be registered with the Department of Industrial Relations pursuant to Section 1725.5 of the Labor Code. 6.Insurance.The supplier shall procure and maintain for the duration of the contract insurance against claims for injuries to persons or dam-ages to property which may arise from or in connection with the performance of the work hereunder by the supplier,its agents,representatives,employees or subs. Minimum Scope of Insurance.Coverage shall be at least as broad as: 4 Purchase Order 618794 Proprietary and Confidential a.Insurance Services Office Commercial General Liability coverage (occurrence form CG 20 10 Prior to 1993 or CG 20 10 07 04 with CG 20 37 10 01 or the exact equivalent as determined by the City). b.Insurance Services Office form number CA 0001 (Ed.1/87)covering Automobile Liability,code 1 (any auto). c.Workers'Compensation insurance as required by the State of California and Employer's Liability Insurance. Minimum Limits of Insurance.The supplier shall maintain limits no less than: a.General Liability:$1,000,000 per occurrence for bodily injury,personal injury and property damage.If Commercial General Liability or other forms with a general aggregate limit is used,either the general aggregate limit shall apply separately to this project/location or the general aggregate limit shall be twice the required occurrence limit. b.Automobile Liability:$1,000,000 per accident for bodily injury and property damage. c.Employer's Liability:$1,000,000 per accident for bodily injury or disease. d.Deductibles and Self-Insured Retentions.Any deductibles or self-insured retentions must be declared to and approved by the City.At the option of the City,either:the insurer shall reduce or eliminate such deductibles or self-insured retentions as respects the City,its officers,officials,employees,and volunteers;or the supplier shall procure a bond guaranteeing payment of losses and related investigations,claim administration and defense expenses. Other Insurance Provisions.The general liability and automobile liability policies are to contain,or be endorsed to contain,the following provi-sions: a.The City,its officers,officials,employees,agents,and volunteers are to be covered as insureds as respects:liability arising out of activities performed by or on behalf of the supplier;products and completed operations of the supplier;premises owned,occupied or used by the supplier;or automobiles owned leased,hired or borrowed by the supplier.The coverage shall contain no special limitations on the scope of protection afforded to the City,its officers,officials,employees,agents or volunteers. b.For any claims related to this project,the supplier's insurance coverage shall be primary insurance as respects the City,its officers,officials,employees,agents,and volunteers.Any insur-ance or self- insurance maintained by the City,its officers,offi-cials,employees,agents or volunteers shall be excess of the supplier's insurance and shall not contribute with it. c.Any failure to comply with reporting or other provisions of the policies including breaches of warranties shall not affect coverage provided to the City,its officers,officials,employees,agents or volunteers. d.The supplier's insurance shall apply separately to each insured against whom claim is made or suit is brought,except with respect to the limits of the insurer's liability. e.Each insurance policy required by this clause shall be endorsed to state that coverage shall not be suspended,voided,canceled by either party,reduced in coverage or in limits except after thirty (30)days' prior written notice by certified mail,return receipt requested,has been given to the City. Acceptability of Insurers.Insurance is to be placed with insurers with a current A.M.Best's rating of no less than A:VII. Verification of Coverage.The supplier shall furnish the City with a certificate of insurance showing required coverage.Original endorse-ments affecting general liability and automobile liability coverage are also required by this clause.The endorsements are to be signed by a person authorized by that insurer to bind coverage on its behalf.All endorsements are to be received and approved by the City before work commences. Subcontractors.The supplier shall include all subcontractors as insured under its policies or shall furnish separate certifi-cates and endorsements for each subcontractor.All coverages for subcontractors shall be subject to all of the requirements stated herein. 5 Purchase Order 618900 Order Date 28-FEB-2024 Change Order 0 Change Order Date 28-FEB-2024 Revision 0 Ordered 16,541.98 USD INCLUDE PURCHASE ORDER NUMBER ON ALL INVOICES & CORRESPONDENCE SEND ALL INVOICES TO AP@SLOCITY.ORG INCLUDE DELIVER TO CITY STAFF CONTACT NAME ON ALL INVOICES Sold To City of San Luis Obispo 990 Palm Street SAN LUIS OBISPO, CA 93401 Supplier DLT Solutions, LLC 2411 Dulles Corner Park Ste 800 HERNDON, VA 20171 Bill To City of San Luis Obispo 990 Palm Street SAN LUIS OBISPO, CA 93401SAN LUIS OBISPO UNITED STATES Ship To 919 Palm Street SAN LUIS OBISPO, CA 93401SAN LUIS OBISPO UNITED STATES Notes USD = US Dollar PO for attached - AutoCAD Annual Renewal Customer Account Number Supplier Number Payment Terms Freight Terms FOB Shipping Method 10095 Net 30 Destination Confirm To Deliver To Contact Daniel Clancy Kathleen Hix Phone 1-805-781-7510 Line Item Price Quantity UOM Ordered Taxable 1 AutoCAD Annual Renewal 16,541.98 Promised 16,541.98 02/25/2024 Requested 02/25/2024 Requested and Promised Dates correspond to the date of arrival at the Ship-to Location. Line Total 16,541.98 Total 16,541.98 1 Purchase Order 618900 2 Purchase Order 618900 Proprietary and Confidential Contract Terms and Conditions Purchase Order Terms and Conditions Standard Purchase Order Terms & Conditions 1.Acceptance.By delivering the ordered goods or commencing performance under this Purchase Order,("Order")supplier agrees to the general terms,specifications,and conditions in or referenced by this document.If supplier and The City of San Luis Obispo ("City")have entered into a contract outside of this Order,the terms and conditions set forth in the contract shall prevail.Supplier's additional or different terms and conditions are expressly excluded from this Order and the City does not agree to such terms or conditions,unless such agreement is made expressly,in writing by the City's authorized representative,or a contract has been signed outside of this Order between the Supplier and The City. 2.Business License &Tax.Supplier must have a valid City of San Luis Obispo business tax certificate prior to the execution of the contract.Additional information regarding the City's business tax program may be obtained by calling (805)781-7134. 3.Ability to Perform.Supplier warrants that it possesses,or has arranged through subcontracts,all capital and other equipment,labor,materials,and licenses necessary to carry out and complete the work hereunder in compliance with any and all federal,state,county,city,and special district laws,ordinances,and regulations. 4.Warranties.Supplier warrants that all goods delivered will be free from defects in workmanship,material,and manufacture;are new (not refurbished or reconditioned)unless otherwise stated in this Order;are of merchantable quality and fit for the purpose intended by the City to the extent that purpose has been disclosed to Supplier;complies with the requirements of this Order;and complies with all applicable laws and regulations.Supplier also warrants that all services performed under this Order shall be rendered in a good and workmanlike manner by skilled personnel in compliance with all applicable laws and regulations. 5.Changes.No change or modification in terms may be made without express authorization,in writing by the City's authorized representative. 6.Delivery.Supplier agrees that time is of the essence to delivery and any other performance required under this Order.No charge for delivery,parcel post,packing,cartage,insurance,license fees, permits,or any other purpose will be paid by the City unless it is expressly included on the face of this Order.Supplier must arrange for the lowest-cost transportation and prepay and add freight to its invoice.If delivery is made by a carrier,an itemized delivery ticket must be attached to the outside of the package.Each container or package must be marked with the Order number. 7.Laws to be Observed.Supplier shall keep itself fully informed of and shall observe and comply with all applicable state and federal laws and county and City of San Luis Obispo ordinances,regulations and adopted codes during its performance of the work. 8.Payment of Taxes.The contract prices shall include full compensation for all taxes that Supplier is required to pay. 9.Permits and Licenses.Supplier shall procure all permits and licenses,pay all charges and fees,and give all notices necessary. 10.Safety Provisions.Supplier shall conform to the rules and regulations pertaining to safety established by OSHA and the California Division of Industrial Safety Public and Employee Safety.Whenever Supplier's operations create a condition hazardous to the public or City employees,it shall,at its expense and without cost to the City,furnish,erect and maintain such fences,temporary railings,barricades, lights,signs and other devices and take such other protective measures as are necessary to prevent accidents or damage or injury to the public and employees. 11.Preservation of City Property.Supplier shall provide and install suitable safeguards,approved by the City,to protect City property from injury or damage.If City property is injured or damaged as a result of Supplier's operations,it shall be replaced or restored at Supplier's expense.The facilities shall be replaced or restored to a condition as good as when the Supplier began work 12.Immigration Act of 1986.Supplier warrants on behalf of itself and all sub-suppliers engaged for the performance of this work that only persons authorized to work in the United States pursuant to the Immigration Reform and Control Act of 1986 and other applicable laws shall be employed in the performance of the work hereunder. 13.Supplier Non-Discrimination.In the performance of this work,Supplier agrees that it will not engage in,nor permit such sub-suppliers as it may employ,to engage in discrimination in the employment of persons because of age,race,color,sex,national origin or ancestry,sexual orientation,or religion of such persons. 14.Work Delays.Should Supplier be obstructed or delayed in the work required to be done hereunder by changes in the work or by any default,act,or omission of the City,or by strikes,fire,earthquake, or any other Act of God,or by the inability to obtain materials,equipment,or labor due to federal government restrictions arising out of defense or war programs,then the time of completion may,at the City's sole option,be extended for such periods as may be agreed upon by the City and the Supplier. 15.Payment Terms.The City's payment terms are 30 days from the receipt of an original invoice and acceptance by the City of the services provided by Supplier (Net 30). 16.Inspection.Supplier shall furnish City with every reasonable opportunity for City to ascertain that the services of Supplier are being performed in accordance with the requirements and intentions of this contract.All work done and all materials furnished,if any,shall be subject to the City's inspection and approval.The inspection of such work shall not relieve Supplier of any of its obligations to fulfill its contract requirements. 17.Audit.The City shall have the option of inspecting and/or auditing all records and other written materials used by Supplier in preparing its invoices to City as a condition precedent to any payment to Supplier. 18.Interests of Supplier.Supplier covenants that it presently has no interest,and shall not acquire any interest direct or indirect or otherwise,which would conflict in any manner or degree with the performance of the work hereunder.Supplier further covenants that,in the performance of this work,no sub-Supplier or person having such an interest shall be employed.Supplier certifies that no one who has or will have any financial interest in performing this work is an officer or employee of the City.It is hereby expressly agreed that,in the performance of the work hereunder,Supplier shall at all times be deemed an independent Supplier and not an agent or employee of the City. 19.Hold Harmless and Indemnification. (a)Non-design,non-construction Professional Services:To the fullest extent permitted by law (including,but not limited to California Civil Code Sections 2782 and 2782.8),Consultant shall indemnify, defend,and hold harmless the City,and its elected officials,officers,employees,volunteers,and agents ("City Indemnitees"),from and against any and all causes of action,claims,liabilities,obligations, judgments,or damages,including reasonable legal counsels'fees and costs of litigation ("claims"),arising out of the Consultant's performance or Consultant's failure to perform its obligations under this Agreement or out of the operations conducted by Consultant,including the City's active or passive negligence,except for such loss or damage arising from the sole negligence or willful misconduct of the 3 Purchase Order 618900 Proprietary and Confidential City.In the event the City Indemnitees are made a party to any action,lawsuit,or other adversarial proceeding arising from Consultant's performance of this Agreement,the Consultant shall provide a defense to the City Indemnitees or at the City's option,reimburse the City Indemnitees their costs of defense,including reasonable legal fees,incurred in defense of such claims. (b)Non-design,construction Professional Services:To the extent the Scope of Services involve a "construction contract"as that phrase is used in Civil Code Section 2783,this paragraph shall apply in place of paragraph A.To the fullest extent permitted by law (including,but not limited to California Civil Code Sections 2782 and 2782.8),Consultant shall indemnify,defend,and hold harmless the City, and its elected officials,officers,employees,volunteers,and agents ("City Indemnitees"),from and against any and all causes of action,claims,liabilities,obligations,judgments,or damages,including reasonable legal counsels'fees and costs of litigation ("claims"),arising out of the Consultant's performance or Consultant's failure to perform its obligations under this Agreement or out of the operations conducted by Consultant,except for such loss or damage arising from the active negligence,sole negligence or willful misconduct of the City.In the event the City Indemnitees are made a party to any action,lawsuit,or other adversarial proceeding arising from Consultant's performance of this Agreement,the Consultant shall provide a defense to the City Indemnitees or at the City's option,reimburse the City Indemnitees their costs of defense,including reasonable legal fees,incurred in defense of such claims. (c)Design Professional Services:In the event Consultant is a "design professional",and the Scope of Services require Consultant to provide "design professional services"as those phrases are used in Civil Code Section 2782.8,this paragraph shall apply in place of paragraphs A or B.To the fullest extent permitted by law (including,but not limited to California Civil Code Sections 2782 and 2782.8) Consultant shall indemnify,defend and hold harmless the City and its elected officials,officers,employees,volunteers and agents ("City Indemnitees"),from and against all claims,damages,injuries, losses,and expenses including costs,attorney fees,expert consultant and expert witness fees arising out of,pertaining to or relating to,the negligence,recklessness or willful misconduct of Consultant, except to the extent caused by the sole negligence,active negligence or willful misconduct of the City.Negligence,recklessness or willful misconduct of any subcontractor employed by Consultant shall be conclusively deemed to be the negligence,recklessness or willful misconduct of Consultant unless adequately corrected by Consultant.In the event the City Indemnitees are made a party to any action, lawsuit,or other adversarial proceeding arising from Consultant's performance of this Agreement,the Consultant shall provide a defense to the City Indemnitees or at the City's option,reimburse the City Indemnitees their costs of defense,including reasonable legal fees,incurred in defense of such claims.In no event shall the cost to defend charged to Consultant under this paragraph exceed Consultant's proportionate percentage of fault.However,notwithstanding the previous sentence,in the event one or more defendants are unable to pay its share of defense costs due to bankruptcy or dissolution of the business,Consultant shall meet and confer with other parties regarding unpaid defense costs. (d)The review,acceptance or approval of the Consultant's work or work product by any indemnified party shall not affect,relieve or reduce the Consultant's indemnification or defense obligations.This Section survives completion of the services or the termination of this contract.The provisions of this Section are not limited by and do not affect the provisions of this contract relating to insurance. 20.Contract Assignment.Supplier shall not assign,transfer,convey or otherwise dispose of the contract,or its right,title or interest,or its power to execute such a contract to any individual or business entity of any kind without the previous written consent of the City. 21.Termination for Convenience.The City may terminate all or part of this Agreement for any or no reason at any time by giving 30 days written notice to Contractor.Should the City terminate this Agreement for convenience,the City shall be liable as follows:(a)for standard or off-the-shelf products,a reasonable restocking charge not to exceed ten (10)percent of the total purchase price;(b)for custom products,the less of a reasonable price for the raw materials,components work in progress and any finished units on hand or the price per unit reflected on this Agreement.For termination of any services pursuant to this Agreement,the City's liability will be the lesser of a reasonable price for the services rendered prior to termination,or the price for the services reflected on this Agreement.Upon termination notice from the City,Contractor must,unless otherwise directed,cease work and follow the City's directions as to work in progress and finished goods. 22.Termination.If during the term of the contract,the City determines that the Contractor is not faithfully abiding by any term or condition contained herein,the City may notify the Contractor in writing of such defect or failure to perform.This notice must give the Contractor a 10 (ten)calendar day notice of time thereafter in which to perform said work or cure the deficiency.If the Contractor has not performed the work or cured the deficiency within the ten days specified in the notice,such shall constitute a breach of the contract and the City may terminate the contract immediately by written notice to the Contractor to said effect.Thereafter,neither party shall have any further duties,obligations,responsibilities,or rights under the contract except,however,any and all obligations of the Contractor's surety shall remain in full force and effect,and shall not be extinguished,reduced,or in any manner waived by the terminations thereof.In said event,the Contractor shall be entitled to the reasonable value of its services performed from the beginning date in which the breach occurs up to the day it received the City's Notice of Termination,minus any offset from such payment representing the City's damages from such breach."Reasonable value"includes fees or charges for goods or services as of the last milestone or task satisfactorily delivered or completed by the Contractor as may be set forth in the Agreement payment schedule;compensation for any other work,services or goods performed or provided by the Contractor shall be based solely on the City's assessment of the value of the work-in-progress in completing the overall work scope.The City reserves the right to delay any such payment until completion or confirmed abandonment of the project,as may be determined in the City's sole discretion,so as to permit a full and complete accounting of costs.In no event,however,shall the Contractor be entitled to receive in excess of the compensation quoted in its proposal. 23.Ownership of Materials.All original drawings,plan documents and other materials prepared by or in possession of Supplier as part of the work or services under these specifications shall become the permanent property of the City,and shall be delivered to the City upon demand. 24.Release of Reports and Information.Any reports,information,data,or other material is given to,prepared by or assembled by Supplier as part of the work or services under these specifications shall be the property of City,and shall not be made available to any individual or organization by Supplier without the prior written approval of the City. 25.Copies of Reports and Information.If the City requests additional copies of reports,drawings,specifications,or any other material in addition to what Supplier is required to furnish in limited quantities as part of the work or services under these specifications,Supplier shall provide such additional copies as are requested,and City shall compensate Supplier for the costs of duplicating of such copies at the Supplier's direct expense. 26.Insurance.Supplier shall procure and maintain for the duration of the Order insurance that is sufficient in scope and amount to permit Supplier to pay in the ordinary course of business against claims for injuries to persons or damages to property that may arise from or in connection with the performance of the work hereunder by Supplier,its agents,representatives,employees or sub-contractors. Supplier will maintain Workers Compensation insurance at statutory levels covering all employees who perform work under this Order. Additional Public Works Construction Purchase Order Terms & Conditions 1.Compensation for Authorized Additional Expenses.To receive compensation for additional expenses outside the scope of the project work,the Supplier shall obtain prior written authoriza-tion from the City to incur those expenses.Compensa-tion for these addition-al expenses shall include time and materials. 2.Payment Terms.The supplier may request one progress payment each month for work satisfactorily completed and accepted by the City.The City shall issue payment within 30 days.The City shall withhold 10 percent of each progress payment as retention to ensure resolution of any stop notices or liens.The City shall release this retention 35 days after filing a notice of completion. 3.Faithful Performance Bond.The supplier shall furnish a surety bond in the amount of 125 percent of the contract price guaranteeing the faithful performance of the contract,including any attorney's fees or other collection costs. 4.Work in the Right-of-Way or on City Property.For work on City managed property,the supplier/consultant shall obtain a no-fee encroachment permit.A Traffic Control Plan and Water Pollution Control Plan shall be submitted and approved prior to issuance of the permit unless determined by the City not to be required. 5.Prevailing Wage.The supplier and any subcontractors are required to pay prevailing wage and must be registered with the Department of Industrial Relations pursuant to Section 1725.5 of the Labor Code. 6.Insurance.The supplier shall procure and maintain for the duration of the contract insurance against claims for injuries to persons or dam-ages to property which may arise from or in connection with the performance of the work hereunder by the supplier,its agents,representatives,employees or subs. Minimum Scope of Insurance.Coverage shall be at least as broad as: 4 Purchase Order 618900 Proprietary and Confidential a.Insurance Services Office Commercial General Liability coverage (occurrence form CG 20 10 Prior to 1993 or CG 20 10 07 04 with CG 20 37 10 01 or the exact equivalent as determined by the City). b.Insurance Services Office form number CA 0001 (Ed.1/87)covering Automobile Liability,code 1 (any auto). c.Workers'Compensation insurance as required by the State of California and Employer's Liability Insurance. Minimum Limits of Insurance.The supplier shall maintain limits no less than: a.General Liability:$1,000,000 per occurrence for bodily injury,personal injury and property damage.If Commercial General Liability or other forms with a general aggregate limit is used,either the general aggregate limit shall apply separately to this project/location or the general aggregate limit shall be twice the required occurrence limit. b.Automobile Liability:$1,000,000 per accident for bodily injury and property damage. c.Employer's Liability:$1,000,000 per accident for bodily injury or disease. d.Deductibles and Self-Insured Retentions.Any deductibles or self-insured retentions must be declared to and approved by the City.At the option of the City,either:the insurer shall reduce or eliminate such deductibles or self-insured retentions as respects the City,its officers,officials,employees,and volunteers;or the supplier shall procure a bond guaranteeing payment of losses and related investigations,claim administration and defense expenses. Other Insurance Provisions.The general liability and automobile liability policies are to contain,or be endorsed to contain,the following provi-sions: a.The City,its officers,officials,employees,agents,and volunteers are to be covered as insureds as respects:liability arising out of activities performed by or on behalf of the supplier;products and completed operations of the supplier;premises owned,occupied or used by the supplier;or automobiles owned leased,hired or borrowed by the supplier.The coverage shall contain no special limitations on the scope of protection afforded to the City,its officers,officials,employees,agents or volunteers. b.For any claims related to this project,the supplier's insurance coverage shall be primary insurance as respects the City,its officers,officials,employees,agents,and volunteers.Any insur-ance or self- insurance maintained by the City,its officers,offi-cials,employees,agents or volunteers shall be excess of the supplier's insurance and shall not contribute with it. c.Any failure to comply with reporting or other provisions of the policies including breaches of warranties shall not affect coverage provided to the City,its officers,officials,employees,agents or volunteers. d.The supplier's insurance shall apply separately to each insured against whom claim is made or suit is brought,except with respect to the limits of the insurer's liability. e.Each insurance policy required by this clause shall be endorsed to state that coverage shall not be suspended,voided,canceled by either party,reduced in coverage or in limits except after thirty (30)days' prior written notice by certified mail,return receipt requested,has been given to the City. Acceptability of Insurers.Insurance is to be placed with insurers with a current A.M.Best's rating of no less than A:VII. Verification of Coverage.The supplier shall furnish the City with a certificate of insurance showing required coverage.Original endorse-ments affecting general liability and automobile liability coverage are also required by this clause.The endorsements are to be signed by a person authorized by that insurer to bind coverage on its behalf.All endorsements are to be received and approved by the City before work commences. Subcontractors.The supplier shall include all subcontractors as insured under its policies or shall furnish separate certifi-cates and endorsements for each subcontractor.All coverages for subcontractors shall be subject to all of the requirements stated herein. 5 Purchase Order 618998 Order Date 08-MAR-2024 Change Order 0 Change Order Date 08-MAR-2024 Revision 0 Ordered 941.00 USD INCLUDE PURCHASE ORDER NUMBER ON ALL INVOICES & CORRESPONDENCE SEND ALL INVOICES TO AP@SLOCITY.ORG INCLUDE DELIVER TO CITY STAFF CONTACT NAME ON ALL INVOICES Sold To City of San Luis Obispo 990 Palm Street SAN LUIS OBISPO, CA 93401 Supplier Citig, Inc. 347 Chapala Street SANTA BARBARA , CA 93101 Bill To City of San Luis Obispo 990 Palm Street SAN LUIS OBISPO, CA 93401SAN LUIS OBISPO UNITED STATES Ship To 990 Palm Street SAN LUIS OBISPO, CA 93401SAN LUIS OBISPO UNITED STATES Notes USD = US Dollar PO for attached - Citig - Quote 004704 Qty 50 Licenses and Veeam Backup for Microsoft O365 (NASPO AR2505) Customer Account Number Supplier Number Payment Terms Freight Terms FOB Shipping Method 240831 Net 30 Destination Confirm To Deliver To Contact Daniel Clancy Stephanie Couch Phone 1-805-781-7510 Line Item Price Quantity UOM Ordered Taxable 1 Citig - Quote 004704 Qty 50 Licenses and Veeam Backup for Microsoft O365 (NASPO AR2505) 941.00 Supplier Item Citig - Quote 004704 Qty 50 Licenses and Veeam Backup for Microsoft O365 (NASPO AR2505) Promised 941.00 03/13/2024 Requested 03/13/2024 Requested and Promised Dates correspond to the date of arrival at the Ship-to Location. Line Total 941.00 1 Purchase Order 618998 Line Item Price Quantity UOM Ordered Taxable Total 941.00 2 Purchase Order 618998 Proprietary and Confidential Contract Terms and Conditions Purchase Order Terms and Conditions Standard Purchase Order Terms & Conditions 1.Acceptance.By delivering the ordered goods or commencing performance under this Purchase Order,("Order")supplier agrees to the general terms,specifications,and conditions in or referenced by this document.If supplier and The City of San Luis Obispo ("City")have entered into a contract outside of this Order,the terms and conditions set forth in the contract shall prevail.Supplier's additional or different terms and conditions are expressly excluded from this Order and the City does not agree to such terms or conditions,unless such agreement is made expressly,in writing by the City's authorized representative,or a contract has been signed outside of this Order between the Supplier and The City. 2.Business License &Tax.Supplier must have a valid City of San Luis Obispo business tax certificate prior to the execution of the contract.Additional information regarding the City's business tax program may be obtained by calling (805)781-7134. 3.Ability to Perform.Supplier warrants that it possesses,or has arranged through subcontracts,all capital and other equipment,labor,materials,and licenses necessary to carry out and complete the work hereunder in compliance with any and all federal,state,county,city,and special district laws,ordinances,and regulations. 4.Warranties.Supplier warrants that all goods delivered will be free from defects in workmanship,material,and manufacture;are new (not refurbished or reconditioned)unless otherwise stated in this Order;are of merchantable quality and fit for the purpose intended by the City to the extent that purpose has been disclosed to Supplier;complies with the requirements of this Order;and complies with all applicable laws and regulations.Supplier also warrants that all services performed under this Order shall be rendered in a good and workmanlike manner by skilled personnel in compliance with all applicable laws and regulations. 5.Changes.No change or modification in terms may be made without express authorization,in writing by the City's authorized representative. 6.Delivery.Supplier agrees that time is of the essence to delivery and any other performance required under this Order.No charge for delivery,parcel post,packing,cartage,insurance,license fees, permits,or any other purpose will be paid by the City unless it is expressly included on the face of this Order.Supplier must arrange for the lowest-cost transportation and prepay and add freight to its invoice.If delivery is made by a carrier,an itemized delivery ticket must be attached to the outside of the package.Each container or package must be marked with the Order number. 7.Laws to be Observed.Supplier shall keep itself fully informed of and shall observe and comply with all applicable state and federal laws and county and City of San Luis Obispo ordinances,regulations and adopted codes during its performance of the work. 8.Payment of Taxes.The contract prices shall include full compensation for all taxes that Supplier is required to pay. 9.Permits and Licenses.Supplier shall procure all permits and licenses,pay all charges and fees,and give all notices necessary. 10.Safety Provisions.Supplier shall conform to the rules and regulations pertaining to safety established by OSHA and the California Division of Industrial Safety Public and Employee Safety.Whenever Supplier's operations create a condition hazardous to the public or City employees,it shall,at its expense and without cost to the City,furnish,erect and maintain such fences,temporary railings,barricades, lights,signs and other devices and take such other protective measures as are necessary to prevent accidents or damage or injury to the public and employees. 11.Preservation of City Property.Supplier shall provide and install suitable safeguards,approved by the City,to protect City property from injury or damage.If City property is injured or damaged as a result of Supplier's operations,it shall be replaced or restored at Supplier's expense.The facilities shall be replaced or restored to a condition as good as when the Supplier began work 12.Immigration Act of 1986.Supplier warrants on behalf of itself and all sub-suppliers engaged for the performance of this work that only persons authorized to work in the United States pursuant to the Immigration Reform and Control Act of 1986 and other applicable laws shall be employed in the performance of the work hereunder. 13.Supplier Non-Discrimination.In the performance of this work,Supplier agrees that it will not engage in,nor permit such sub-suppliers as it may employ,to engage in discrimination in the employment of persons because of age,race,color,sex,national origin or ancestry,sexual orientation,or religion of such persons. 14.Work Delays.Should Supplier be obstructed or delayed in the work required to be done hereunder by changes in the work or by any default,act,or omission of the City,or by strikes,fire,earthquake, or any other Act of God,or by the inability to obtain materials,equipment,or labor due to federal government restrictions arising out of defense or war programs,then the time of completion may,at the City's sole option,be extended for such periods as may be agreed upon by the City and the Supplier. 15.Payment Terms.The City's payment terms are 30 days from the receipt of an original invoice and acceptance by the City of the services provided by Supplier (Net 30). 16.Inspection.Supplier shall furnish City with every reasonable opportunity for City to ascertain that the services of Supplier are being performed in accordance with the requirements and intentions of this contract.All work done and all materials furnished,if any,shall be subject to the City's inspection and approval.The inspection of such work shall not relieve Supplier of any of its obligations to fulfill its contract requirements. 17.Audit.The City shall have the option of inspecting and/or auditing all records and other written materials used by Supplier in preparing its invoices to City as a condition precedent to any payment to Supplier. 18.Interests of Supplier.Supplier covenants that it presently has no interest,and shall not acquire any interest direct or indirect or otherwise,which would conflict in any manner or degree with the performance of the work hereunder.Supplier further covenants that,in the performance of this work,no sub-Supplier or person having such an interest shall be employed.Supplier certifies that no one who has or will have any financial interest in performing this work is an officer or employee of the City.It is hereby expressly agreed that,in the performance of the work hereunder,Supplier shall at all times be deemed an independent Supplier and not an agent or employee of the City. 19.Hold Harmless and Indemnification. (a)Non-design,non-construction Professional Services:To the fullest extent permitted by law (including,but not limited to California Civil Code Sections 2782 and 2782.8),Consultant shall indemnify, defend,and hold harmless the City,and its elected officials,officers,employees,volunteers,and agents ("City Indemnitees"),from and against any and all causes of action,claims,liabilities,obligations, judgments,or damages,including reasonable legal counsels'fees and costs of litigation ("claims"),arising out of the Consultant's performance or Consultant's failure to perform its obligations under this Agreement or out of the operations conducted by Consultant,including the City's active or passive negligence,except for such loss or damage arising from the sole negligence or willful misconduct of the 3 Purchase Order 618998 Proprietary and Confidential City.In the event the City Indemnitees are made a party to any action,lawsuit,or other adversarial proceeding arising from Consultant's performance of this Agreement,the Consultant shall provide a defense to the City Indemnitees or at the City's option,reimburse the City Indemnitees their costs of defense,including reasonable legal fees,incurred in defense of such claims. (b)Non-design,construction Professional Services:To the extent the Scope of Services involve a "construction contract"as that phrase is used in Civil Code Section 2783,this paragraph shall apply in place of paragraph A.To the fullest extent permitted by law (including,but not limited to California Civil Code Sections 2782 and 2782.8),Consultant shall indemnify,defend,and hold harmless the City, and its elected officials,officers,employees,volunteers,and agents ("City Indemnitees"),from and against any and all causes of action,claims,liabilities,obligations,judgments,or damages,including reasonable legal counsels'fees and costs of litigation ("claims"),arising out of the Consultant's performance or Consultant's failure to perform its obligations under this Agreement or out of the operations conducted by Consultant,except for such loss or damage arising from the active negligence,sole negligence or willful misconduct of the City.In the event the City Indemnitees are made a party to any action,lawsuit,or other adversarial proceeding arising from Consultant's performance of this Agreement,the Consultant shall provide a defense to the City Indemnitees or at the City's option,reimburse the City Indemnitees their costs of defense,including reasonable legal fees,incurred in defense of such claims. (c)Design Professional Services:In the event Consultant is a "design professional",and the Scope of Services require Consultant to provide "design professional services"as those phrases are used in Civil Code Section 2782.8,this paragraph shall apply in place of paragraphs A or B.To the fullest extent permitted by law (including,but not limited to California Civil Code Sections 2782 and 2782.8) Consultant shall indemnify,defend and hold harmless the City and its elected officials,officers,employees,volunteers and agents ("City Indemnitees"),from and against all claims,damages,injuries, losses,and expenses including costs,attorney fees,expert consultant and expert witness fees arising out of,pertaining to or relating to,the negligence,recklessness or willful misconduct of Consultant, except to the extent caused by the sole negligence,active negligence or willful misconduct of the City.Negligence,recklessness or willful misconduct of any subcontractor employed by Consultant shall be conclusively deemed to be the negligence,recklessness or willful misconduct of Consultant unless adequately corrected by Consultant.In the event the City Indemnitees are made a party to any action, lawsuit,or other adversarial proceeding arising from Consultant's performance of this Agreement,the Consultant shall provide a defense to the City Indemnitees or at the City's option,reimburse the City Indemnitees their costs of defense,including reasonable legal fees,incurred in defense of such claims.In no event shall the cost to defend charged to Consultant under this paragraph exceed Consultant's proportionate percentage of fault.However,notwithstanding the previous sentence,in the event one or more defendants are unable to pay its share of defense costs due to bankruptcy or dissolution of the business,Consultant shall meet and confer with other parties regarding unpaid defense costs. (d)The review,acceptance or approval of the Consultant's work or work product by any indemnified party shall not affect,relieve or reduce the Consultant's indemnification or defense obligations.This Section survives completion of the services or the termination of this contract.The provisions of this Section are not limited by and do not affect the provisions of this contract relating to insurance. 20.Contract Assignment.Supplier shall not assign,transfer,convey or otherwise dispose of the contract,or its right,title or interest,or its power to execute such a contract to any individual or business entity of any kind without the previous written consent of the City. 21.Termination for Convenience.The City may terminate all or part of this Agreement for any or no reason at any time by giving 30 days written notice to Contractor.Should the City terminate this Agreement for convenience,the City shall be liable as follows:(a)for standard or off-the-shelf products,a reasonable restocking charge not to exceed ten (10)percent of the total purchase price;(b)for custom products,the less of a reasonable price for the raw materials,components work in progress and any finished units on hand or the price per unit reflected on this Agreement.For termination of any services pursuant to this Agreement,the City's liability will be the lesser of a reasonable price for the services rendered prior to termination,or the price for the services reflected on this Agreement.Upon termination notice from the City,Contractor must,unless otherwise directed,cease work and follow the City's directions as to work in progress and finished goods. 22.Termination.If during the term of the contract,the City determines that the Contractor is not faithfully abiding by any term or condition contained herein,the City may notify the Contractor in writing of such defect or failure to perform.This notice must give the Contractor a 10 (ten)calendar day notice of time thereafter in which to perform said work or cure the deficiency.If the Contractor has not performed the work or cured the deficiency within the ten days specified in the notice,such shall constitute a breach of the contract and the City may terminate the contract immediately by written notice to the Contractor to said effect.Thereafter,neither party shall have any further duties,obligations,responsibilities,or rights under the contract except,however,any and all obligations of the Contractor's surety shall remain in full force and effect,and shall not be extinguished,reduced,or in any manner waived by the terminations thereof.In said event,the Contractor shall be entitled to the reasonable value of its services performed from the beginning date in which the breach occurs up to the day it received the City's Notice of Termination,minus any offset from such payment representing the City's damages from such breach."Reasonable value"includes fees or charges for goods or services as of the last milestone or task satisfactorily delivered or completed by the Contractor as may be set forth in the Agreement payment schedule;compensation for any other work,services or goods performed or provided by the Contractor shall be based solely on the City's assessment of the value of the work-in-progress in completing the overall work scope.The City reserves the right to delay any such payment until completion or confirmed abandonment of the project,as may be determined in the City's sole discretion,so as to permit a full and complete accounting of costs.In no event,however,shall the Contractor be entitled to receive in excess of the compensation quoted in its proposal. 23.Ownership of Materials.All original drawings,plan documents and other materials prepared by or in possession of Supplier as part of the work or services under these specifications shall become the permanent property of the City,and shall be delivered to the City upon demand. 24.Release of Reports and Information.Any reports,information,data,or other material is given to,prepared by or assembled by Supplier as part of the work or services under these specifications shall be the property of City,and shall not be made available to any individual or organization by Supplier without the prior written approval of the City. 25.Copies of Reports and Information.If the City requests additional copies of reports,drawings,specifications,or any other material in addition to what Supplier is required to furnish in limited quantities as part of the work or services under these specifications,Supplier shall provide such additional copies as are requested,and City shall compensate Supplier for the costs of duplicating of such copies at the Supplier's direct expense. 26.Insurance.Supplier shall procure and maintain for the duration of the Order insurance that is sufficient in scope and amount to permit Supplier to pay in the ordinary course of business against claims for injuries to persons or damages to property that may arise from or in connection with the performance of the work hereunder by Supplier,its agents,representatives,employees or sub-contractors. Supplier will maintain Workers Compensation insurance at statutory levels covering all employees who perform work under this Order. Additional Public Works Construction Purchase Order Terms & Conditions 1.Compensation for Authorized Additional Expenses.To receive compensation for additional expenses outside the scope of the project work,the Supplier shall obtain prior written authoriza-tion from the City to incur those expenses.Compensa-tion for these addition-al expenses shall include time and materials. 2.Payment Terms.The supplier may request one progress payment each month for work satisfactorily completed and accepted by the City.The City shall issue payment within 30 days.The City shall withhold 10 percent of each progress payment as retention to ensure resolution of any stop notices or liens.The City shall release this retention 35 days after filing a notice of completion. 3.Faithful Performance Bond.The supplier shall furnish a surety bond in the amount of 125 percent of the contract price guaranteeing the faithful performance of the contract,including any attorney's fees or other collection costs. 4.Work in the Right-of-Way or on City Property.For work on City managed property,the supplier/consultant shall obtain a no-fee encroachment permit.A Traffic Control Plan and Water Pollution Control Plan shall be submitted and approved prior to issuance of the permit unless determined by the City not to be required. 5.Prevailing Wage.The supplier and any subcontractors are required to pay prevailing wage and must be registered with the Department of Industrial Relations pursuant to Section 1725.5 of the Labor Code. 6.Insurance.The supplier shall procure and maintain for the duration of the contract insurance against claims for injuries to persons or dam-ages to property which may arise from or in connection with the performance of the work hereunder by the supplier,its agents,representatives,employees or subs. Minimum Scope of Insurance.Coverage shall be at least as broad as: 4 Purchase Order 618998 Proprietary and Confidential a.Insurance Services Office Commercial General Liability coverage (occurrence form CG 20 10 Prior to 1993 or CG 20 10 07 04 with CG 20 37 10 01 or the exact equivalent as determined by the City). b.Insurance Services Office form number CA 0001 (Ed.1/87)covering Automobile Liability,code 1 (any auto). c.Workers'Compensation insurance as required by the State of California and Employer's Liability Insurance. Minimum Limits of Insurance.The supplier shall maintain limits no less than: a.General Liability:$1,000,000 per occurrence for bodily injury,personal injury and property damage.If Commercial General Liability or other forms with a general aggregate limit is used,either the general aggregate limit shall apply separately to this project/location or the general aggregate limit shall be twice the required occurrence limit. b.Automobile Liability:$1,000,000 per accident for bodily injury and property damage. c.Employer's Liability:$1,000,000 per accident for bodily injury or disease. d.Deductibles and Self-Insured Retentions.Any deductibles or self-insured retentions must be declared to and approved by the City.At the option of the City,either:the insurer shall reduce or eliminate such deductibles or self-insured retentions as respects the City,its officers,officials,employees,and volunteers;or the supplier shall procure a bond guaranteeing payment of losses and related investigations,claim administration and defense expenses. Other Insurance Provisions.The general liability and automobile liability policies are to contain,or be endorsed to contain,the following provi-sions: a.The City,its officers,officials,employees,agents,and volunteers are to be covered as insureds as respects:liability arising out of activities performed by or on behalf of the supplier;products and completed operations of the supplier;premises owned,occupied or used by the supplier;or automobiles owned leased,hired or borrowed by the supplier.The coverage shall contain no special limitations on the scope of protection afforded to the City,its officers,officials,employees,agents or volunteers. b.For any claims related to this project,the supplier's insurance coverage shall be primary insurance as respects the City,its officers,officials,employees,agents,and volunteers.Any insur-ance or self- insurance maintained by the City,its officers,offi-cials,employees,agents or volunteers shall be excess of the supplier's insurance and shall not contribute with it. c.Any failure to comply with reporting or other provisions of the policies including breaches of warranties shall not affect coverage provided to the City,its officers,officials,employees,agents or volunteers. d.The supplier's insurance shall apply separately to each insured against whom claim is made or suit is brought,except with respect to the limits of the insurer's liability. e.Each insurance policy required by this clause shall be endorsed to state that coverage shall not be suspended,voided,canceled by either party,reduced in coverage or in limits except after thirty (30)days' prior written notice by certified mail,return receipt requested,has been given to the City. Acceptability of Insurers.Insurance is to be placed with insurers with a current A.M.Best's rating of no less than A:VII. Verification of Coverage.The supplier shall furnish the City with a certificate of insurance showing required coverage.Original endorse-ments affecting general liability and automobile liability coverage are also required by this clause.The endorsements are to be signed by a person authorized by that insurer to bind coverage on its behalf.All endorsements are to be received and approved by the City before work commences. Subcontractors.The supplier shall include all subcontractors as insured under its policies or shall furnish separate certifi-cates and endorsements for each subcontractor.All coverages for subcontractors shall be subject to all of the requirements stated herein. 5 Purchase Order 619184 Order Date 04-APR-2024 Change Order 0 Change Order Date 04-APR-2024 Revision 0 Ordered 4,072.37 USD INCLUDE PURCHASE ORDER NUMBER ON ALL INVOICES & CORRESPONDENCE SEND ALL INVOICES TO AP@SLOCITY.ORG INCLUDE DELIVER TO CITY STAFF CONTACT NAME ON ALL INVOICES Sold To City of San Luis Obispo 990 Palm Street SAN LUIS OBISPO, CA 93401 Supplier Solutions II Inc 8822 S Ridgeline Blvd Ste 117 LITTLETON , CO 80129 Bill To City of San Luis Obispo 990 Palm Street SAN LUIS OBISPO, CA 93401SAN LUIS OBISPO UNITED STATES Ship To 990 Palm Street SAN LUIS OBISPO, CA 93401SAN LUIS OBISPO UNITED STATES Notes USD = US Dollar PO for attached - Solutions II - Quote JJ-28034565-3 Red Hat Renewal, 3 Year (5.2024-5.2027) Customer Account Number Supplier Number Payment Terms Freight Terms FOB Shipping Method 463292 Net 30 Destination Confirm To Deliver To Contact Daniel Clancy Stephanie Couch Phone 1-805-781-7510 Line Item Price Quantity UOM Ordered Taxable 1 Solutions II - Quote JJ-28034565- 3 Red Hat Renewal, 3 Year (5.2024-5.2027) 4,072.37 Supplier Item Solutions II - Quote JJ-28034565-3 Red Hat Renewal, 3 Year (5.2024-5.2027) Promised 4,072.37 04/09/2024 Requested 04/09/2024 Requested and Promised Dates correspond to the date of arrival at the Ship-to Location. Line Total 4,072.37 1 Purchase Order 619184 Line Item Price Quantity UOM Ordered Taxable Total 4,072.37 2 Purchase Order 619184 Proprietary and Confidential Contract Terms and Conditions Purchase Order Terms and Conditions Standard Purchase Order Terms & Conditions 1.Acceptance.By delivering the ordered goods or commencing performance under this Purchase Order,("Order")supplier agrees to the general terms,specifications,and conditions in or referenced by this document.If supplier and The City of San Luis Obispo ("City")have entered into a contract outside of this Order,the terms and conditions set forth in the contract shall prevail.Supplier's additional or different terms and conditions are expressly excluded from this Order and the City does not agree to such terms or conditions,unless such agreement is made expressly,in writing by the City's authorized representative,or a contract has been signed outside of this Order between the Supplier and The City. 2.Business License &Tax.Supplier must have a valid City of San Luis Obispo business tax certificate prior to the execution of the contract.Additional information regarding the City's business tax program may be obtained by calling (805)781-7134. 3.Ability to Perform.Supplier warrants that it possesses,or has arranged through subcontracts,all capital and other equipment,labor,materials,and licenses necessary to carry out and complete the work hereunder in compliance with any and all federal,state,county,city,and special district laws,ordinances,and regulations. 4.Warranties.Supplier warrants that all goods delivered will be free from defects in workmanship,material,and manufacture;are new (not refurbished or reconditioned)unless otherwise stated in this Order;are of merchantable quality and fit for the purpose intended by the City to the extent that purpose has been disclosed to Supplier;complies with the requirements of this Order;and complies with all applicable laws and regulations.Supplier also warrants that all services performed under this Order shall be rendered in a good and workmanlike manner by skilled personnel in compliance with all applicable laws and regulations. 5.Changes.No change or modification in terms may be made without express authorization,in writing by the City's authorized representative. 6.Delivery.Supplier agrees that time is of the essence to delivery and any other performance required under this Order.No charge for delivery,parcel post,packing,cartage,insurance,license fees, permits,or any other purpose will be paid by the City unless it is expressly included on the face of this Order.Supplier must arrange for the lowest-cost transportation and prepay and add freight to its invoice.If delivery is made by a carrier,an itemized delivery ticket must be attached to the outside of the package.Each container or package must be marked with the Order number. 7.Laws to be Observed.Supplier shall keep itself fully informed of and shall observe and comply with all applicable state and federal laws and county and City of San Luis Obispo ordinances,regulations and adopted codes during its performance of the work. 8.Payment of Taxes.The contract prices shall include full compensation for all taxes that Supplier is required to pay. 9.Permits and Licenses.Supplier shall procure all permits and licenses,pay all charges and fees,and give all notices necessary. 10.Safety Provisions.Supplier shall conform to the rules and regulations pertaining to safety established by OSHA and the California Division of Industrial Safety Public and Employee Safety.Whenever Supplier's operations create a condition hazardous to the public or City employees,it shall,at its expense and without cost to the City,furnish,erect and maintain such fences,temporary railings,barricades, lights,signs and other devices and take such other protective measures as are necessary to prevent accidents or damage or injury to the public and employees. 11.Preservation of City Property.Supplier shall provide and install suitable safeguards,approved by the City,to protect City property from injury or damage.If City property is injured or damaged as a result of Supplier's operations,it shall be replaced or restored at Supplier's expense.The facilities shall be replaced or restored to a condition as good as when the Supplier began work 12.Immigration Act of 1986.Supplier warrants on behalf of itself and all sub-suppliers engaged for the performance of this work that only persons authorized to work in the United States pursuant to the Immigration Reform and Control Act of 1986 and other applicable laws shall be employed in the performance of the work hereunder. 13.Supplier Non-Discrimination.In the performance of this work,Supplier agrees that it will not engage in,nor permit such sub-suppliers as it may employ,to engage in discrimination in the employment of persons because of age,race,color,sex,national origin or ancestry,sexual orientation,or religion of such persons. 14.Work Delays.Should Supplier be obstructed or delayed in the work required to be done hereunder by changes in the work or by any default,act,or omission of the City,or by strikes,fire,earthquake, or any other Act of God,or by the inability to obtain materials,equipment,or labor due to federal government restrictions arising out of defense or war programs,then the time of completion may,at the City's sole option,be extended for such periods as may be agreed upon by the City and the Supplier. 15.Payment Terms.The City's payment terms are 30 days from the receipt of an original invoice and acceptance by the City of the services provided by Supplier (Net 30). 16.Inspection.Supplier shall furnish City with every reasonable opportunity for City to ascertain that the services of Supplier are being performed in accordance with the requirements and intentions of this contract.All work done and all materials furnished,if any,shall be subject to the City's inspection and approval.The inspection of such work shall not relieve Supplier of any of its obligations to fulfill its contract requirements. 17.Audit.The City shall have the option of inspecting and/or auditing all records and other written materials used by Supplier in preparing its invoices to City as a condition precedent to any payment to Supplier. 18.Interests of Supplier.Supplier covenants that it presently has no interest,and shall not acquire any interest direct or indirect or otherwise,which would conflict in any manner or degree with the performance of the work hereunder.Supplier further covenants that,in the performance of this work,no sub-Supplier or person having such an interest shall be employed.Supplier certifies that no one who has or will have any financial interest in performing this work is an officer or employee of the City.It is hereby expressly agreed that,in the performance of the work hereunder,Supplier shall at all times be deemed an independent Supplier and not an agent or employee of the City. 19.Hold Harmless and Indemnification. (a)Non-design,non-construction Professional Services:To the fullest extent permitted by law (including,but not limited to California Civil Code Sections 2782 and 2782.8),Consultant shall indemnify, defend,and hold harmless the City,and its elected officials,officers,employees,volunteers,and agents ("City Indemnitees"),from and against any and all causes of action,claims,liabilities,obligations, judgments,or damages,including reasonable legal counsels'fees and costs of litigation ("claims"),arising out of the Consultant's performance or Consultant's failure to perform its obligations under this Agreement or out of the operations conducted by Consultant,including the City's active or passive negligence,except for such loss or damage arising from the sole negligence or willful misconduct of the 3 Purchase Order 619184 Proprietary and Confidential City.In the event the City Indemnitees are made a party to any action,lawsuit,or other adversarial proceeding arising from Consultant's performance of this Agreement,the Consultant shall provide a defense to the City Indemnitees or at the City's option,reimburse the City Indemnitees their costs of defense,including reasonable legal fees,incurred in defense of such claims. (b)Non-design,construction Professional Services:To the extent the Scope of Services involve a "construction contract"as that phrase is used in Civil Code Section 2783,this paragraph shall apply in place of paragraph A.To the fullest extent permitted by law (including,but not limited to California Civil Code Sections 2782 and 2782.8),Consultant shall indemnify,defend,and hold harmless the City, and its elected officials,officers,employees,volunteers,and agents ("City Indemnitees"),from and against any and all causes of action,claims,liabilities,obligations,judgments,or damages,including reasonable legal counsels'fees and costs of litigation ("claims"),arising out of the Consultant's performance or Consultant's failure to perform its obligations under this Agreement or out of the operations conducted by Consultant,except for such loss or damage arising from the active negligence,sole negligence or willful misconduct of the City.In the event the City Indemnitees are made a party to any action,lawsuit,or other adversarial proceeding arising from Consultant's performance of this Agreement,the Consultant shall provide a defense to the City Indemnitees or at the City's option,reimburse the City Indemnitees their costs of defense,including reasonable legal fees,incurred in defense of such claims. (c)Design Professional Services:In the event Consultant is a "design professional",and the Scope of Services require Consultant to provide "design professional services"as those phrases are used in Civil Code Section 2782.8,this paragraph shall apply in place of paragraphs A or B.To the fullest extent permitted by law (including,but not limited to California Civil Code Sections 2782 and 2782.8) Consultant shall indemnify,defend and hold harmless the City and its elected officials,officers,employees,volunteers and agents ("City Indemnitees"),from and against all claims,damages,injuries, losses,and expenses including costs,attorney fees,expert consultant and expert witness fees arising out of,pertaining to or relating to,the negligence,recklessness or willful misconduct of Consultant, except to the extent caused by the sole negligence,active negligence or willful misconduct of the City.Negligence,recklessness or willful misconduct of any subcontractor employed by Consultant shall be conclusively deemed to be the negligence,recklessness or willful misconduct of Consultant unless adequately corrected by Consultant.In the event the City Indemnitees are made a party to any action, lawsuit,or other adversarial proceeding arising from Consultant's performance of this Agreement,the Consultant shall provide a defense to the City Indemnitees or at the City's option,reimburse the City Indemnitees their costs of defense,including reasonable legal fees,incurred in defense of such claims.In no event shall the cost to defend charged to Consultant under this paragraph exceed Consultant's proportionate percentage of fault.However,notwithstanding the previous sentence,in the event one or more defendants are unable to pay its share of defense costs due to bankruptcy or dissolution of the business,Consultant shall meet and confer with other parties regarding unpaid defense costs. (d)The review,acceptance or approval of the Consultant's work or work product by any indemnified party shall not affect,relieve or reduce the Consultant's indemnification or defense obligations.This Section survives completion of the services or the termination of this contract.The provisions of this Section are not limited by and do not affect the provisions of this contract relating to insurance. 20.Contract Assignment.Supplier shall not assign,transfer,convey or otherwise dispose of the contract,or its right,title or interest,or its power to execute such a contract to any individual or business entity of any kind without the previous written consent of the City. 21.Termination for Convenience.The City may terminate all or part of this Agreement for any or no reason at any time by giving 30 days written notice to Contractor.Should the City terminate this Agreement for convenience,the City shall be liable as follows:(a)for standard or off-the-shelf products,a reasonable restocking charge not to exceed ten (10)percent of the total purchase price;(b)for custom products,the less of a reasonable price for the raw materials,components work in progress and any finished units on hand or the price per unit reflected on this Agreement.For termination of any services pursuant to this Agreement,the City's liability will be the lesser of a reasonable price for the services rendered prior to termination,or the price for the services reflected on this Agreement.Upon termination notice from the City,Contractor must,unless otherwise directed,cease work and follow the City's directions as to work in progress and finished goods. 22.Termination.If during the term of the contract,the City determines that the Contractor is not faithfully abiding by any term or condition contained herein,the City may notify the Contractor in writing of such defect or failure to perform.This notice must give the Contractor a 10 (ten)calendar day notice of time thereafter in which to perform said work or cure the deficiency.If the Contractor has not performed the work or cured the deficiency within the ten days specified in the notice,such shall constitute a breach of the contract and the City may terminate the contract immediately by written notice to the Contractor to said effect.Thereafter,neither party shall have any further duties,obligations,responsibilities,or rights under the contract except,however,any and all obligations of the Contractor's surety shall remain in full force and effect,and shall not be extinguished,reduced,or in any manner waived by the terminations thereof.In said event,the Contractor shall be entitled to the reasonable value of its services performed from the beginning date in which the breach occurs up to the day it received the City's Notice of Termination,minus any offset from such payment representing the City's damages from such breach."Reasonable value"includes fees or charges for goods or services as of the last milestone or task satisfactorily delivered or completed by the Contractor as may be set forth in the Agreement payment schedule;compensation for any other work,services or goods performed or provided by the Contractor shall be based solely on the City's assessment of the value of the work-in-progress in completing the overall work scope.The City reserves the right to delay any such payment until completion or confirmed abandonment of the project,as may be determined in the City's sole discretion,so as to permit a full and complete accounting of costs.In no event,however,shall the Contractor be entitled to receive in excess of the compensation quoted in its proposal. 23.Ownership of Materials.All original drawings,plan documents and other materials prepared by or in possession of Supplier as part of the work or services under these specifications shall become the permanent property of the City,and shall be delivered to the City upon demand. 24.Release of Reports and Information.Any reports,information,data,or other material is given to,prepared by or assembled by Supplier as part of the work or services under these specifications shall be the property of City,and shall not be made available to any individual or organization by Supplier without the prior written approval of the City. 25.Copies of Reports and Information.If the City requests additional copies of reports,drawings,specifications,or any other material in addition to what Supplier is required to furnish in limited quantities as part of the work or services under these specifications,Supplier shall provide such additional copies as are requested,and City shall compensate Supplier for the costs of duplicating of such copies at the Supplier's direct expense. 26.Insurance.Supplier shall procure and maintain for the duration of the Order insurance that is sufficient in scope and amount to permit Supplier to pay in the ordinary course of business against claims for injuries to persons or damages to property that may arise from or in connection with the performance of the work hereunder by Supplier,its agents,representatives,employees or sub-contractors. Supplier will maintain Workers Compensation insurance at statutory levels covering all employees who perform work under this Order. Additional Public Works Construction Purchase Order Terms & Conditions 1.Compensation for Authorized Additional Expenses.To receive compensation for additional expenses outside the scope of the project work,the Supplier shall obtain prior written authoriza-tion from the City to incur those expenses.Compensa-tion for these addition-al expenses shall include time and materials. 2.Payment Terms.The supplier may request one progress payment each month for work satisfactorily completed and accepted by the City.The City shall issue payment within 30 days.The City shall withhold 10 percent of each progress payment as retention to ensure resolution of any stop notices or liens.The City shall release this retention 35 days after filing a notice of completion. 3.Faithful Performance Bond.The supplier shall furnish a surety bond in the amount of 125 percent of the contract price guaranteeing the faithful performance of the contract,including any attorney's fees or other collection costs. 4.Work in the Right-of-Way or on City Property.For work on City managed property,the supplier/consultant shall obtain a no-fee encroachment permit.A Traffic Control Plan and Water Pollution Control Plan shall be submitted and approved prior to issuance of the permit unless determined by the City not to be required. 5.Prevailing Wage.The supplier and any subcontractors are required to pay prevailing wage and must be registered with the Department of Industrial Relations pursuant to Section 1725.5 of the Labor Code. 6.Insurance.The supplier shall procure and maintain for the duration of the contract insurance against claims for injuries to persons or dam-ages to property which may arise from or in connection with the performance of the work hereunder by the supplier,its agents,representatives,employees or subs. Minimum Scope of Insurance.Coverage shall be at least as broad as: 4 Purchase Order 619184 Proprietary and Confidential a.Insurance Services Office Commercial General Liability coverage (occurrence form CG 20 10 Prior to 1993 or CG 20 10 07 04 with CG 20 37 10 01 or the exact equivalent as determined by the City). b.Insurance Services Office form number CA 0001 (Ed.1/87)covering Automobile Liability,code 1 (any auto). c.Workers'Compensation insurance as required by the State of California and Employer's Liability Insurance. Minimum Limits of Insurance.The supplier shall maintain limits no less than: a.General Liability:$1,000,000 per occurrence for bodily injury,personal injury and property damage.If Commercial General Liability or other forms with a general aggregate limit is used,either the general aggregate limit shall apply separately to this project/location or the general aggregate limit shall be twice the required occurrence limit. b.Automobile Liability:$1,000,000 per accident for bodily injury and property damage. c.Employer's Liability:$1,000,000 per accident for bodily injury or disease. d.Deductibles and Self-Insured Retentions.Any deductibles or self-insured retentions must be declared to and approved by the City.At the option of the City,either:the insurer shall reduce or eliminate such deductibles or self-insured retentions as respects the City,its officers,officials,employees,and volunteers;or the supplier shall procure a bond guaranteeing payment of losses and related investigations,claim administration and defense expenses. Other Insurance Provisions.The general liability and automobile liability policies are to contain,or be endorsed to contain,the following provi-sions: a.The City,its officers,officials,employees,agents,and volunteers are to be covered as insureds as respects:liability arising out of activities performed by or on behalf of the supplier;products and completed operations of the supplier;premises owned,occupied or used by the supplier;or automobiles owned leased,hired or borrowed by the supplier.The coverage shall contain no special limitations on the scope of protection afforded to the City,its officers,officials,employees,agents or volunteers. b.For any claims related to this project,the supplier's insurance coverage shall be primary insurance as respects the City,its officers,officials,employees,agents,and volunteers.Any insur-ance or self- insurance maintained by the City,its officers,offi-cials,employees,agents or volunteers shall be excess of the supplier's insurance and shall not contribute with it. c.Any failure to comply with reporting or other provisions of the policies including breaches of warranties shall not affect coverage provided to the City,its officers,officials,employees,agents or volunteers. d.The supplier's insurance shall apply separately to each insured against whom claim is made or suit is brought,except with respect to the limits of the insurer's liability. e.Each insurance policy required by this clause shall be endorsed to state that coverage shall not be suspended,voided,canceled by either party,reduced in coverage or in limits except after thirty (30)days' prior written notice by certified mail,return receipt requested,has been given to the City. Acceptability of Insurers.Insurance is to be placed with insurers with a current A.M.Best's rating of no less than A:VII. Verification of Coverage.The supplier shall furnish the City with a certificate of insurance showing required coverage.Original endorse-ments affecting general liability and automobile liability coverage are also required by this clause.The endorsements are to be signed by a person authorized by that insurer to bind coverage on its behalf.All endorsements are to be received and approved by the City before work commences. Subcontractors.The supplier shall include all subcontractors as insured under its policies or shall furnish separate certifi-cates and endorsements for each subcontractor.All coverages for subcontractors shall be subject to all of the requirements stated herein. 5 Purchase Order 619187 Order Date 04-APR-2024 Change Order 0 Change Order Date 04-APR-2024 Revision 0 Ordered 26,980.12 USD INCLUDE PURCHASE ORDER NUMBER ON ALL INVOICES & CORRESPONDENCE SEND ALL INVOICES TO AP@SLOCITY.ORG INCLUDE DELIVER TO CITY STAFF CONTACT NAME ON ALL INVOICES Sold To City of San Luis Obispo 990 Palm Street SAN LUIS OBISPO, CA 93401 Supplier SHI International Corp 290 Davidson Ave SOMERSET, NJ 08873SOMERSET Bill To City of San Luis Obispo 990 Palm Street SAN LUIS OBISPO, CA 93401SAN LUIS OBISPO UNITED STATES Ship To 990 Palm Street SAN LUIS OBISPO, CA 93401SAN LUIS OBISPO UNITED STATES Notes USD = US Dollar PO for attached - SHI - Quote 24654226 Warranty Extension Customer Account Number Supplier Number Payment Terms Freight Terms FOB Shipping Method 461550 Net 30 Destination Confirm To Deliver To Contact Daniel Clancy Stephanie Couch Phone 1-805-781-7510 Line Item Price Quantity UOM Ordered Taxable 1 SHI - Quote 24654226 Warranty Extension 26,980.12 Supplier Item SHI - Quote 24654226 Warranty Extension This line references Document (Contract Purchase Agreement) 800062. Promised 26,980.12 04/09/2024 Requested 04/09/2024 Requested and Promised Dates correspond to the date of arrival at the Ship-to Location. Line Total 26,980.12 1 Purchase Order 619187 Line Item Price Quantity UOM Ordered Taxable Total 26,980.12 2 Purchase Order 619301 Order Date 16-APR-2024 Change Order 0 Change Order Date 16-APR-2024 Revision 0 Ordered 1,922.80 USD INCLUDE PURCHASE ORDER NUMBER ON ALL INVOICES & CORRESPONDENCE SEND ALL INVOICES TO AP@SLOCITY.ORG INCLUDE DELIVER TO CITY STAFF CONTACT NAME ON ALL INVOICES Sold To City of San Luis Obispo 990 Palm Street SAN LUIS OBISPO, CA 93401 Supplier SHI International Corp 290 Davidson Ave SOMERSET, NJ 08873SOMERSET Bill To City of San Luis Obispo 990 Palm Street SAN LUIS OBISPO, CA 93401SAN LUIS OBISPO UNITED STATES Ship To 990 Palm Street SAN LUIS OBISPO, CA 93401SAN LUIS OBISPO UNITED STATES Notes USD = US Dollar PO for the attached quote - 24744831 Adobe Acrobar Pro Qty 20 Customer Account Number Supplier Number Payment Terms Freight Terms FOB Shipping Method 461550 Net 30 Destination Confirm To Deliver To Contact Timothy "Tim" Holt Stephanie Couch Line Item Price Quantity UOM Ordered Taxable 1 SHI - Quote 24744831 Adobe Acrobar Pro Qty 20 1,922.80 Supplier Item SHI - Quote 24744831 Adobe Acrobar Pro Qty 20 This line references Document (Contract Purchase Agreement) 800062. Promised 1,922.80 04/22/2024 Requested 04/22/2024 Requested and Promised Dates correspond to the date of arrival at the Ship-to Location. Line Total 1,922.80 Total 1,922.80 1 Purchase Order 619301 2 Purchase Order 619432 Order Date 03-MAY-2024 Change Order 0 Change Order Date 03-MAY-2024 Revision 0 Ordered 3,644.73 USD INCLUDE PURCHASE ORDER NUMBER ON ALL INVOICES & CORRESPONDENCE SEND ALL INVOICES TO AP@SLOCITY.ORG INCLUDE DELIVER TO CITY STAFF CONTACT NAME ON ALL INVOICES Sold To City of San Luis Obispo 990 Palm Street SAN LUIS OBISPO, CA 93401 Supplier CDW Government Inc 75 Remittance Dr Ste 1515 CHICAGO, IL 60675 Bill To City of San Luis Obispo 990 Palm Street SAN LUIS OBISPO, CA 93401SAN LUIS OBISPO UNITED STATES Ship To 990 Palm Street SAN LUIS OBISPO, CA 93401SAN LUIS OBISPO UNITED STATES Notes USD = US Dollar PO for attached - CDWG - Quote NVXQ912 Cisco Meraki Dual-Band Sector Antenna Customer Account Number Supplier Number Payment Terms Freight Terms FOB Shipping Method 141805 Net 30 Destination Confirm To Deliver To Contact Daniel Clancy Stephanie Couch Phone 1-805-781-7510 Line Item Price Quantity UOM Ordered Taxable 1 CDWG - Quote NVXQ912 Cisco Meraki Dual-Band Sector Antenna 3,644.73 Supplier Item CDWG - Quote NVXQ912 Cisco Meraki Dual-Band Sector Antenna Promised 3,644.73 05/08/2024 Requested 05/08/2024 Requested and Promised Dates correspond to the date of arrival at the Ship-to Location. Line Total 3,644.73 1 Purchase Order 619432 Line Item Price Quantity UOM Ordered Taxable Total 3,644.73 Authorized By: 2 Purchase Order 619432 Proprietary and Confidential Contract Terms and Conditions Purchase Order Terms and Conditions Standard Purchase Order Terms & Conditions 1.Acceptance.By delivering the ordered goods or commencing performance under this Purchase Order,("Order")supplier agrees to the general terms,specifications,and conditions in or referenced by this document.If supplier and The City of San Luis Obispo ("City")have entered into a contract outside of this Order,the terms and conditions set forth in the contract shall prevail.Supplier's additional or different terms and conditions are expressly excluded from this Order and the City does not agree to such terms or conditions,unless such agreement is made expressly,in writing by the City's authorized representative,or a contract has been signed outside of this Order between the Supplier and The City. 2.Business License &Tax.Supplier must have a valid City of San Luis Obispo business tax certificate prior to the execution of the contract.Additional information regarding the City's business tax program may be obtained by calling (805)781-7134. 3.Ability to Perform.Supplier warrants that it possesses,or has arranged through subcontracts,all capital and other equipment,labor,materials,and licenses necessary to carry out and complete the work hereunder in compliance with any and all federal,state,county,city,and special district laws,ordinances,and regulations. 4.Warranties.Supplier warrants that all goods delivered will be free from defects in workmanship,material,and manufacture;are new (not refurbished or reconditioned)unless otherwise stated in this Order;are of merchantable quality and fit for the purpose intended by the City to the extent that purpose has been disclosed to Supplier;complies with the requirements of this Order;and complies with all applicable laws and regulations.Supplier also warrants that all services performed under this Order shall be rendered in a good and workmanlike manner by skilled personnel in compliance with all applicable laws and regulations. 5.Changes.No change or modification in terms may be made without express authorization,in writing by the City's authorized representative. 6.Delivery.Supplier agrees that time is of the essence to delivery and any other performance required under this Order.No charge for delivery,parcel post,packing,cartage,insurance,license fees, permits,or any other purpose will be paid by the City unless it is expressly included on the face of this Order.Supplier must arrange for the lowest-cost transportation and prepay and add freight to its invoice.If delivery is made by a carrier,an itemized delivery ticket must be attached to the outside of the package.Each container or package must be marked with the Order number. 7.Laws to be Observed.Supplier shall keep itself fully informed of and shall observe and comply with all applicable state and federal laws and county and City of San Luis Obispo ordinances,regulations and adopted codes during its performance of the work. 8.Payment of Taxes.The contract prices shall include full compensation for all taxes that Supplier is required to pay. 9.Permits and Licenses.Supplier shall procure all permits and licenses,pay all charges and fees,and give all notices necessary. 10.Safety Provisions.Supplier shall conform to the rules and regulations pertaining to safety established by OSHA and the California Division of Industrial Safety Public and Employee Safety.Whenever Supplier's operations create a condition hazardous to the public or City employees,it shall,at its expense and without cost to the City,furnish,erect and maintain such fences,temporary railings,barricades, lights,signs and other devices and take such other protective measures as are necessary to prevent accidents or damage or injury to the public and employees. 11.Preservation of City Property.Supplier shall provide and install suitable safeguards,approved by the City,to protect City property from injury or damage.If City property is injured or damaged as a result of Supplier's operations,it shall be replaced or restored at Supplier's expense.The facilities shall be replaced or restored to a condition as good as when the Supplier began work 12.Immigration Act of 1986.Supplier warrants on behalf of itself and all sub-suppliers engaged for the performance of this work that only persons authorized to work in the United States pursuant to the Immigration Reform and Control Act of 1986 and other applicable laws shall be employed in the performance of the work hereunder. 13.Supplier Non-Discrimination.In the performance of this work,Supplier agrees that it will not engage in,nor permit such sub-suppliers as it may employ,to engage in discrimination in the employment of persons because of age,race,color,sex,national origin or ancestry,sexual orientation,or religion of such persons. 14.Work Delays.Should Supplier be obstructed or delayed in the work required to be done hereunder by changes in the work or by any default,act,or omission of the City,or by strikes,fire,earthquake, or any other Act of God,or by the inability to obtain materials,equipment,or labor due to federal government restrictions arising out of defense or war programs,then the time of completion may,at the City's sole option,be extended for such periods as may be agreed upon by the City and the Supplier. 15.Payment Terms.The City's payment terms are 30 days from the receipt of an original invoice and acceptance by the City of the services provided by Supplier (Net 30). 16.Inspection.Supplier shall furnish City with every reasonable opportunity for City to ascertain that the services of Supplier are being performed in accordance with the requirements and intentions of this contract.All work done and all materials furnished,if any,shall be subject to the City's inspection and approval.The inspection of such work shall not relieve Supplier of any of its obligations to fulfill its contract requirements. 17.Audit.The City shall have the option of inspecting and/or auditing all records and other written materials used by Supplier in preparing its invoices to City as a condition precedent to any payment to Supplier. 18.Interests of Supplier.Supplier covenants that it presently has no interest,and shall not acquire any interest direct or indirect or otherwise,which would conflict in any manner or degree with the performance of the work hereunder.Supplier further covenants that,in the performance of this work,no sub-Supplier or person having such an interest shall be employed.Supplier certifies that no one who has or will have any financial interest in performing this work is an officer or employee of the City.It is hereby expressly agreed that,in the performance of the work hereunder,Supplier shall at all times be deemed an independent Supplier and not an agent or employee of the City. 19.Hold Harmless and Indemnification. (a)Non-design,non-construction Professional Services:To the fullest extent permitted by law (including,but not limited to California Civil Code Sections 2782 and 2782.8),Consultant shall indemnify, defend,and hold harmless the City,and its elected officials,officers,employees,volunteers,and agents ("City Indemnitees"),from and against any and all causes of action,claims,liabilities,obligations, judgments,or damages,including reasonable legal counsels'fees and costs of litigation ("claims"),arising out of the Consultant's performance or Consultant's failure to perform its obligations under this Agreement or out of the operations conducted by Consultant,including the City's active or passive negligence,except for such loss or damage arising from the sole negligence or willful misconduct of the 3 Purchase Order 619432 Proprietary and Confidential City.In the event the City Indemnitees are made a party to any action,lawsuit,or other adversarial proceeding arising from Consultant's performance of this Agreement,the Consultant shall provide a defense to the City Indemnitees or at the City's option,reimburse the City Indemnitees their costs of defense,including reasonable legal fees,incurred in defense of such claims. (b)Non-design,construction Professional Services:To the extent the Scope of Services involve a "construction contract"as that phrase is used in Civil Code Section 2783,this paragraph shall apply in place of paragraph A.To the fullest extent permitted by law (including,but not limited to California Civil Code Sections 2782 and 2782.8),Consultant shall indemnify,defend,and hold harmless the City, and its elected officials,officers,employees,volunteers,and agents ("City Indemnitees"),from and against any and all causes of action,claims,liabilities,obligations,judgments,or damages,including reasonable legal counsels'fees and costs of litigation ("claims"),arising out of the Consultant's performance or Consultant's failure to perform its obligations under this Agreement or out of the operations conducted by Consultant,except for such loss or damage arising from the active negligence,sole negligence or willful misconduct of the City.In the event the City Indemnitees are made a party to any action,lawsuit,or other adversarial proceeding arising from Consultant's performance of this Agreement,the Consultant shall provide a defense to the City Indemnitees or at the City's option,reimburse the City Indemnitees their costs of defense,including reasonable legal fees,incurred in defense of such claims. (c)Design Professional Services:In the event Consultant is a "design professional",and the Scope of Services require Consultant to provide "design professional services"as those phrases are used in Civil Code Section 2782.8,this paragraph shall apply in place of paragraphs A or B.To the fullest extent permitted by law (including,but not limited to California Civil Code Sections 2782 and 2782.8) Consultant shall indemnify,defend and hold harmless the City and its elected officials,officers,employees,volunteers and agents ("City Indemnitees"),from and against all claims,damages,injuries, losses,and expenses including costs,attorney fees,expert consultant and expert witness fees arising out of,pertaining to or relating to,the negligence,recklessness or willful misconduct of Consultant, except to the extent caused by the sole negligence,active negligence or willful misconduct of the City.Negligence,recklessness or willful misconduct of any subcontractor employed by Consultant shall be conclusively deemed to be the negligence,recklessness or willful misconduct of Consultant unless adequately corrected by Consultant.In the event the City Indemnitees are made a party to any action, lawsuit,or other adversarial proceeding arising from Consultant's performance of this Agreement,the Consultant shall provide a defense to the City Indemnitees or at the City's option,reimburse the City Indemnitees their costs of defense,including reasonable legal fees,incurred in defense of such claims.In no event shall the cost to defend charged to Consultant under this paragraph exceed Consultant's proportionate percentage of fault.However,notwithstanding the previous sentence,in the event one or more defendants are unable to pay its share of defense costs due to bankruptcy or dissolution of the business,Consultant shall meet and confer with other parties regarding unpaid defense costs. (d)The review,acceptance or approval of the Consultant's work or work product by any indemnified party shall not affect,relieve or reduce the Consultant's indemnification or defense obligations.This Section survives completion of the services or the termination of this contract.The provisions of this Section are not limited by and do not affect the provisions of this contract relating to insurance. 20.Contract Assignment.Supplier shall not assign,transfer,convey or otherwise dispose of the contract,or its right,title or interest,or its power to execute such a contract to any individual or business entity of any kind without the previous written consent of the City. 21.Termination for Convenience.The City may terminate all or part of this Agreement for any or no reason at any time by giving 30 days written notice to Contractor.Should the City terminate this Agreement for convenience,the City shall be liable as follows:(a)for standard or off-the-shelf products,a reasonable restocking charge not to exceed ten (10)percent of the total purchase price;(b)for custom products,the less of a reasonable price for the raw materials,components work in progress and any finished units on hand or the price per unit reflected on this Agreement.For termination of any services pursuant to this Agreement,the City's liability will be the lesser of a reasonable price for the services rendered prior to termination,or the price for the services reflected on this Agreement.Upon termination notice from the City,Contractor must,unless otherwise directed,cease work and follow the City's directions as to work in progress and finished goods. 22.Termination.If during the term of the contract,the City determines that the Contractor is not faithfully abiding by any term or condition contained herein,the City may notify the Contractor in writing of such defect or failure to perform.This notice must give the Contractor a 10 (ten)calendar day notice of time thereafter in which to perform said work or cure the deficiency.If the Contractor has not performed the work or cured the deficiency within the ten days specified in the notice,such shall constitute a breach of the contract and the City may terminate the contract immediately by written notice to the Contractor to said effect.Thereafter,neither party shall have any further duties,obligations,responsibilities,or rights under the contract except,however,any and all obligations of the Contractor's surety shall remain in full force and effect,and shall not be extinguished,reduced,or in any manner waived by the terminations thereof.In said event,the Contractor shall be entitled to the reasonable value of its services performed from the beginning date in which the breach occurs up to the day it received the City's Notice of Termination,minus any offset from such payment representing the City's damages from such breach."Reasonable value"includes fees or charges for goods or services as of the last milestone or task satisfactorily delivered or completed by the Contractor as may be set forth in the Agreement payment schedule;compensation for any other work,services or goods performed or provided by the Contractor shall be based solely on the City's assessment of the value of the work-in-progress in completing the overall work scope.The City reserves the right to delay any such payment until completion or confirmed abandonment of the project,as may be determined in the City's sole discretion,so as to permit a full and complete accounting of costs.In no event,however,shall the Contractor be entitled to receive in excess of the compensation quoted in its proposal. 23.Ownership of Materials.All original drawings,plan documents and other materials prepared by or in possession of Supplier as part of the work or services under these specifications shall become the permanent property of the City,and shall be delivered to the City upon demand. 24.Release of Reports and Information.Any reports,information,data,or other material is given to,prepared by or assembled by Supplier as part of the work or services under these specifications shall be the property of City,and shall not be made available to any individual or organization by Supplier without the prior written approval of the City. 25.Copies of Reports and Information.If the City requests additional copies of reports,drawings,specifications,or any other material in addition to what Supplier is required to furnish in limited quantities as part of the work or services under these specifications,Supplier shall provide such additional copies as are requested,and City shall compensate Supplier for the costs of duplicating of such copies at the Supplier's direct expense. 26.Insurance.Supplier shall procure and maintain for the duration of the Order insurance that is sufficient in scope and amount to permit Supplier to pay in the ordinary course of business against claims for injuries to persons or damages to property that may arise from or in connection with the performance of the work hereunder by Supplier,its agents,representatives,employees or sub-contractors. Supplier will maintain Workers Compensation insurance at statutory levels covering all employees who perform work under this Order. Additional Public Works Construction Purchase Order Terms & Conditions 1.Compensation for Authorized Additional Expenses.To receive compensation for additional expenses outside the scope of the project work,the Supplier shall obtain prior written authoriza-tion from the City to incur those expenses.Compensa-tion for these addition-al expenses shall include time and materials. 2.Payment Terms.The supplier may request one progress payment each month for work satisfactorily completed and accepted by the City.The City shall issue payment within 30 days.The City shall withhold 10 percent of each progress payment as retention to ensure resolution of any stop notices or liens.The City shall release this retention 35 days after filing a notice of completion. 3.Faithful Performance Bond.The supplier shall furnish a surety bond in the amount of 125 percent of the contract price guaranteeing the faithful performance of the contract,including any attorney's fees or other collection costs. 4.Work in the Right-of-Way or on City Property.For work on City managed property,the supplier/consultant shall obtain a no-fee encroachment permit.A Traffic Control Plan and Water Pollution Control Plan shall be submitted and approved prior to issuance of the permit unless determined by the City not to be required. 5.Prevailing Wage.The supplier and any subcontractors are required to pay prevailing wage and must be registered with the Department of Industrial Relations pursuant to Section 1725.5 of the Labor Code. 6.Insurance.The supplier shall procure and maintain for the duration of the contract insurance against claims for injuries to persons or dam-ages to property which may arise from or in connection with the performance of the work hereunder by the supplier,its agents,representatives,employees or subs. Minimum Scope of Insurance.Coverage shall be at least as broad as: 4 Purchase Order 619432 Proprietary and Confidential a.Insurance Services Office Commercial General Liability coverage (occurrence form CG 20 10 Prior to 1993 or CG 20 10 07 04 with CG 20 37 10 01 or the exact equivalent as determined by the City). b.Insurance Services Office form number CA 0001 (Ed.1/87)covering Automobile Liability,code 1 (any auto). c.Workers'Compensation insurance as required by the State of California and Employer's Liability Insurance. Minimum Limits of Insurance.The supplier shall maintain limits no less than: a.General Liability:$1,000,000 per occurrence for bodily injury,personal injury and property damage.If Commercial General Liability or other forms with a general aggregate limit is used,either the general aggregate limit shall apply separately to this project/location or the general aggregate limit shall be twice the required occurrence limit. b.Automobile Liability:$1,000,000 per accident for bodily injury and property damage. c.Employer's Liability:$1,000,000 per accident for bodily injury or disease. d.Deductibles and Self-Insured Retentions.Any deductibles or self-insured retentions must be declared to and approved by the City.At the option of the City,either:the insurer shall reduce or eliminate such deductibles or self-insured retentions as respects the City,its officers,officials,employees,and volunteers;or the supplier shall procure a bond guaranteeing payment of losses and related investigations,claim administration and defense expenses. Other Insurance Provisions.The general liability and automobile liability policies are to contain,or be endorsed to contain,the following provi-sions: a.The City,its officers,officials,employees,agents,and volunteers are to be covered as insureds as respects:liability arising out of activities performed by or on behalf of the supplier;products and completed operations of the supplier;premises owned,occupied or used by the supplier;or automobiles owned leased,hired or borrowed by the supplier.The coverage shall contain no special limitations on the scope of protection afforded to the City,its officers,officials,employees,agents or volunteers. b.For any claims related to this project,the supplier's insurance coverage shall be primary insurance as respects the City,its officers,officials,employees,agents,and volunteers.Any insur-ance or self- insurance maintained by the City,its officers,offi-cials,employees,agents or volunteers shall be excess of the supplier's insurance and shall not contribute with it. c.Any failure to comply with reporting or other provisions of the policies including breaches of warranties shall not affect coverage provided to the City,its officers,officials,employees,agents or volunteers. d.The supplier's insurance shall apply separately to each insured against whom claim is made or suit is brought,except with respect to the limits of the insurer's liability. e.Each insurance policy required by this clause shall be endorsed to state that coverage shall not be suspended,voided,canceled by either party,reduced in coverage or in limits except after thirty (30)days' prior written notice by certified mail,return receipt requested,has been given to the City. Acceptability of Insurers.Insurance is to be placed with insurers with a current A.M.Best's rating of no less than A:VII. Verification of Coverage.The supplier shall furnish the City with a certificate of insurance showing required coverage.Original endorse-ments affecting general liability and automobile liability coverage are also required by this clause.The endorsements are to be signed by a person authorized by that insurer to bind coverage on its behalf.All endorsements are to be received and approved by the City before work commences. Subcontractors.The supplier shall include all subcontractors as insured under its policies or shall furnish separate certifi-cates and endorsements for each subcontractor.All coverages for subcontractors shall be subject to all of the requirements stated herein. 5 Purchase Order 619565 Order Date 21-MAY-2024 Change Order 1 Change Order Date 28-MAY-2024 Revision 1 Ordered 754.05 USD INCLUDE PURCHASE ORDER NUMBER ON ALL INVOICES & CORRESPONDENCE SEND ALL INVOICES TO AP@SLOCITY.ORG INCLUDE DELIVER TO CITY STAFF CONTACT NAME ON ALL INVOICES Sold To City of San Luis Obispo 990 Palm Street SAN LUIS OBISPO, CA 93401 Supplier SHI International Corp 290 Davidson Ave SOMERSET, NJ 08873SOMERSET Bill To City of San Luis Obispo 990 Palm Street SAN LUIS OBISPO, CA 93401SAN LUIS OBISPO UNITED STATES Ship To 990 Palm Street SAN LUIS OBISPO, CA 93401SAN LUIS OBISPO UNITED STATES Notes USD = US Dollar PO for the attached quote - SHI - Quote 24874456 Gigabit Network Card M3 Qty 2 Customer Account Number Supplier Number Payment Terms Freight Terms FOB Shipping Method 461550 Net 30 Destination Confirm To Deliver To Contact Timothy "Tim" Holt Stephanie Couch Line Item Price Quantity UOM Ordered Taxable 1 SHI - Quote 24874456 Gigabit Network Card M3 Qty 2 754.05 Supplier Item SHI - Quote 24874456 Gigabit Network Card M3 Qty 2 This line references Document (Contract Purchase Agreement) 800062. Promised 754.05 05/27/2024 Requested 05/27/2024 Requested and Promised Dates correspond to the date of arrival at the Ship-to Location. Line Total 754.05 Total 754.05 1 Purchase Order 619565 Change Order 1 Authorized By: 2 Purchase Order 619580 Order Date 23-MAY-2024 Change Order 0 Change Order Date 23-MAY-2024 Revision 0 Ordered 303.40 USD INCLUDE PURCHASE ORDER NUMBER ON ALL INVOICES & CORRESPONDENCE SEND ALL INVOICES TO AP@SLOCITY.ORG INCLUDE DELIVER TO CITY STAFF CONTACT NAME ON ALL INVOICES Sold To City of San Luis Obispo 990 Palm Street SAN LUIS OBISPO, CA 93401 Supplier SHI International Corp 290 Davidson Ave SOMERSET, NJ 08873SOMERSET Bill To City of San Luis Obispo 990 Palm Street SAN LUIS OBISPO, CA 93401SAN LUIS OBISPO UNITED STATES Ship To 990 Palm Street SAN LUIS OBISPO, CA 93401SAN LUIS OBISPO UNITED STATES Notes USD = US Dollar PO for the attached quote - SHI - Quote 24889733 Adobe Illustrator Subscription 04.26.24-02.25-25 Customer Account Number Supplier Number Payment Terms Freight Terms FOB Shipping Method 461550 Net 30 Destination Confirm To Deliver To Contact Timothy "Tim" Holt Stephanie Couch Line Item Price Quantity UOM Ordered Taxable 1 SHI - Quote 24889733 Adobe Illustrator Subscription 04.26.24- 02.25-25 303.40 Supplier Item SHI - Quote 24889733 Adobe Illustrator Subscription 04.26.24-02.25-25 This line references Document (Contract Purchase Agreement) 800062. Promised 303.40 05/28/2024 Requested 05/28/2024 Requested and Promised Dates correspond to the date of arrival at the Ship-to Location. Line Total 303.40 1 Purchase Order 619580 Line Item Price Quantity UOM Ordered Taxable Total 303.40 Authorized By: 2 Purchase Order 619588 Order Date 23-MAY-2024 Change Order 0 Change Order Date 23-MAY-2024 Revision 0 Ordered 8,664.00 USD INCLUDE PURCHASE ORDER NUMBER ON ALL INVOICES & CORRESPONDENCE SEND ALL INVOICES TO AP@SLOCITY.ORG INCLUDE DELIVER TO CITY STAFF CONTACT NAME ON ALL INVOICES Sold To City of San Luis Obispo 990 Palm Street SAN LUIS OBISPO, CA 93401 Supplier SHI International Corp 290 Davidson Ave SOMERSET, NJ 08873SOMERSET Bill To City of San Luis Obispo 990 Palm Street SAN LUIS OBISPO, CA 93401SAN LUIS OBISPO UNITED STATES Ship To 990 Palm Street SAN LUIS OBISPO, CA 93401SAN LUIS OBISPO UNITED STATES Notes USD = US Dollar PO for the attached quote - SHI - Quote 24888478 Civil 3d 2025 Commercial Annual Subscription Qty 3 Customer Account Number Supplier Number Payment Terms Freight Terms FOB Shipping Method 461550 Net 30 Destination Confirm To Deliver To Contact Timothy "Tim" Holt Stephanie Couch Line Item Price Quantity UOM Ordered Taxable 1 SHI - Quote 24888478 Civil 3d 2025 Commercial Annual Subscription Qty 3 8,664.00 Supplier Item SHI - Quote 24888478 Civil 3d 2025 Commercial Annual Subscription Qty 3 This line references Document (Contract Purchase Agreement) 800062. Promised 8,664.00 05/29/2024 Requested 05/29/2024 Requested and Promised Dates correspond to the date of arrival at the Ship-to Location. Line Total 8,664.00 1 Purchase Order 619588 Line Item Price Quantity UOM Ordered Taxable Total 8,664.00 Authorized By: 2 Purchase Order 619765 Order Date 20-JUN-2024 Change Order 1 Change Order Date 02-JUL-2024 Revision 1 Ordered 191,535.96 USD INCLUDE PURCHASE ORDER NUMBER ON ALL INVOICES & CORRESPONDENCE SEND ALL INVOICES TO AP@SLOCITY.ORG INCLUDE DELIVER TO CITY STAFF CONTACT NAME ON ALL INVOICES Sold To City of San Luis Obispo 990 Palm Street SAN LUIS OBISPO, CA 93401 Supplier DELL MARKETING L P c/o Dell USA LP PO BOX 910916 PASADENA, CA 91110LOS ANGELES Bill To City of San Luis Obispo 990 Palm Street SAN LUIS OBISPO, CA 93401SAN LUIS OBISPO UNITED STATES Ship To 990 Palm Street SAN LUIS OBISPO, CA 93401SAN LUIS OBISPO UNITED STATES Notes USD = US Dollar PO for attached cooperative contract - Dell - Enrollment # 5615969 O365 True Up Annual 07.01.2024 - 06.30.2025 Customer Account Number Supplier Number Payment Terms Freight Terms FOB Shipping Method 10039 Net 30 Destination Confirm To Deliver To Contact Daniel Clancy Rebecca Cox Phone 1-805-781-7510 Line Item Price Quantity UOM Ordered Taxable 1 Dell - Enrollment # 5615969 O365 True Up Annual 07.01.2024 - 06.30.2025 191,535.96 Promised 191,535.96 06/24/2024 Requested 06/24/2024 Requested and Promised Dates correspond to the date of arrival at the Ship-to Location. Line Total 191,535.96 1 Purchase Order 619765 Change Order 1 Line Item Price Quantity UOM Ordered Taxable Total 191,535.96 Authorized By: 2 Purchase Order 619765 Proprietary and Confidential Contract Terms and Conditions Purchase Order Terms and Conditions Standard Purchase Order Terms & Conditions 1. Acceptance. By delivering the ordered goods or commencing performance under this Purchase Order, ("Order") supplier agrees to the general terms, specifications, and conditions in or referenced by this document. If supplier and The City of San Luis Obispo ("City") have entered into a contract outside of this Order, the terms and conditions set forth in the contract shall prevail. Supplier's additional or different terms and conditions are expressly excluded from this Order and the City does not agree to such terms or conditions, unless such agreement is made expressly, in writing by the City's authorized representative, or a contract has been signed outside of this Order between the Supplier and The City. 2. Business License & Tax. Supplier must have a valid City of San Luis Obispo business tax certificate prior to the execution of the contract. Additional information regarding the City's business tax program may be obtained by calling (805) 781-7134. 3. Ability to Perform. Supplier warrants that it possesses, or has arranged through subcontracts, all capital and other equipment, labor, materials, and licenses necessary to carry out and complete the work hereunder in compliance with any and all federal, state, county, city, and special district laws, ordinances, and regulations. 4. Warranties. Supplier warrants that all goods delivered will be free from defects in workmanship, material, and manufacture; are new (not refurbished or reconditioned) unless otherwise stated in this Order; are of merchantable quality and fit for the purpose intended by the City to the extent that purpose has been disclosed to Supplier; complies with the requirements of this Order; and complies with all applicable laws and regulations. Supplier also warrants that all services performed under this Order shall be rendered in a good and workmanlike manner by skilled personnel in compliance with all applicable laws and regulations. 5. Changes. No change or modification in terms may be made without express authorization, in writing by the City's authorized representative. 6. Delivery. Supplier agrees that time is of the essence to delivery and any other performance required under this Order. No charge for delivery, parcel post, packing, cartage, insurance, license fees, permits, or any other purpose will be paid by the City unless it is expressly included on the face of this Order. Supplier must arrange for the lowest- cost transportation and prepay and add freight to its invoice. If delivery is made by a carrier, an itemized delivery ticket must be attached to the outside of the package. Each container or package must be marked with the Order number. 7. Laws to be Observed. Supplier shall keep itself fully informed of and shall observe and comply with all applicable state and federal laws and county and City of San Luis Obispo ordinances, regulations and adopted codes during its performance of the work. 8. Payment of Taxes. The contract prices shall include full compensation for all taxes that Supplier is required to pay. 9. Permits and Licenses. Supplier shall procure all permits and licenses, pay all charges and fees, and give all notices necessary. 10. Safety Provisions. Supplier shall conform to the rules and regulations pertaining to safety established by OSHA and the California Division of Industrial Safety Public and Employee Safety. Whenever Supplier's operations create a condition hazardous to the public or City employees, it shall, at its expense and without cost to the City, furnish, erect and maintain such fences, temporary railings, barricades, lights, signs and other devices and take such other protective measures as are necessary to prevent accidents or damage or injury to the public and employees. 11. Preservation of City Property. Supplier shall provide and install suitable safeguards, approved by the City, to protect City property from injury or damage. If City property is injured or damaged as a result of Supplier's operations, it shall be replaced or restored at Supplier's expense. The facilities shall be replaced or restored to a condition as good as when the Supplier began work 12. Immigration Act of 1986. Supplier warrants on behalf of itself and all sub-suppliers engaged for the performance of this work that only persons authorized to work in the United States pursuant to the Immigration Reform and Control Act of 1986 and other applicable laws shall be employed in the performance of the work hereunder. 13. Supplier Non-Discrimination. In the performance of this work, Supplier agrees that it will not engage in, nor permit such sub-suppliers as it may employ, to engage in discrimination in the employment of persons because of age, race, color, sex, national origin or ancestry, sexual orientation, or religion of such persons. 14. Work Delays. Should Supplier be obstructed or delayed in the work required to be done hereunder by changes in the work or by any default, act, or omission of the City, or by strikes, fire, earthquake, or any other Act of God, or by the inability to obtain materials, equipment, or labor due to federal government restrictions arising out of defense or war programs, then the time of completion may, at the City's sole option, be extended for such periods as may be agreed upon by the City and the Supplier. 15. Payment Terms. The City's payment terms are 30 days from the receipt of an original invoice and acceptance by the City of the services provided by Supplier (Net 30). 16. Inspection. Supplier shall furnish City with every reasonable opportunity for City to ascertain that the services of Supplier are being performed in accordance with the requirements and intentions of this contract. All work done and all materials furnished, if any, shall be subject to the City's inspection and approval. The inspection of such work shall not relieve Supplier of any of its obligations to fulfill its contract requirements. 17. Audit. The City shall have the option of inspecting and/or auditing all records and other written materials used by Supplier in preparing its invoices to City as a condition precedent to any payment to Supplier. 18. Interests of Supplier. Supplier covenants that it presently has no interest, and shall not acquire any interest direct or indirect or otherwise, which would conflict in any manner or degree with the performance of the work hereunder. Supplier further covenants that, in the performance of this work, no sub-Supplier or person having such an interest shall be employed. Supplier certifies that no one who has or will have any financial interest in performing this work is an officer or employee of the City. It is hereby expressly agreed that, in the performance of the work hereunder, Supplier shall at all times be deemed an independent Supplier and not an agent or employee of the City. 19. Hold Harmless and Indemnification. (a) Non-design, non-construction Professional Services: To the fullest extent permitted by law (including, but not limited to California Civil Code Sections 2782 and 2782.8), Consultant shall indemnify, defend, and hold harmless the City, and its elected officials, officers, employees, volunteers, and agents ("City Indemnitees"), from and against any and all causes of action, claims, liabilities, obligations, judgments, or damages, including reasonable legal counsels' fees and costs of litigation ("claims"), arising out of the Consultant's performance or Consultant's failure to perform its obligations under this Agreement or out of the operations conducted by Consultant, including the City's active or passive negligence, except for such loss or damage arising from the sole negligence or willful misconduct of the 3 Purchase Order 619765 Proprietary and Confidential City. In the event the City Indemnitees are made a party to any action, lawsuit, or other adversarial proceeding arising from Consultant's performance of this Agreement, the Consultant shall provide a defense to the City Indemnitees or at the City's option, reimburse the City Indemnitees their costs of defense, including reasonable legal fees, incurred in defense of such claims. (b) Non-design, construction Professional Services: To the extent the Scope of Services involve a "construction contract" as that phrase is used in Civil Code Section 2783, this paragraph shall apply in place of paragraph A. To the fullest extent permitted by law (including, but not limited to California Civil Code Sections 2782 and 2782.8), Consultant shall indemnify, defend, and hold harmless the City, and its elected officials, officers, employees, volunteers, and agents ("City Indemnitees"), from and against any and all causes of action, claims, liabilities, obligations, judgments, or damages, including reasonable legal counsels' fees and costs of litigation ("claims"), arising out of the Consultant's performance or Consultant's failure to perform its obligations under this Agreement or out of the operations conducted by Consultant, except for such loss or damage arising from the active negligence, sole negligence or willful misconduct of the City. In the event the City Indemnitees are made a party to any action, lawsuit, or other adversarial proceeding arising from Consultant's performance of this Agreement, the Consultant shall provide a defense to the City Indemnitees or at the City's option, reimburse the City Indemnitees their costs of defense, including reasonable legal fees, incurred in defense of such claims. (c) Design Professional Services: In the event Consultant is a "design professional", and the Scope of Services require Consultant to provide "design professional services" as those phrases are used in Civil Code Section 2782.8, this paragraph shall apply in place of paragraphs A or B. To the fullest extent permitted by law (including, but not limited to California Civil Code Sections 2782 and 2782.8) Consultant shall indemnify, defend and hold harmless the City and its elected officials, officers, employees, volunteers and agents ("City Indemnitees"), from and against all claims, damages, injuries, losses, and expenses including costs, attorney fees, expert consultant and expert witness fees arising out of, pertaining to or relating to, the negligence, recklessness or willful misconduct of Consultant, except to the extent caused by the sole negligence, active negligence or willful misconduct of the City. Negligence, recklessness or willful misconduct of any subcontractor employed by Consultant shall be conclusively deemed to be the negligence, recklessness or willful misconduct of Consultant unless adequately corrected by Consultant. In the event the City Indemnitees are made a party to any action, lawsuit, or other adversarial proceeding arising from Consultant's performance of this Agreement, the Consultant shall provide a defense to the City Indemnitees or at the City's option, reimburse the City Indemnitees their costs of defense, including reasonable legal fees, incurred in defense of such claims. In no event shall the cost to defend charged to Consultant under this paragraph exceed Consultant's proportionate percentage of fault. However, notwithstanding the previous sentence, in the event one or more defendants are unable to pay its share of defense costs due to bankruptcy or dissolution of the business, Consultant shall meet and confer with other parties regarding unpaid defense costs. (d) The review, acceptance or approval of the Consultant's work or work product by any indemnified party shall not affect, relieve or reduce the Consultant's indemnification or defense obligations. This Section survives completion of the services or the termination of this contract. The provisions of this Section are not limited by and do not affect the provisions of this contract relating to insurance. 20. Contract Assignment. Supplier shall not assign, transfer, convey or otherwise dispose of the contract, or its right, title or interest, or its power to execute such a contract to any individual or business entity of any kind without the previous written consent of the City. 21. Termination for Convenience. The City may terminate all or part of this Agreement for any or no reason at any time by giving 30 days written notice to Contractor. Should the City terminate this Agreement for convenience, the City shall be liable as follows: (a) for standard or off-the-shelf products, a reasonable restocking charge not to exceed ten (10) percent of the total purchase price; (b) for custom products, the less of a reasonable price for the raw materials, components work in progress and any finished units on hand or the price per unit reflected on this Agreement. For termination of any services pursuant to this Agreement, the City's liability will be the lesser of a reasonable price for the services rendered prior to termination, or the price for the services reflected on this Agreement. Upon termination notice from the City, Contractor must, unless otherwise directed, cease work and follow the City's directions as to work in progress and finished goods. 22. Termination. If during the term of the contract, the City determines that the Contractor is not faithfully abiding by any term or condition contained herein, the City may notify the Contractor in writing of such defect or failure to perform. This notice must give the Contractor a 10 (ten) calendar day notice of time thereafter in which to perform said work or cure the deficiency. If the Contractor has not performed the work or cured the deficiency within the ten days specified in the notice, such shall constitute a breach of the contract and the City may terminate the contract immediately by written notice to the Contractor to said effect.Thereafter, neither party shall have any further duties, obligations, responsibilities, or rights under the contract except, however, any and all obligations of the Contractor's surety shall remain in full force and effect, and shall not be extinguished, reduced, or in any manner waived by the terminations thereof. In said event, the Contractor shall be entitled to the reasonable value of its services performed from the beginning date in which the breach occurs up to the day it received the City's Notice of Termination, minus any offset from such payment representing the City's damages from such breach."Reasonable value" includes fees or charges for goods or services as of the last milestone or task satisfactorily delivered or completed by the Contractor as may be set forth in the Agreement payment schedule; compensation for any other work, services or goods performed or provided by the Contractor shall be based solely on the City's assessment of the value of the work-in-progress in completing the overall work scope. The City reserves the right to delay any such payment until completion or confirmed abandonment of the project, as may be determined in the City's sole discretion, so as to permit a full and complete accounting of costs.In no event, however, shall the Contractor be entitled to receive in excess of the compensation quoted in its proposal. 23. Ownership of Materials. All original drawings, plan documents and other materials prepared by or in possession of Supplier as part of the work or services under these specifications shall become the permanent property of the City, and shall be delivered to the City upon demand. 24. Release of Reports and Information. Any reports, information, data, or other material is given to, prepared by or assembled by Supplier as part of the work or services under these specifications shall be the property of City, and shall not be made available to any individual or organization by Supplier without the prior written approval of the City. 25. Copies of Reports and Information. If the City requests additional copies of reports, drawings, specifications, or any other material in addition to what Supplier is required to furnish in limited quantities as part of the work or services under these specifications, Supplier shall provide such additional copies as are requested, and City shall compensate Supplier for the costs of duplicating of such copies at the Supplier's direct expense. 26. Insurance. Supplier shall procure and maintain for the duration of the Order insurance that is sufficient in scope and amount to permit Supplier to pay in the ordinary course of business against claims for injuries to persons or damages to property that may arise from or in connection with the performance of the work hereunder by Supplier, its agents, representatives, employees or sub-contractors. Supplier will maintain Workers Compensation insurance at statutory levels covering all employees who perform work under this Order. Additional Public Works Construction Purchase Order Terms & Conditions 1. Compensation for Authorized Additional Expenses. To receive compensation for additional expenses outside the scope of the project work, the Supplier shall obtain prior written authoriza-tion from the City to incur those expenses. Compensa-tion for these addition-al expenses shall include time and materials. 2. Payment Terms. The supplier may request one progress payment each month for work satisfactorily completed and accepted by the City. The City shall issue payment within 30 days. The City shall withhold 10 percent of each progress payment as retention to ensure resolution of any stop notices or liens. The City shall release this retention 35 days after filing a notice of completion. 3. Faithful Performance Bond. The supplier shall furnish a surety bond in the amount of 125 percent of the contract price guaranteeing the faithful performance of the contract, including any attorney's fees or other collection costs. 4. Work in the Right-of-Way or on City Property. For work on City managed property, the supplier/ consultant shall obtain a no-fee encroachment permit. A Traffic Control Plan and Water Pollution Control Plan shall be submitted and approved prior to issuance of the permit unless determined by the City not to be required. 5. Prevailing Wage. The supplier and any subcontractors are required to pay prevailing wage and must be registered with the Department of Industrial Relations pursuant to Section 1725.5 of the Labor Code. 6. Insurance. The supplier shall procure and maintain for the duration of the contract insurance against claims for injuries to persons or dam-ages to property which may arise from or in connection with the performance of the work hereunder by the supplier, its agents, representatives, employees or subs. Minimum Scope of Insurance. Coverage shall be at least as broad as: 4 Purchase Order 619765 Proprietary and Confidential a. Insurance Services Office Commercial General Liability coverage (occurrence form CG 20 10 Prior to 1993 or CG 20 10 07 04 with CG 20 37 10 01 or the exact equivalent as determined by the City). b. Insurance Services Office form number CA 0001 (Ed. 1/87) covering Automobile Liability, code 1 (any auto). c. Workers' Compensation insurance as required by the State of California and Employer's Liability Insurance. Minimum Limits of Insurance. The supplier shall maintain limits no less than: a. General Liability: $1,000,000 per occurrence for bodily injury, personal injury and property damage. If Commercial General Liability or other forms with a general aggregate limit is used, either the general aggregate limit shall apply separately to this project/location or the general aggregate limit shall be twice the required occurrence limit. b. Automobile Liability: $1,000,000 per accident for bodily injury and property damage. c. Employer's Liability: $1,000,000 per accident for bodily injury or disease. d. Deductibles and Self-Insured Retentions. Any deductibles or self-insured retentions must be declared to and approved by the City. At the option of the City, either: the insurer shall reduce or eliminate such deductibles or self-insured retentions as respects the City, its officers, officials, employees, and volunteers; or the supplier shall procure a bond guaranteeing payment of losses and related investigations, claim administration and defense expenses. Other Insurance Provisions. The general liability and automobile liability policies are to contain, or be endorsed to contain, the following provi-sions: a. The City, its officers, officials, employees, agents, and volunteers are to be covered as insureds as respects: liability arising out of activities performed by or on behalf of the supplier; products and completed operations of the supplier; premises owned, occupied or used by the supplier; or automobiles owned leased, hired or borrowed by the supplier. The coverage shall contain no special limitations on the scope of protection afforded to the City, its officers, officials, employees, agents or volunteers. b. For any claims related to this project, the supplier's insurance coverage shall be primary insurance as respects the City, its officers, officials, employees, agents, and volunteers. Any insur-ance or self- insurance maintained by the City, its officers, offi-cials, employees, agents or volunteers shall be excess of the supplier's insurance and shall not contribute with it. c. Any failure to comply with reporting or other provisions of the policies including breaches of warranties shall not affect coverage provided to the City, its officers, officials, employees, agents or volunteers. d. The supplier's insurance shall apply separately to each insured against whom claim is made or suit is brought, except with respect to the limits of the insurer's liability. e. Each insurance policy required by this clause shall be endorsed to state that coverage shall not be suspended, voided, canceled by either party, reduced in coverage or in limits except after thirty (30) days' prior written notice by certified mail, return receipt requested, has been given to the City. Acceptability of Insurers. Insurance is to be placed with insurers with a current A.M. Best's rating of no less than A:VII. Verification of Coverage. The supplier shall furnish the City with a certificate of insurance showing required coverage. Original endorse-ments affecting general liability and automobile liability coverage are also required by this clause. The endorsements are to be signed by a person authorized by that insurer to bind coverage on its behalf. All endorsements are to be received and approved by the City before work commences. Subcontractors. The supplier shall include all subcontractors as insured under its policies or shall furnish separate certifi-cates and endorsements for each subcontractor. All coverages for subcontractors shall be subject to all of the requirements stated herein. 5 Purchase Order 619837 Order Date 25-JUN-2024 Change Order 0 Change Order Date 25-JUN-2024 Revision 0 Ordered 894.25 USD INCLUDE PURCHASE ORDER NUMBER ON ALL INVOICES & CORRESPONDENCE SEND ALL INVOICES TO AP@SLOCITY.ORG INCLUDE DELIVER TO CITY STAFF CONTACT NAME ON ALL INVOICES Sold To City of San Luis Obispo 990 Palm Street SAN LUIS OBISPO, CA 93401 Supplier SHI International Corp 290 Davidson Ave SOMERSET, NJ 08873SOMERSET Bill To City of San Luis Obispo 990 Palm Street SAN LUIS OBISPO, CA 93401SAN LUIS OBISPO UNITED STATES Ship To 990 Palm Street SAN LUIS OBISPO, CA 93401SAN LUIS OBISPO UNITED STATES Notes USD = US Dollar PO for attached -SHI - Quote 25007403 Cisco DUO Tokens Customer Account Number Supplier Number Payment Terms Freight Terms FOB Shipping Method 461550 Net 30 Destination Confirm To Deliver To Contact Daniel Clancy Stephanie Couch Phone 1-805-781-7510 Line Item Price Quantity UOM Ordered Taxable 1 SHI - Quote 25007403 Cisco DUO Tokens 894.25 Supplier Item SHI - Quote 25007403 Cisco DUO Tokens This line references Document (Contract Purchase Agreement) 800062. Promised 894.25 07/01/2024 Requested 07/01/2024 Requested and Promised Dates correspond to the date of arrival at the Ship-to Location. Line Total 894.25 1 Purchase Order 619837 Line Item Price Quantity UOM Ordered Taxable Total 894.25 Authorized By: 2 Purchase Order 620083 Order Date 15-JUL-2024 Change Order 0 Change Order Date 15-JUL-2024 Revision 0 Ordered 180,000.00 USD INCLUDE PURCHASE ORDER NUMBER ON ALL INVOICES & CORRESPONDENCE SEND ALL INVOICES TO AP@SLOCITY.ORG INCLUDE DELIVER TO CITY STAFF CONTACT NAME ON ALL INVOICES Sold To City of San Luis Obispo 990 Palm Street SAN LUIS OBISPO, CA 93401 Supplier DELL MARKETING L P c/o Dell USA LP PO BOX 910916 PASADENA, CA 91110LOS ANGELES Bill To City of San Luis Obispo 990 Palm Street SAN LUIS OBISPO, CA 93401SAN LUIS OBISPO UNITED STATES Ship To 990 Palm Street SAN LUIS OBISPO, CA 93401SAN LUIS OBISPO UNITED STATES Notes USD = US Dollar PO for attached FY 23-24 Open PO - This is an estimate PO and is not a guarantee the City will purchase the total amount - Dell - Laptops, monitors, accessories, and other equipment for 2024-2025 fiscal. Customer Account Number Supplier Number Payment Terms Freight Terms FOB Shipping Method 10039 Net 30 Destination Confirm To Deliver To Contact Timothy "Tim" Holt Stephanie Couch Line Item Price Quantity UOM Ordered Taxable 1 Dell - Laptops, monitors, accessories, and other equipment for 2024-2025 fiscal. 180,000.00 Supplier Item Dell - Laptops, monitors, accessories, and other equipment for 2024-2025 fiscal. Promised 180,000.00 07/21/2024 Requested 07/21/2024 Requested and Promised Dates correspond to the date of arrival at the Ship-to Location. Line Total 180,000.00 1 Purchase Order 620083 Line Item Price Quantity UOM Ordered Taxable Total 180,000.00 Authorized By: 2 Purchase Order 620083 Proprietary and Confidential Contract Terms and Conditions Purchase Order Terms and Conditions Standard Purchase Order Terms & Conditions 1. Acceptance. By delivering the ordered goods or commencing performance under this Purchase Order, ("Order") supplier agrees to the general terms, specifications, and conditions in or referenced by this document. If supplier and The City of San Luis Obispo ("City") have entered into a contract outside of this Order, the terms and conditions set forth in the contract shall prevail. Supplier's additional or different terms and conditions are expressly excluded from this Order and the City does not agree to such terms or conditions, unless such agreement is made expressly, in writing by the City's authorized representative, or a contract has been signed outside of this Order between the Supplier and The City. 2. Business License & Tax. Supplier must have a valid City of San Luis Obispo business tax certificate prior to the execution of the contract. Additional information regarding the City's business tax program may be obtained by calling (805) 781-7134. 3. Ability to Perform. Supplier warrants that it possesses, or has arranged through subcontracts, all capital and other equipment, labor, materials, and licenses necessary to carry out and complete the work hereunder in compliance with any and all federal, state, county, city, and special district laws, ordinances, and regulations. 4. Warranties. Supplier warrants that all goods delivered will be free from defects in workmanship, material, and manufacture; are new (not refurbished or reconditioned) unless otherwise stated in this Order; are of merchantable quality and fit for the purpose intended by the City to the extent that purpose has been disclosed to Supplier; complies with the requirements of this Order; and complies with all applicable laws and regulations. Supplier also warrants that all services performed under this Order shall be rendered in a good and workmanlike manner by skilled personnel in compliance with all applicable laws and regulations. 5. Changes. No change or modification in terms may be made without express authorization, in writing by the City's authorized representative. 6. Delivery. Supplier agrees that time is of the essence to delivery and any other performance required under this Order. No charge for delivery, parcel post, packing, cartage, insurance, license fees, permits, or any other purpose will be paid by the City unless it is expressly included on the face of this Order. Supplier must arrange for the lowest- cost transportation and prepay and add freight to its invoice. If delivery is made by a carrier, an itemized delivery ticket must be attached to the outside of the package. Each container or package must be marked with the Order number. 7. Laws to be Observed. Supplier shall keep itself fully informed of and shall observe and comply with all applicable state and federal laws and county and City of San Luis Obispo ordinances, regulations and adopted codes during its performance of the work. 8. Payment of Taxes. The contract prices shall include full compensation for all taxes that Supplier is required to pay. 9. Permits and Licenses. Supplier shall procure all permits and licenses, pay all charges and fees, and give all notices necessary. 10. Safety Provisions. Supplier shall conform to the rules and regulations pertaining to safety established by OSHA and the California Division of Industrial Safety Public and Employee Safety. Whenever Supplier's operations create a condition hazardous to the public or City employees, it shall, at its expense and without cost to the City, furnish, erect and maintain such fences, temporary railings, barricades, lights, signs and other devices and take such other protective measures as are necessary to prevent accidents or damage or injury to the public and employees. 11. Preservation of City Property. Supplier shall provide and install suitable safeguards, approved by the City, to protect City property from injury or damage. If City property is injured or damaged as a result of Supplier's operations, it shall be replaced or restored at Supplier's expense. The facilities shall be replaced or restored to a condition as good as when the Supplier began work 12. Immigration Act of 1986. Supplier warrants on behalf of itself and all sub-suppliers engaged for the performance of this work that only persons authorized to work in the United States pursuant to the Immigration Reform and Control Act of 1986 and other applicable laws shall be employed in the performance of the work hereunder. 13. Supplier Non-Discrimination. In the performance of this work, Supplier agrees that it will not engage in, nor permit such sub-suppliers as it may employ, to engage in discrimination in the employment of persons because of age, race, color, sex, national origin or ancestry, sexual orientation, or religion of such persons. 14. Work Delays. Should Supplier be obstructed or delayed in the work required to be done hereunder by changes in the work or by any default, act, or omission of the City, or by strikes, fire, earthquake, or any other Act of God, or by the inability to obtain materials, equipment, or labor due to federal government restrictions arising out of defense or war programs, then the time of completion may, at the City's sole option, be extended for such periods as may be agreed upon by the City and the Supplier. 15. Payment Terms. The City's payment terms are 30 days from the receipt of an original invoice and acceptance by the City of the services provided by Supplier (Net 30). 16. Inspection. Supplier shall furnish City with every reasonable opportunity for City to ascertain that the services of Supplier are being performed in accordance with the requirements and intentions of this contract. All work done and all materials furnished, if any, shall be subject to the City's inspection and approval. The inspection of such work shall not relieve Supplier of any of its obligations to fulfill its contract requirements. 17. Audit. The City shall have the option of inspecting and/or auditing all records and other written materials used by Supplier in preparing its invoices to City as a condition precedent to any payment to Supplier. 18. Interests of Supplier. Supplier covenants that it presently has no interest, and shall not acquire any interest direct or indirect or otherwise, which would conflict in any manner or degree with the performance of the work hereunder. Supplier further covenants that, in the performance of this work, no sub-Supplier or person having such an interest shall be employed. Supplier certifies that no one who has or will have any financial interest in performing this work is an officer or employee of the City. It is hereby expressly agreed that, in the performance of the work hereunder, Supplier shall at all times be deemed an independent Supplier and not an agent or employee of the City. 19. Hold Harmless and Indemnification. (a) Non-design, non-construction Professional Services: To the fullest extent permitted by law (including, but not limited to California Civil Code Sections 2782 and 2782.8), Consultant shall indemnify, defend, and hold harmless the City, and its elected officials, officers, employees, volunteers, and agents ("City Indemnitees"), from and against any and all causes of action, claims, liabilities, obligations, judgments, or damages, including reasonable legal counsels' fees and costs of litigation ("claims"), arising out of the Consultant's performance or Consultant's failure to perform its obligations under this Agreement or out of the operations conducted by Consultant, including the City's active or passive negligence, except for such loss or damage arising from the sole negligence or willful misconduct of the 3 Purchase Order 620083 Proprietary and Confidential City. In the event the City Indemnitees are made a party to any action, lawsuit, or other adversarial proceeding arising from Consultant's performance of this Agreement, the Consultant shall provide a defense to the City Indemnitees or at the City's option, reimburse the City Indemnitees their costs of defense, including reasonable legal fees, incurred in defense of such claims. (b) Non-design, construction Professional Services: To the extent the Scope of Services involve a "construction contract" as that phrase is used in Civil Code Section 2783, this paragraph shall apply in place of paragraph A. To the fullest extent permitted by law (including, but not limited to California Civil Code Sections 2782 and 2782.8), Consultant shall indemnify, defend, and hold harmless the City, and its elected officials, officers, employees, volunteers, and agents ("City Indemnitees"), from and against any and all causes of action, claims, liabilities, obligations, judgments, or damages, including reasonable legal counsels' fees and costs of litigation ("claims"), arising out of the Consultant's performance or Consultant's failure to perform its obligations under this Agreement or out of the operations conducted by Consultant, except for such loss or damage arising from the active negligence, sole negligence or willful misconduct of the City. In the event the City Indemnitees are made a party to any action, lawsuit, or other adversarial proceeding arising from Consultant's performance of this Agreement, the Consultant shall provide a defense to the City Indemnitees or at the City's option, reimburse the City Indemnitees their costs of defense, including reasonable legal fees, incurred in defense of such claims. (c) Design Professional Services: In the event Consultant is a "design professional", and the Scope of Services require Consultant to provide "design professional services" as those phrases are used in Civil Code Section 2782.8, this paragraph shall apply in place of paragraphs A or B. To the fullest extent permitted by law (including, but not limited to California Civil Code Sections 2782 and 2782.8) Consultant shall indemnify, defend and hold harmless the City and its elected officials, officers, employees, volunteers and agents ("City Indemnitees"), from and against all claims, damages, injuries, losses, and expenses including costs, attorney fees, expert consultant and expert witness fees arising out of, pertaining to or relating to, the negligence, recklessness or willful misconduct of Consultant, except to the extent caused by the sole negligence, active negligence or willful misconduct of the City. Negligence, recklessness or willful misconduct of any subcontractor employed by Consultant shall be conclusively deemed to be the negligence, recklessness or willful misconduct of Consultant unless adequately corrected by Consultant. In the event the City Indemnitees are made a party to any action, lawsuit, or other adversarial proceeding arising from Consultant's performance of this Agreement, the Consultant shall provide a defense to the City Indemnitees or at the City's option, reimburse the City Indemnitees their costs of defense, including reasonable legal fees, incurred in defense of such claims. In no event shall the cost to defend charged to Consultant under this paragraph exceed Consultant's proportionate percentage of fault. However, notwithstanding the previous sentence, in the event one or more defendants are unable to pay its share of defense costs due to bankruptcy or dissolution of the business, Consultant shall meet and confer with other parties regarding unpaid defense costs. (d) The review, acceptance or approval of the Consultant's work or work product by any indemnified party shall not affect, relieve or reduce the Consultant's indemnification or defense obligations. This Section survives completion of the services or the termination of this contract. The provisions of this Section are not limited by and do not affect the provisions of this contract relating to insurance. 20. Contract Assignment. Supplier shall not assign, transfer, convey or otherwise dispose of the contract, or its right, title or interest, or its power to execute such a contract to any individual or business entity of any kind without the previous written consent of the City. 21. Termination for Convenience. The City may terminate all or part of this Agreement for any or no reason at any time by giving 30 days written notice to Contractor. Should the City terminate this Agreement for convenience, the City shall be liable as follows: (a) for standard or off-the-shelf products, a reasonable restocking charge not to exceed ten (10) percent of the total purchase price; (b) for custom products, the less of a reasonable price for the raw materials, components work in progress and any finished units on hand or the price per unit reflected on this Agreement. For termination of any services pursuant to this Agreement, the City's liability will be the lesser of a reasonable price for the services rendered prior to termination, or the price for the services reflected on this Agreement. Upon termination notice from the City, Contractor must, unless otherwise directed, cease work and follow the City's directions as to work in progress and finished goods. 22. Termination. If during the term of the contract, the City determines that the Contractor is not faithfully abiding by any term or condition contained herein, the City may notify the Contractor in writing of such defect or failure to perform. This notice must give the Contractor a 10 (ten) calendar day notice of time thereafter in which to perform said work or cure the deficiency. If the Contractor has not performed the work or cured the deficiency within the ten days specified in the notice, such shall constitute a breach of the contract and the City may terminate the contract immediately by written notice to the Contractor to said effect.Thereafter, neither party shall have any further duties, obligations, responsibilities, or rights under the contract except, however, any and all obligations of the Contractor's surety shall remain in full force and effect, and shall not be extinguished, reduced, or in any manner waived by the terminations thereof. In said event, the Contractor shall be entitled to the reasonable value of its services performed from the beginning date in which the breach occurs up to the day it received the City's Notice of Termination, minus any offset from such payment representing the City's damages from such breach."Reasonable value" includes fees or charges for goods or services as of the last milestone or task satisfactorily delivered or completed by the Contractor as may be set forth in the Agreement payment schedule; compensation for any other work, services or goods performed or provided by the Contractor shall be based solely on the City's assessment of the value of the work-in-progress in completing the overall work scope. The City reserves the right to delay any such payment until completion or confirmed abandonment of the project, as may be determined in the City's sole discretion, so as to permit a full and complete accounting of costs.In no event, however, shall the Contractor be entitled to receive in excess of the compensation quoted in its proposal. 23. Ownership of Materials. All original drawings, plan documents and other materials prepared by or in possession of Supplier as part of the work or services under these specifications shall become the permanent property of the City, and shall be delivered to the City upon demand. 24. Release of Reports and Information. Any reports, information, data, or other material is given to, prepared by or assembled by Supplier as part of the work or services under these specifications shall be the property of City, and shall not be made available to any individual or organization by Supplier without the prior written approval of the City. 25. Copies of Reports and Information. If the City requests additional copies of reports, drawings, specifications, or any other material in addition to what Supplier is required to furnish in limited quantities as part of the work or services under these specifications, Supplier shall provide such additional copies as are requested, and City shall compensate Supplier for the costs of duplicating of such copies at the Supplier's direct expense. 26. Insurance. Supplier shall procure and maintain for the duration of the Order insurance that is sufficient in scope and amount to permit Supplier to pay in the ordinary course of business against claims for injuries to persons or damages to property that may arise from or in connection with the performance of the work hereunder by Supplier, its agents, representatives, employees or sub-contractors. Supplier will maintain Workers Compensation insurance at statutory levels covering all employees who perform work under this Order. Additional Public Works Construction Purchase Order Terms & Conditions 1. Compensation for Authorized Additional Expenses. To receive compensation for additional expenses outside the scope of the project work, the Supplier shall obtain prior written authoriza-tion from the City to incur those expenses. Compensa-tion for these addition-al expenses shall include time and materials. 2. Payment Terms. The supplier may request one progress payment each month for work satisfactorily completed and accepted by the City. The City shall issue payment within 30 days. The City shall withhold 10 percent of each progress payment as retention to ensure resolution of any stop notices or liens. The City shall release this retention 35 days after filing a notice of completion. 3. Faithful Performance Bond. The supplier shall furnish a surety bond in the amount of 125 percent of the contract price guaranteeing the faithful performance of the contract, including any attorney's fees or other collection costs. 4. Work in the Right-of-Way or on City Property. For work on City managed property, the supplier/ consultant shall obtain a no-fee encroachment permit. A Traffic Control Plan and Water Pollution Control Plan shall be submitted and approved prior to issuance of the permit unless determined by the City not to be required. 5. Prevailing Wage. The supplier and any subcontractors are required to pay prevailing wage and must be registered with the Department of Industrial Relations pursuant to Section 1725.5 of the Labor Code. 6. Insurance. The supplier shall procure and maintain for the duration of the contract insurance against claims for injuries to persons or dam-ages to property which may arise from or in connection with the performance of the work hereunder by the supplier, its agents, representatives, employees or subs. Minimum Scope of Insurance. Coverage shall be at least as broad as: 4 Purchase Order 620083 Proprietary and Confidential a. Insurance Services Office Commercial General Liability coverage (occurrence form CG 20 10 Prior to 1993 or CG 20 10 07 04 with CG 20 37 10 01 or the exact equivalent as determined by the City). b. Insurance Services Office form number CA 0001 (Ed. 1/87) covering Automobile Liability, code 1 (any auto). c. Workers' Compensation insurance as required by the State of California and Employer's Liability Insurance. Minimum Limits of Insurance. The supplier shall maintain limits no less than: a. General Liability: $1,000,000 per occurrence for bodily injury, personal injury and property damage. If Commercial General Liability or other forms with a general aggregate limit is used, either the general aggregate limit shall apply separately to this project/location or the general aggregate limit shall be twice the required occurrence limit. b. Automobile Liability: $1,000,000 per accident for bodily injury and property damage. c. Employer's Liability: $1,000,000 per accident for bodily injury or disease. d. Deductibles and Self-Insured Retentions. Any deductibles or self-insured retentions must be declared to and approved by the City. At the option of the City, either: the insurer shall reduce or eliminate such deductibles or self-insured retentions as respects the City, its officers, officials, employees, and volunteers; or the supplier shall procure a bond guaranteeing payment of losses and related investigations, claim administration and defense expenses. Other Insurance Provisions. The general liability and automobile liability policies are to contain, or be endorsed to contain, the following provi-sions: a. The City, its officers, officials, employees, agents, and volunteers are to be covered as insureds as respects: liability arising out of activities performed by or on behalf of the supplier; products and completed operations of the supplier; premises owned, occupied or used by the supplier; or automobiles owned leased, hired or borrowed by the supplier. The coverage shall contain no special limitations on the scope of protection afforded to the City, its officers, officials, employees, agents or volunteers. b. For any claims related to this project, the supplier's insurance coverage shall be primary insurance as respects the City, its officers, officials, employees, agents, and volunteers. Any insur-ance or self- insurance maintained by the City, its officers, offi-cials, employees, agents or volunteers shall be excess of the supplier's insurance and shall not contribute with it. c. Any failure to comply with reporting or other provisions of the policies including breaches of warranties shall not affect coverage provided to the City, its officers, officials, employees, agents or volunteers. d. The supplier's insurance shall apply separately to each insured against whom claim is made or suit is brought, except with respect to the limits of the insurer's liability. e. Each insurance policy required by this clause shall be endorsed to state that coverage shall not be suspended, voided, canceled by either party, reduced in coverage or in limits except after thirty (30) days' prior written notice by certified mail, return receipt requested, has been given to the City. Acceptability of Insurers. Insurance is to be placed with insurers with a current A.M. Best's rating of no less than A:VII. Verification of Coverage. The supplier shall furnish the City with a certificate of insurance showing required coverage. Original endorse-ments affecting general liability and automobile liability coverage are also required by this clause. The endorsements are to be signed by a person authorized by that insurer to bind coverage on its behalf. All endorsements are to be received and approved by the City before work commences. Subcontractors. The supplier shall include all subcontractors as insured under its policies or shall furnish separate certifi-cates and endorsements for each subcontractor. All coverages for subcontractors shall be subject to all of the requirements stated herein. 5 Purchase Order 620403 Order Date 08-AUG-2024 Change Order 1 Change Order Date 28-AUG-2024 Revision 0 Ordered 458.40 USD INCLUDE PURCHASE ORDER NUMBER ON ALL INVOICES & CORRESPONDENCE SEND ALL INVOICES TO AP@SLOCITY.ORG INCLUDE DELIVER TO CITY STAFF CONTACT NAME ON ALL INVOICES Sold To City of San Luis Obispo 990 Palm Street SAN LUIS OBISPO, CA 93401 Supplier SHI International Corp 290 Davidson Ave SOMERSET, NJ 08873SOMERSET Bill To City of San Luis Obispo 990 Palm Street SAN LUIS OBISPO, CA 93401SAN LUIS OBISPO UNITED STATES Ship To 990 Palm Street SAN LUIS OBISPO, CA 93401SAN LUIS OBISPO UNITED STATES Notes USD = US Dollar PO for the attached - SHI - Quote 25078219 AXIS Camera Station Qty 5 Customer Account Number Supplier Number Payment Terms Freight Terms FOB Shipping Method 461550 Net 30 Destination Confirm To Deliver To Contact Timothy "Tim" Holt Stephanie Couch Line Item Price Quantity UOM Ordered Taxable 1 SHI - Quote 25078219 AXIS Camera Station Qty 5 458.40 Supplier Item SHI - Quote 25078219 AXIS Camera Station Qty 5 This line references Document (Contract Purchase Agreement) 800062. Promised 458.40 08/14/2024 Requested 08/14/2024 Requested and Promised Dates correspond to the date of arrival at the Ship-to Location. Line Total 458.40 Total 458.40 1 Purchase Order 620403 Change Order 1 Authorized By: 2 Purchase Order 620442 Order Date 14-AUG-2024 Change Order 0 Change Order Date 14-AUG-2024 Revision 0 Ordered 874.96 USD INCLUDE PURCHASE ORDER NUMBER ON ALL INVOICES & CORRESPONDENCE SEND ALL INVOICES TO AP@SLOCITY.ORG INCLUDE DELIVER TO CITY STAFF CONTACT NAME ON ALL INVOICES Sold To City of San Luis Obispo 990 Palm Street SAN LUIS OBISPO, CA 93401 Supplier CDW Government Inc 75 Remittance Dr Ste 1515 CHICAGO, IL 60675 Bill To City of San Luis Obispo 990 Palm Street SAN LUIS OBISPO, CA 93401SAN LUIS OBISPO UNITED STATES Ship To 990 Palm Street SAN LUIS OBISPO, CA 93401SAN LUIS OBISPO UNITED STATES Notes USD = US Dollar PO for the attached quote - CDWG - Quote 1CFF5S8 Fire Replacement Rig Keyboards Customer Account Number Supplier Number Payment Terms Freight Terms FOB Shipping Method 141805 Net 30 Destination Confirm To Deliver To Contact Timothy "Tim" Holt Stephanie Couch Line Item Price Quantity UOM Ordered Taxable 1 CDWG - Quote 1CFF5S8 Fire Replacement Rig Keyboards 874.96 Supplier Item CDWG - Quote 1CFF5S8 Fire Replacement Rig Keyboards Promised 874.96 08/19/2024 Requested 08/19/2024 Requested and Promised Dates correspond to the date of arrival at the Ship-to Location. Line Total 874.96 Total 874.96 1 Purchase Order 620442 Authorized By: 2 Purchase Order 620442 Proprietary and Confidential Contract Terms and Conditions Purchase Order Terms and Conditions Standard Purchase Order Terms & Conditions 1. Acceptance. By delivering the ordered goods or commencing performance under this Purchase Order, ("Order") supplier agrees to the general terms, specifications, and conditions in or referenced by this document. If supplier and The City of San Luis Obispo ("City") have entered into a contract outside of this Order, the terms and conditions set forth in the contract shall prevail. Supplier's additional or different terms and conditions are expressly excluded from this Order and the City does not agree to such terms or conditions, unless such agreement is made expressly, in writing by the City's authorized representative, or a contract has been signed outside of this Order between the Supplier and The City. 2. Business License & Tax. Supplier must have a valid City of San Luis Obispo business tax certificate prior to the execution of the contract. Additional information regarding the City's business tax program may be obtained by calling (805) 781-7134. 3. Ability to Perform. Supplier warrants that it possesses, or has arranged through subcontracts, all capital and other equipment, labor, materials, and licenses necessary to carry out and complete the work hereunder in compliance with any and all federal, state, county, city, and special district laws, ordinances, and regulations. 4. Warranties. Supplier warrants that all goods delivered will be free from defects in workmanship, material, and manufacture; are new (not refurbished or reconditioned) unless otherwise stated in this Order; are of merchantable quality and fit for the purpose intended by the City to the extent that purpose has been disclosed to Supplier; complies with the requirements of this Order; and complies with all applicable laws and regulations. Supplier also warrants that all services performed under this Order shall be rendered in a good and workmanlike manner by skilled personnel in compliance with all applicable laws and regulations. 5. Changes. No change or modification in terms may be made without express authorization, in writing by the City's authorized representative. 6. Delivery. Supplier agrees that time is of the essence to delivery and any other performance required under this Order. No charge for delivery, parcel post, packing, cartage, insurance, license fees, permits, or any other purpose will be paid by the City unless it is expressly included on the face of this Order. Supplier must arrange for the lowest- cost transportation and prepay and add freight to its invoice. If delivery is made by a carrier, an itemized delivery ticket must be attached to the outside of the package. Each container or package must be marked with the Order number. 7. Laws to be Observed. Supplier shall keep itself fully informed of and shall observe and comply with all applicable state and federal laws and county and City of San Luis Obispo ordinances, regulations and adopted codes during its performance of the work. 8. Payment of Taxes. The contract prices shall include full compensation for all taxes that Supplier is required to pay. 9. Permits and Licenses. Supplier shall procure all permits and licenses, pay all charges and fees, and give all notices necessary. 10. Safety Provisions. Supplier shall conform to the rules and regulations pertaining to safety established by OSHA and the California Division of Industrial Safety Public and Employee Safety. Whenever Supplier's operations create a condition hazardous to the public or City employees, it shall, at its expense and without cost to the City, furnish, erect and maintain such fences, temporary railings, barricades, lights, signs and other devices and take such other protective measures as are necessary to prevent accidents or damage or injury to the public and employees. 11. Preservation of City Property. Supplier shall provide and install suitable safeguards, approved by the City, to protect City property from injury or damage. If City property is injured or damaged as a result of Supplier's operations, it shall be replaced or restored at Supplier's expense. The facilities shall be replaced or restored to a condition as good as when the Supplier began work 12. Immigration Act of 1986. Supplier warrants on behalf of itself and all sub-suppliers engaged for the performance of this work that only persons authorized to work in the United States pursuant to the Immigration Reform and Control Act of 1986 and other applicable laws shall be employed in the performance of the work hereunder. 13. Supplier Non-Discrimination. In the performance of this work, Supplier agrees that it will not engage in, nor permit such sub-suppliers as it may employ, to engage in discrimination in the employment of persons because of age, race, color, sex, national origin or ancestry, sexual orientation, or religion of such persons. 14. Work Delays. Should Supplier be obstructed or delayed in the work required to be done hereunder by changes in the work or by any default, act, or omission of the City, or by strikes, fire, earthquake, or any other Act of God, or by the inability to obtain materials, equipment, or labor due to federal government restrictions arising out of defense or war programs, then the time of completion may, at the City's sole option, be extended for such periods as may be agreed upon by the City and the Supplier. 15. Payment Terms. The City's payment terms are 30 days from the receipt of an original invoice and acceptance by the City of the services provided by Supplier (Net 30). 16. Inspection. Supplier shall furnish City with every reasonable opportunity for City to ascertain that the services of Supplier are being performed in accordance with the requirements and intentions of this contract. All work done and all materials furnished, if any, shall be subject to the City's inspection and approval. The inspection of such work shall not relieve Supplier of any of its obligations to fulfill its contract requirements. 17. Audit. The City shall have the option of inspecting and/or auditing all records and other written materials used by Supplier in preparing its invoices to City as a condition precedent to any payment to Supplier. 18. Interests of Supplier. Supplier covenants that it presently has no interest, and shall not acquire any interest direct or indirect or otherwise, which would conflict in any manner or degree with the performance of the work hereunder. Supplier further covenants that, in the performance of this work, no sub-Supplier or person having such an interest shall be employed. Supplier certifies that no one who has or will have any financial interest in performing this work is an officer or employee of the City. It is hereby expressly agreed that, in the performance of the work hereunder, Supplier shall at all times be deemed an independent Supplier and not an agent or employee of the City. 19. Hold Harmless and Indemnification. (a) Non-design, non-construction Professional Services: To the fullest extent permitted by law (including, but not limited to California Civil Code Sections 2782 and 2782.8), Consultant shall indemnify, defend, and hold harmless the City, and its elected officials, officers, employees, volunteers, and agents ("City Indemnitees"), from and against any and all causes of action, claims, liabilities, obligations, judgments, or damages, including reasonable legal counsels' fees and costs of litigation ("claims"), arising out of the Consultant's performance or Consultant's failure to perform its obligations under this Agreement or out of the operations conducted by Consultant, including the City's active or passive negligence, except for such loss or damage arising from the sole negligence or willful misconduct of the 3 Purchase Order 620442 Proprietary and Confidential City. In the event the City Indemnitees are made a party to any action, lawsuit, or other adversarial proceeding arising from Consultant's performance of this Agreement, the Consultant shall provide a defense to the City Indemnitees or at the City's option, reimburse the City Indemnitees their costs of defense, including reasonable legal fees, incurred in defense of such claims. (b) Non-design, construction Professional Services: To the extent the Scope of Services involve a "construction contract" as that phrase is used in Civil Code Section 2783, this paragraph shall apply in place of paragraph A. To the fullest extent permitted by law (including, but not limited to California Civil Code Sections 2782 and 2782.8), Consultant shall indemnify, defend, and hold harmless the City, and its elected officials, officers, employees, volunteers, and agents ("City Indemnitees"), from and against any and all causes of action, claims, liabilities, obligations, judgments, or damages, including reasonable legal counsels' fees and costs of litigation ("claims"), arising out of the Consultant's performance or Consultant's failure to perform its obligations under this Agreement or out of the operations conducted by Consultant, except for such loss or damage arising from the active negligence, sole negligence or willful misconduct of the City. In the event the City Indemnitees are made a party to any action, lawsuit, or other adversarial proceeding arising from Consultant's performance of this Agreement, the Consultant shall provide a defense to the City Indemnitees or at the City's option, reimburse the City Indemnitees their costs of defense, including reasonable legal fees, incurred in defense of such claims. (c) Design Professional Services: In the event Consultant is a "design professional", and the Scope of Services require Consultant to provide "design professional services" as those phrases are used in Civil Code Section 2782.8, this paragraph shall apply in place of paragraphs A or B. To the fullest extent permitted by law (including, but not limited to California Civil Code Sections 2782 and 2782.8) Consultant shall indemnify, defend and hold harmless the City and its elected officials, officers, employees, volunteers and agents ("City Indemnitees"), from and against all claims, damages, injuries, losses, and expenses including costs, attorney fees, expert consultant and expert witness fees arising out of, pertaining to or relating to, the negligence, recklessness or willful misconduct of Consultant, except to the extent caused by the sole negligence, active negligence or willful misconduct of the City. Negligence, recklessness or willful misconduct of any subcontractor employed by Consultant shall be conclusively deemed to be the negligence, recklessness or willful misconduct of Consultant unless adequately corrected by Consultant. In the event the City Indemnitees are made a party to any action, lawsuit, or other adversarial proceeding arising from Consultant's performance of this Agreement, the Consultant shall provide a defense to the City Indemnitees or at the City's option, reimburse the City Indemnitees their costs of defense, including reasonable legal fees, incurred in defense of such claims. In no event shall the cost to defend charged to Consultant under this paragraph exceed Consultant's proportionate percentage of fault. However, notwithstanding the previous sentence, in the event one or more defendants are unable to pay its share of defense costs due to bankruptcy or dissolution of the business, Consultant shall meet and confer with other parties regarding unpaid defense costs. (d) The review, acceptance or approval of the Consultant's work or work product by any indemnified party shall not affect, relieve or reduce the Consultant's indemnification or defense obligations. This Section survives completion of the services or the termination of this contract. The provisions of this Section are not limited by and do not affect the provisions of this contract relating to insurance. 20. Contract Assignment. Supplier shall not assign, transfer, convey or otherwise dispose of the contract, or its right, title or interest, or its power to execute such a contract to any individual or business entity of any kind without the previous written consent of the City. 21. Termination for Convenience. The City may terminate all or part of this Agreement for any or no reason at any time by giving 30 days written notice to Contractor. Should the City terminate this Agreement for convenience, the City shall be liable as follows: (a) for standard or off-the-shelf products, a reasonable restocking charge not to exceed ten (10) percent of the total purchase price; (b) for custom products, the less of a reasonable price for the raw materials, components work in progress and any finished units on hand or the price per unit reflected on this Agreement. For termination of any services pursuant to this Agreement, the City's liability will be the lesser of a reasonable price for the services rendered prior to termination, or the price for the services reflected on this Agreement. Upon termination notice from the City, Contractor must, unless otherwise directed, cease work and follow the City's directions as to work in progress and finished goods. 22. Termination. If during the term of the contract, the City determines that the Contractor is not faithfully abiding by any term or condition contained herein, the City may notify the Contractor in writing of such defect or failure to perform. This notice must give the Contractor a 10 (ten) calendar day notice of time thereafter in which to perform said work or cure the deficiency. If the Contractor has not performed the work or cured the deficiency within the ten days specified in the notice, such shall constitute a breach of the contract and the City may terminate the contract immediately by written notice to the Contractor to said effect.Thereafter, neither party shall have any further duties, obligations, responsibilities, or rights under the contract except, however, any and all obligations of the Contractor's surety shall remain in full force and effect, and shall not be extinguished, reduced, or in any manner waived by the terminations thereof. In said event, the Contractor shall be entitled to the reasonable value of its services performed from the beginning date in which the breach occurs up to the day it received the City's Notice of Termination, minus any offset from such payment representing the City's damages from such breach."Reasonable value" includes fees or charges for goods or services as of the last milestone or task satisfactorily delivered or completed by the Contractor as may be set forth in the Agreement payment schedule; compensation for any other work, services or goods performed or provided by the Contractor shall be based solely on the City's assessment of the value of the work-in-progress in completing the overall work scope. The City reserves the right to delay any such payment until completion or confirmed abandonment of the project, as may be determined in the City's sole discretion, so as to permit a full and complete accounting of costs.In no event, however, shall the Contractor be entitled to receive in excess of the compensation quoted in its proposal. 23. Ownership of Materials. All original drawings, plan documents and other materials prepared by or in possession of Supplier as part of the work or services under these specifications shall become the permanent property of the City, and shall be delivered to the City upon demand. 24. Release of Reports and Information. Any reports, information, data, or other material is given to, prepared by or assembled by Supplier as part of the work or services under these specifications shall be the property of City, and shall not be made available to any individual or organization by Supplier without the prior written approval of the City. 25. Copies of Reports and Information. If the City requests additional copies of reports, drawings, specifications, or any other material in addition to what Supplier is required to furnish in limited quantities as part of the work or services under these specifications, Supplier shall provide such additional copies as are requested, and City shall compensate Supplier for the costs of duplicating of such copies at the Supplier's direct expense. 26. Insurance. Supplier shall procure and maintain for the duration of the Order insurance that is sufficient in scope and amount to permit Supplier to pay in the ordinary course of business against claims for injuries to persons or damages to property that may arise from or in connection with the performance of the work hereunder by Supplier, its agents, representatives, employees or sub-contractors. Supplier will maintain Workers Compensation insurance at statutory levels covering all employees who perform work under this Order. Additional Public Works Construction Purchase Order Terms & Conditions 1. Compensation for Authorized Additional Expenses. To receive compensation for additional expenses outside the scope of the project work, the Supplier shall obtain prior written authoriza-tion from the City to incur those expenses. Compensa-tion for these addition-al expenses shall include time and materials. 2. Payment Terms. The supplier may request one progress payment each month for work satisfactorily completed and accepted by the City. The City shall issue payment within 30 days. The City shall withhold 10 percent of each progress payment as retention to ensure resolution of any stop notices or liens. The City shall release this retention 35 days after filing a notice of completion. 3. Faithful Performance Bond. The supplier shall furnish a surety bond in the amount of 125 percent of the contract price guaranteeing the faithful performance of the contract, including any attorney's fees or other collection costs. 4. Work in the Right-of-Way or on City Property. For work on City managed property, the supplier/ consultant shall obtain a no-fee encroachment permit. A Traffic Control Plan and Water Pollution Control Plan shall be submitted and approved prior to issuance of the permit unless determined by the City not to be required. 5. Prevailing Wage. The supplier and any subcontractors are required to pay prevailing wage and must be registered with the Department of Industrial Relations pursuant to Section 1725.5 of the Labor Code. 6. Insurance. The supplier shall procure and maintain for the duration of the contract insurance against claims for injuries to persons or dam-ages to property which may arise from or in connection with the performance of the work hereunder by the supplier, its agents, representatives, employees or subs. Minimum Scope of Insurance. Coverage shall be at least as broad as: 4 Purchase Order 620442 Proprietary and Confidential a. Insurance Services Office Commercial General Liability coverage (occurrence form CG 20 10 Prior to 1993 or CG 20 10 07 04 with CG 20 37 10 01 or the exact equivalent as determined by the City). b. Insurance Services Office form number CA 0001 (Ed. 1/87) covering Automobile Liability, code 1 (any auto). c. Workers' Compensation insurance as required by the State of California and Employer's Liability Insurance. Minimum Limits of Insurance. The supplier shall maintain limits no less than: a. General Liability: $1,000,000 per occurrence for bodily injury, personal injury and property damage. If Commercial General Liability or other forms with a general aggregate limit is used, either the general aggregate limit shall apply separately to this project/location or the general aggregate limit shall be twice the required occurrence limit. b. Automobile Liability: $1,000,000 per accident for bodily injury and property damage. c. Employer's Liability: $1,000,000 per accident for bodily injury or disease. d. Deductibles and Self-Insured Retentions. Any deductibles or self-insured retentions must be declared to and approved by the City. At the option of the City, either: the insurer shall reduce or eliminate such deductibles or self-insured retentions as respects the City, its officers, officials, employees, and volunteers; or the supplier shall procure a bond guaranteeing payment of losses and related investigations, claim administration and defense expenses. Other Insurance Provisions. The general liability and automobile liability policies are to contain, or be endorsed to contain, the following provi-sions: a. The City, its officers, officials, employees, agents, and volunteers are to be covered as insureds as respects: liability arising out of activities performed by or on behalf of the supplier; products and completed operations of the supplier; premises owned, occupied or used by the supplier; or automobiles owned leased, hired or borrowed by the supplier. The coverage shall contain no special limitations on the scope of protection afforded to the City, its officers, officials, employees, agents or volunteers. b. For any claims related to this project, the supplier's insurance coverage shall be primary insurance as respects the City, its officers, officials, employees, agents, and volunteers. Any insur-ance or self- insurance maintained by the City, its officers, offi-cials, employees, agents or volunteers shall be excess of the supplier's insurance and shall not contribute with it. c. Any failure to comply with reporting or other provisions of the policies including breaches of warranties shall not affect coverage provided to the City, its officers, officials, employees, agents or volunteers. d. The supplier's insurance shall apply separately to each insured against whom claim is made or suit is brought, except with respect to the limits of the insurer's liability. e. Each insurance policy required by this clause shall be endorsed to state that coverage shall not be suspended, voided, canceled by either party, reduced in coverage or in limits except after thirty (30) days' prior written notice by certified mail, return receipt requested, has been given to the City. Acceptability of Insurers. Insurance is to be placed with insurers with a current A.M. Best's rating of no less than A:VII. Verification of Coverage. The supplier shall furnish the City with a certificate of insurance showing required coverage. Original endorse-ments affecting general liability and automobile liability coverage are also required by this clause. The endorsements are to be signed by a person authorized by that insurer to bind coverage on its behalf. All endorsements are to be received and approved by the City before work commences. Subcontractors. The supplier shall include all subcontractors as insured under its policies or shall furnish separate certifi-cates and endorsements for each subcontractor. All coverages for subcontractors shall be subject to all of the requirements stated herein. 5 Purchase Order 620562 Order Date 23-AUG-2024 Change Order 1 Change Order Date 28-AUG-2024 Revision 1 Ordered 3,665.92 USD INCLUDE PURCHASE ORDER NUMBER ON ALL INVOICES & CORRESPONDENCE SEND ALL INVOICES TO AP@SLOCITY.ORG INCLUDE DELIVER TO CITY STAFF CONTACT NAME ON ALL INVOICES Sold To City of San Luis Obispo 990 Palm Street SAN LUIS OBISPO, CA 93401 Supplier DELL MARKETING L P c/o Dell USA LP PO BOX 910916 PASADENA, CA 91110LOS ANGELES Bill To City of San Luis Obispo 990 Palm Street SAN LUIS OBISPO, CA 93401SAN LUIS OBISPO UNITED STATES Ship To 990 Palm Street SAN LUIS OBISPO, CA 93401SAN LUIS OBISPO UNITED STATES Notes USD = US Dollar PO for attached - Dell - Adding SharePoint Storage, 1024 x 0.18 x 10 months = $1,843.20 Customer Account Number Supplier Number Payment Terms Freight Terms FOB Shipping Method 10039 Net 30 Destination Confirm To Deliver To Contact Daniel Clancy Stephanie Couch Phone 1-805-781-7510 Line Item Price Quantity UOM Ordered Taxable 1 Dell - Urgent - Adding SharePoint Storage, 1024 x 0.18 x 10 months = $1,843.20 3,665.92 Supplier Item Dell - Urgent - Adding SharePoint Storage, 1024 x 0.18 x 10 months = $1,843.20 Promised 3,665.92 08/29/2024 Requested 08/29/2024 Requested and Promised Dates correspond to the date of arrival at the Ship-to Location. Line Total 3,665.92 1 Purchase Order 620562 Change Order 1 Line Item Price Quantity UOM Ordered Taxable Total 3,665.92 Authorized By: 2 Purchase Order 620562 Proprietary and Confidential Contract Terms and Conditions Purchase Order Terms and Conditions Standard Purchase Order Terms & Conditions 1. Acceptance. By delivering the ordered goods or commencing performance under this Purchase Order, ("Order") supplier agrees to the general terms, specifications, and conditions in or referenced by this document. If supplier and The City of San Luis Obispo ("City") have entered into a contract outside of this Order, the terms and conditions set forth in the contract shall prevail. Supplier's additional or different terms and conditions are expressly excluded from this Order and the City does not agree to such terms or conditions, unless such agreement is made expressly, in writing by the City's authorized representative, or a contract has been signed outside of this Order between the Supplier and The City. 2. Business License & Tax. Supplier must have a valid City of San Luis Obispo business tax certificate prior to the execution of the contract. Additional information regarding the City's business tax program may be obtained by calling (805) 781-7134. 3. Ability to Perform. Supplier warrants that it possesses, or has arranged through subcontracts, all capital and other equipment, labor, materials, and licenses necessary to carry out and complete the work hereunder in compliance with any and all federal, state, county, city, and special district laws, ordinances, and regulations. 4. Warranties. Supplier warrants that all goods delivered will be free from defects in workmanship, material, and manufacture; are new (not refurbished or reconditioned) unless otherwise stated in this Order; are of merchantable quality and fit for the purpose intended by the City to the extent that purpose has been disclosed to Supplier; complies with the requirements of this Order; and complies with all applicable laws and regulations. Supplier also warrants that all services performed under this Order shall be rendered in a good and workmanlike manner by skilled personnel in compliance with all applicable laws and regulations. 5. Changes. No change or modification in terms may be made without express authorization, in writing by the City's authorized representative. 6. Delivery. Supplier agrees that time is of the essence to delivery and any other performance required under this Order. No charge for delivery, parcel post, packing, cartage, insurance, license fees, permits, or any other purpose will be paid by the City unless it is expressly included on the face of this Order. Supplier must arrange for the lowest- cost transportation and prepay and add freight to its invoice. If delivery is made by a carrier, an itemized delivery ticket must be attached to the outside of the package. Each container or package must be marked with the Order number. 7. Laws to be Observed. Supplier shall keep itself fully informed of and shall observe and comply with all applicable state and federal laws and county and City of San Luis Obispo ordinances, regulations and adopted codes during its performance of the work. 8. Payment of Taxes. The contract prices shall include full compensation for all taxes that Supplier is required to pay. 9. Permits and Licenses. Supplier shall procure all permits and licenses, pay all charges and fees, and give all notices necessary. 10. Safety Provisions. Supplier shall conform to the rules and regulations pertaining to safety established by OSHA and the California Division of Industrial Safety Public and Employee Safety. Whenever Supplier's operations create a condition hazardous to the public or City employees, it shall, at its expense and without cost to the City, furnish, erect and maintain such fences, temporary railings, barricades, lights, signs and other devices and take such other protective measures as are necessary to prevent accidents or damage or injury to the public and employees. 11. Preservation of City Property. Supplier shall provide and install suitable safeguards, approved by the City, to protect City property from injury or damage. If City property is injured or damaged as a result of Supplier's operations, it shall be replaced or restored at Supplier's expense. The facilities shall be replaced or restored to a condition as good as when the Supplier began work 12. Immigration Act of 1986. Supplier warrants on behalf of itself and all sub-suppliers engaged for the performance of this work that only persons authorized to work in the United States pursuant to the Immigration Reform and Control Act of 1986 and other applicable laws shall be employed in the performance of the work hereunder. 13. Supplier Non-Discrimination. In the performance of this work, Supplier agrees that it will not engage in, nor permit such sub-suppliers as it may employ, to engage in discrimination in the employment of persons because of age, race, color, sex, national origin or ancestry, sexual orientation, or religion of such persons. 14. Work Delays. Should Supplier be obstructed or delayed in the work required to be done hereunder by changes in the work or by any default, act, or omission of the City, or by strikes, fire, earthquake, or any other Act of God, or by the inability to obtain materials, equipment, or labor due to federal government restrictions arising out of defense or war programs, then the time of completion may, at the City's sole option, be extended for such periods as may be agreed upon by the City and the Supplier. 15. Payment Terms. The City's payment terms are 30 days from the receipt of an original invoice and acceptance by the City of the services provided by Supplier (Net 30). 16. Inspection. Supplier shall furnish City with every reasonable opportunity for City to ascertain that the services of Supplier are being performed in accordance with the requirements and intentions of this contract. All work done and all materials furnished, if any, shall be subject to the City's inspection and approval. The inspection of such work shall not relieve Supplier of any of its obligations to fulfill its contract requirements. 17. Audit. The City shall have the option of inspecting and/or auditing all records and other written materials used by Supplier in preparing its invoices to City as a condition precedent to any payment to Supplier. 18. Interests of Supplier. Supplier covenants that it presently has no interest, and shall not acquire any interest direct or indirect or otherwise, which would conflict in any manner or degree with the performance of the work hereunder. Supplier further covenants that, in the performance of this work, no sub-Supplier or person having such an interest shall be employed. Supplier certifies that no one who has or will have any financial interest in performing this work is an officer or employee of the City. It is hereby expressly agreed that, in the performance of the work hereunder, Supplier shall at all times be deemed an independent Supplier and not an agent or employee of the City. 19. Hold Harmless and Indemnification. (a) Non-design, non-construction Professional Services: To the fullest extent permitted by law (including, but not limited to California Civil Code Sections 2782 and 2782.8), Consultant shall indemnify, defend, and hold harmless the City, and its elected officials, officers, employees, volunteers, and agents ("City Indemnitees"), from and against any and all causes of action, claims, liabilities, obligations, judgments, or damages, including reasonable legal counsels' fees and costs of litigation ("claims"), arising out of the Consultant's performance or Consultant's failure to perform its obligations under this Agreement or out of the operations conducted by Consultant, including the City's active or passive negligence, except for such loss or damage arising from the sole negligence or willful misconduct of the 3 Purchase Order 620562 Proprietary and Confidential City. In the event the City Indemnitees are made a party to any action, lawsuit, or other adversarial proceeding arising from Consultant's performance of this Agreement, the Consultant shall provide a defense to the City Indemnitees or at the City's option, reimburse the City Indemnitees their costs of defense, including reasonable legal fees, incurred in defense of such claims. (b) Non-design, construction Professional Services: To the extent the Scope of Services involve a "construction contract" as that phrase is used in Civil Code Section 2783, this paragraph shall apply in place of paragraph A. To the fullest extent permitted by law (including, but not limited to California Civil Code Sections 2782 and 2782.8), Consultant shall indemnify, defend, and hold harmless the City, and its elected officials, officers, employees, volunteers, and agents ("City Indemnitees"), from and against any and all causes of action, claims, liabilities, obligations, judgments, or damages, including reasonable legal counsels' fees and costs of litigation ("claims"), arising out of the Consultant's performance or Consultant's failure to perform its obligations under this Agreement or out of the operations conducted by Consultant, except for such loss or damage arising from the active negligence, sole negligence or willful misconduct of the City. In the event the City Indemnitees are made a party to any action, lawsuit, or other adversarial proceeding arising from Consultant's performance of this Agreement, the Consultant shall provide a defense to the City Indemnitees or at the City's option, reimburse the City Indemnitees their costs of defense, including reasonable legal fees, incurred in defense of such claims. (c) Design Professional Services: In the event Consultant is a "design professional", and the Scope of Services require Consultant to provide "design professional services" as those phrases are used in Civil Code Section 2782.8, this paragraph shall apply in place of paragraphs A or B. To the fullest extent permitted by law (including, but not limited to California Civil Code Sections 2782 and 2782.8) Consultant shall indemnify, defend and hold harmless the City and its elected officials, officers, employees, volunteers and agents ("City Indemnitees"), from and against all claims, damages, injuries, losses, and expenses including costs, attorney fees, expert consultant and expert witness fees arising out of, pertaining to or relating to, the negligence, recklessness or willful misconduct of Consultant, except to the extent caused by the sole negligence, active negligence or willful misconduct of the City. Negligence, recklessness or willful misconduct of any subcontractor employed by Consultant shall be conclusively deemed to be the negligence, recklessness or willful misconduct of Consultant unless adequately corrected by Consultant. In the event the City Indemnitees are made a party to any action, lawsuit, or other adversarial proceeding arising from Consultant's performance of this Agreement, the Consultant shall provide a defense to the City Indemnitees or at the City's option, reimburse the City Indemnitees their costs of defense, including reasonable legal fees, incurred in defense of such claims. In no event shall the cost to defend charged to Consultant under this paragraph exceed Consultant's proportionate percentage of fault. However, notwithstanding the previous sentence, in the event one or more defendants are unable to pay its share of defense costs due to bankruptcy or dissolution of the business, Consultant shall meet and confer with other parties regarding unpaid defense costs. (d) The review, acceptance or approval of the Consultant's work or work product by any indemnified party shall not affect, relieve or reduce the Consultant's indemnification or defense obligations. This Section survives completion of the services or the termination of this contract. The provisions of this Section are not limited by and do not affect the provisions of this contract relating to insurance. 20. Contract Assignment. Supplier shall not assign, transfer, convey or otherwise dispose of the contract, or its right, title or interest, or its power to execute such a contract to any individual or business entity of any kind without the previous written consent of the City. 21. Termination for Convenience. The City may terminate all or part of this Agreement for any or no reason at any time by giving 30 days written notice to Contractor. Should the City terminate this Agreement for convenience, the City shall be liable as follows: (a) for standard or off-the-shelf products, a reasonable restocking charge not to exceed ten (10) percent of the total purchase price; (b) for custom products, the less of a reasonable price for the raw materials, components work in progress and any finished units on hand or the price per unit reflected on this Agreement. For termination of any services pursuant to this Agreement, the City's liability will be the lesser of a reasonable price for the services rendered prior to termination, or the price for the services reflected on this Agreement. Upon termination notice from the City, Contractor must, unless otherwise directed, cease work and follow the City's directions as to work in progress and finished goods. 22. Termination. If during the term of the contract, the City determines that the Contractor is not faithfully abiding by any term or condition contained herein, the City may notify the Contractor in writing of such defect or failure to perform. This notice must give the Contractor a 10 (ten) calendar day notice of time thereafter in which to perform said work or cure the deficiency. If the Contractor has not performed the work or cured the deficiency within the ten days specified in the notice, such shall constitute a breach of the contract and the City may terminate the contract immediately by written notice to the Contractor to said effect.Thereafter, neither party shall have any further duties, obligations, responsibilities, or rights under the contract except, however, any and all obligations of the Contractor's surety shall remain in full force and effect, and shall not be extinguished, reduced, or in any manner waived by the terminations thereof. In said event, the Contractor shall be entitled to the reasonable value of its services performed from the beginning date in which the breach occurs up to the day it received the City's Notice of Termination, minus any offset from such payment representing the City's damages from such breach."Reasonable value" includes fees or charges for goods or services as of the last milestone or task satisfactorily delivered or completed by the Contractor as may be set forth in the Agreement payment schedule; compensation for any other work, services or goods performed or provided by the Contractor shall be based solely on the City's assessment of the value of the work-in-progress in completing the overall work scope. The City reserves the right to delay any such payment until completion or confirmed abandonment of the project, as may be determined in the City's sole discretion, so as to permit a full and complete accounting of costs.In no event, however, shall the Contractor be entitled to receive in excess of the compensation quoted in its proposal. 23. Ownership of Materials. All original drawings, plan documents and other materials prepared by or in possession of Supplier as part of the work or services under these specifications shall become the permanent property of the City, and shall be delivered to the City upon demand. 24. Release of Reports and Information. Any reports, information, data, or other material is given to, prepared by or assembled by Supplier as part of the work or services under these specifications shall be the property of City, and shall not be made available to any individual or organization by Supplier without the prior written approval of the City. 25. Copies of Reports and Information. If the City requests additional copies of reports, drawings, specifications, or any other material in addition to what Supplier is required to furnish in limited quantities as part of the work or services under these specifications, Supplier shall provide such additional copies as are requested, and City shall compensate Supplier for the costs of duplicating of such copies at the Supplier's direct expense. 26. Insurance. Supplier shall procure and maintain for the duration of the Order insurance that is sufficient in scope and amount to permit Supplier to pay in the ordinary course of business against claims for injuries to persons or damages to property that may arise from or in connection with the performance of the work hereunder by Supplier, its agents, representatives, employees or sub-contractors. Supplier will maintain Workers Compensation insurance at statutory levels covering all employees who perform work under this Order. Additional Public Works Construction Purchase Order Terms & Conditions 1. Compensation for Authorized Additional Expenses. To receive compensation for additional expenses outside the scope of the project work, the Supplier shall obtain prior written authoriza-tion from the City to incur those expenses. Compensa-tion for these addition-al expenses shall include time and materials. 2. Payment Terms. The supplier may request one progress payment each month for work satisfactorily completed and accepted by the City. The City shall issue payment within 30 days. The City shall withhold 10 percent of each progress payment as retention to ensure resolution of any stop notices or liens. The City shall release this retention 35 days after filing a notice of completion. 3. Faithful Performance Bond. The supplier shall furnish a surety bond in the amount of 125 percent of the contract price guaranteeing the faithful performance of the contract, including any attorney's fees or other collection costs. 4. Work in the Right-of-Way or on City Property. For work on City managed property, the supplier/ consultant shall obtain a no-fee encroachment permit. A Traffic Control Plan and Water Pollution Control Plan shall be submitted and approved prior to issuance of the permit unless determined by the City not to be required. 5. Prevailing Wage. The supplier and any subcontractors are required to pay prevailing wage and must be registered with the Department of Industrial Relations pursuant to Section 1725.5 of the Labor Code. 6. Insurance. The supplier shall procure and maintain for the duration of the contract insurance against claims for injuries to persons or dam-ages to property which may arise from or in connection with the performance of the work hereunder by the supplier, its agents, representatives, employees or subs. Minimum Scope of Insurance. Coverage shall be at least as broad as: 4 Purchase Order 620562 Proprietary and Confidential a. Insurance Services Office Commercial General Liability coverage (occurrence form CG 20 10 Prior to 1993 or CG 20 10 07 04 with CG 20 37 10 01 or the exact equivalent as determined by the City). b. Insurance Services Office form number CA 0001 (Ed. 1/87) covering Automobile Liability, code 1 (any auto). c. Workers' Compensation insurance as required by the State of California and Employer's Liability Insurance. Minimum Limits of Insurance. The supplier shall maintain limits no less than: a. General Liability: $1,000,000 per occurrence for bodily injury, personal injury and property damage. If Commercial General Liability or other forms with a general aggregate limit is used, either the general aggregate limit shall apply separately to this project/location or the general aggregate limit shall be twice the required occurrence limit. b. Automobile Liability: $1,000,000 per accident for bodily injury and property damage. c. Employer's Liability: $1,000,000 per accident for bodily injury or disease. d. Deductibles and Self-Insured Retentions. Any deductibles or self-insured retentions must be declared to and approved by the City. At the option of the City, either: the insurer shall reduce or eliminate such deductibles or self-insured retentions as respects the City, its officers, officials, employees, and volunteers; or the supplier shall procure a bond guaranteeing payment of losses and related investigations, claim administration and defense expenses. Other Insurance Provisions. The general liability and automobile liability policies are to contain, or be endorsed to contain, the following provi-sions: a. The City, its officers, officials, employees, agents, and volunteers are to be covered as insureds as respects: liability arising out of activities performed by or on behalf of the supplier; products and completed operations of the supplier; premises owned, occupied or used by the supplier; or automobiles owned leased, hired or borrowed by the supplier. The coverage shall contain no special limitations on the scope of protection afforded to the City, its officers, officials, employees, agents or volunteers. b. For any claims related to this project, the supplier's insurance coverage shall be primary insurance as respects the City, its officers, officials, employees, agents, and volunteers. Any insur-ance or self- insurance maintained by the City, its officers, offi-cials, employees, agents or volunteers shall be excess of the supplier's insurance and shall not contribute with it. c. Any failure to comply with reporting or other provisions of the policies including breaches of warranties shall not affect coverage provided to the City, its officers, officials, employees, agents or volunteers. d. The supplier's insurance shall apply separately to each insured against whom claim is made or suit is brought, except with respect to the limits of the insurer's liability. e. Each insurance policy required by this clause shall be endorsed to state that coverage shall not be suspended, voided, canceled by either party, reduced in coverage or in limits except after thirty (30) days' prior written notice by certified mail, return receipt requested, has been given to the City. Acceptability of Insurers. Insurance is to be placed with insurers with a current A.M. Best's rating of no less than A:VII. Verification of Coverage. The supplier shall furnish the City with a certificate of insurance showing required coverage. Original endorse-ments affecting general liability and automobile liability coverage are also required by this clause. The endorsements are to be signed by a person authorized by that insurer to bind coverage on its behalf. All endorsements are to be received and approved by the City before work commences. Subcontractors. The supplier shall include all subcontractors as insured under its policies or shall furnish separate certifi-cates and endorsements for each subcontractor. All coverages for subcontractors shall be subject to all of the requirements stated herein. 5 Purchase Order 620622 Order Date 30-AUG-2024 Change Order 0 Change Order Date 30-AUG-2024 Revision 0 Ordered 783.35 USD INCLUDE PURCHASE ORDER NUMBER ON ALL INVOICES & CORRESPONDENCE SEND ALL INVOICES TO AP@SLOCITY.ORG INCLUDE DELIVER TO CITY STAFF CONTACT NAME ON ALL INVOICES Sold To City of San Luis Obispo 990 Palm Street SAN LUIS OBISPO, CA 93401 Supplier SHI International Corp 290 Davidson Ave SOMERSET, NJ 08873SOMERSET Bill To City of San Luis Obispo 990 Palm Street SAN LUIS OBISPO, CA 93401SAN LUIS OBISPO UNITED STATES Ship To 990 Palm Street SAN LUIS OBISPO, CA 93401SAN LUIS OBISPO UNITED STATES Notes USD = US Dollar PO for the attached quote - SHI - Quote 25247495 Panasonic CF-VEB332M Customer Account Number Supplier Number Payment Terms Freight Terms FOB Shipping Method 461550 Net 30 Destination Confirm To Deliver To Contact Timothy "Tim" Holt Stephanie Couch Line Item Price Quantity UOM Ordered Taxable 1 SHI - Quote 25247495 Panasonic CF-VEB332M 783.35 Supplier Item SHI - Quote 25247495 Panasonic CF-VEB332M This line references Document (Contract Purchase Agreement) 800062. Promised 783.35 09/04/2024 Requested 09/04/2024 Requested and Promised Dates correspond to the date of arrival at the Ship-to Location. Line Total 783.35 Total 783.35 1 Purchase Order 620622 Authorized By: 2 Purchase Order 620624 Order Date 30-AUG-2024 Change Order 0 Change Order Date 30-AUG-2024 Revision 0 Ordered 1,387.79 USD INCLUDE PURCHASE ORDER NUMBER ON ALL INVOICES & CORRESPONDENCE SEND ALL INVOICES TO AP@SLOCITY.ORG INCLUDE DELIVER TO CITY STAFF CONTACT NAME ON ALL INVOICES Sold To City of San Luis Obispo 990 Palm Street SAN LUIS OBISPO, CA 93401 Supplier CDW Government Inc 75 Remittance Dr Ste 1515 CHICAGO, IL 60675 Bill To City of San Luis Obispo 990 Palm Street SAN LUIS OBISPO, CA 93401SAN LUIS OBISPO UNITED STATES Ship To 990 Palm Street SAN LUIS OBISPO, CA 93401SAN LUIS OBISPO UNITED STATES Notes USD = US Dollar PO for the attached quote - CDWG - Quote 1CFLT60 PD Records Scanner Customer Account Number Supplier Number Payment Terms Freight Terms FOB Shipping Method 141805 Net 30 Destination Confirm To Deliver To Contact Timothy "Tim" Holt Stephanie Couch Line Item Price Quantity UOM Ordered Taxable 1 CDWG - Quote 1CFLT60 PD Records Scanner 1,387.79 Supplier Item CDWG - Quote 1CFLT60 PD Records Scanner Promised 1,387.79 09/03/2024 Requested 09/03/2024 Requested and Promised Dates correspond to the date of arrival at the Ship-to Location. Line Total 1,387.79 Total 1,387.79 1 Purchase Order 620624 Authorized By: 2 Purchase Order 620624 Proprietary and Confidential Contract Terms and Conditions Purchase Order Terms and Conditions Standard Purchase Order Terms & Conditions 1. Acceptance. By delivering the ordered goods or commencing performance under this Purchase Order, ("Order") supplier agrees to the general terms, specifications, and conditions in or referenced by this document. If supplier and The City of San Luis Obispo ("City") have entered into a contract outside of this Order, the terms and conditions set forth in the contract shall prevail. Supplier's additional or different terms and conditions are expressly excluded from this Order and the City does not agree to such terms or conditions, unless such agreement is made expressly, in writing by the City's authorized representative, or a contract has been signed outside of this Order between the Supplier and The City. 2. Business License & Tax. Supplier must have a valid City of San Luis Obispo business tax certificate prior to the execution of the contract. Additional information regarding the City's business tax program may be obtained by calling (805) 781-7134. 3. Ability to Perform. Supplier warrants that it possesses, or has arranged through subcontracts, all capital and other equipment, labor, materials, and licenses necessary to carry out and complete the work hereunder in compliance with any and all federal, state, county, city, and special district laws, ordinances, and regulations. 4. Warranties. Supplier warrants that all goods delivered will be free from defects in workmanship, material, and manufacture; are new (not refurbished or reconditioned) unless otherwise stated in this Order; are of merchantable quality and fit for the purpose intended by the City to the extent that purpose has been disclosed to Supplier; complies with the requirements of this Order; and complies with all applicable laws and regulations. Supplier also warrants that all services performed under this Order shall be rendered in a good and workmanlike manner by skilled personnel in compliance with all applicable laws and regulations. 5. Changes. No change or modification in terms may be made without express authorization, in writing by the City's authorized representative. 6. Delivery. Supplier agrees that time is of the essence to delivery and any other performance required under this Order. No charge for delivery, parcel post, packing, cartage, insurance, license fees, permits, or any other purpose will be paid by the City unless it is expressly included on the face of this Order. Supplier must arrange for the lowest- cost transportation and prepay and add freight to its invoice. If delivery is made by a carrier, an itemized delivery ticket must be attached to the outside of the package. Each container or package must be marked with the Order number. 7. Laws to be Observed. Supplier shall keep itself fully informed of and shall observe and comply with all applicable state and federal laws and county and City of San Luis Obispo ordinances, regulations and adopted codes during its performance of the work. 8. Payment of Taxes. The contract prices shall include full compensation for all taxes that Supplier is required to pay. 9. Permits and Licenses. Supplier shall procure all permits and licenses, pay all charges and fees, and give all notices necessary. 10. Safety Provisions. Supplier shall conform to the rules and regulations pertaining to safety established by OSHA and the California Division of Industrial Safety Public and Employee Safety. Whenever Supplier's operations create a condition hazardous to the public or City employees, it shall, at its expense and without cost to the City, furnish, erect and maintain such fences, temporary railings, barricades, lights, signs and other devices and take such other protective measures as are necessary to prevent accidents or damage or injury to the public and employees. 11. Preservation of City Property. Supplier shall provide and install suitable safeguards, approved by the City, to protect City property from injury or damage. If City property is injured or damaged as a result of Supplier's operations, it shall be replaced or restored at Supplier's expense. The facilities shall be replaced or restored to a condition as good as when the Supplier began work 12. Immigration Act of 1986. Supplier warrants on behalf of itself and all sub-suppliers engaged for the performance of this work that only persons authorized to work in the United States pursuant to the Immigration Reform and Control Act of 1986 and other applicable laws shall be employed in the performance of the work hereunder. 13. Supplier Non-Discrimination. In the performance of this work, Supplier agrees that it will not engage in, nor permit such sub-suppliers as it may employ, to engage in discrimination in the employment of persons because of age, race, color, sex, national origin or ancestry, sexual orientation, or religion of such persons. 14. Work Delays. Should Supplier be obstructed or delayed in the work required to be done hereunder by changes in the work or by any default, act, or omission of the City, or by strikes, fire, earthquake, or any other Act of God, or by the inability to obtain materials, equipment, or labor due to federal government restrictions arising out of defense or war programs, then the time of completion may, at the City's sole option, be extended for such periods as may be agreed upon by the City and the Supplier. 15. Payment Terms. The City's payment terms are 30 days from the receipt of an original invoice and acceptance by the City of the services provided by Supplier (Net 30). 16. Inspection. Supplier shall furnish City with every reasonable opportunity for City to ascertain that the services of Supplier are being performed in accordance with the requirements and intentions of this contract. All work done and all materials furnished, if any, shall be subject to the City's inspection and approval. The inspection of such work shall not relieve Supplier of any of its obligations to fulfill its contract requirements. 17. Audit. The City shall have the option of inspecting and/or auditing all records and other written materials used by Supplier in preparing its invoices to City as a condition precedent to any payment to Supplier. 18. Interests of Supplier. Supplier covenants that it presently has no interest, and shall not acquire any interest direct or indirect or otherwise, which would conflict in any manner or degree with the performance of the work hereunder. Supplier further covenants that, in the performance of this work, no sub-Supplier or person having such an interest shall be employed. Supplier certifies that no one who has or will have any financial interest in performing this work is an officer or employee of the City. It is hereby expressly agreed that, in the performance of the work hereunder, Supplier shall at all times be deemed an independent Supplier and not an agent or employee of the City. 19. Hold Harmless and Indemnification. (a) Non-design, non-construction Professional Services: To the fullest extent permitted by law (including, but not limited to California Civil Code Sections 2782 and 2782.8), Consultant shall indemnify, defend, and hold harmless the City, and its elected officials, officers, employees, volunteers, and agents ("City Indemnitees"), from and against any and all causes of action, claims, liabilities, obligations, judgments, or damages, including reasonable legal counsels' fees and costs of litigation ("claims"), arising out of the Consultant's performance or Consultant's failure to perform its obligations under this Agreement or out of the operations conducted by Consultant, including the City's active or passive negligence, except for such loss or damage arising from the sole negligence or willful misconduct of the 3 Purchase Order 620624 Proprietary and Confidential City. In the event the City Indemnitees are made a party to any action, lawsuit, or other adversarial proceeding arising from Consultant's performance of this Agreement, the Consultant shall provide a defense to the City Indemnitees or at the City's option, reimburse the City Indemnitees their costs of defense, including reasonable legal fees, incurred in defense of such claims. (b) Non-design, construction Professional Services: To the extent the Scope of Services involve a "construction contract" as that phrase is used in Civil Code Section 2783, this paragraph shall apply in place of paragraph A. To the fullest extent permitted by law (including, but not limited to California Civil Code Sections 2782 and 2782.8), Consultant shall indemnify, defend, and hold harmless the City, and its elected officials, officers, employees, volunteers, and agents ("City Indemnitees"), from and against any and all causes of action, claims, liabilities, obligations, judgments, or damages, including reasonable legal counsels' fees and costs of litigation ("claims"), arising out of the Consultant's performance or Consultant's failure to perform its obligations under this Agreement or out of the operations conducted by Consultant, except for such loss or damage arising from the active negligence, sole negligence or willful misconduct of the City. In the event the City Indemnitees are made a party to any action, lawsuit, or other adversarial proceeding arising from Consultant's performance of this Agreement, the Consultant shall provide a defense to the City Indemnitees or at the City's option, reimburse the City Indemnitees their costs of defense, including reasonable legal fees, incurred in defense of such claims. (c) Design Professional Services: In the event Consultant is a "design professional", and the Scope of Services require Consultant to provide "design professional services" as those phrases are used in Civil Code Section 2782.8, this paragraph shall apply in place of paragraphs A or B. To the fullest extent permitted by law (including, but not limited to California Civil Code Sections 2782 and 2782.8) Consultant shall indemnify, defend and hold harmless the City and its elected officials, officers, employees, volunteers and agents ("City Indemnitees"), from and against all claims, damages, injuries, losses, and expenses including costs, attorney fees, expert consultant and expert witness fees arising out of, pertaining to or relating to, the negligence, recklessness or willful misconduct of Consultant, except to the extent caused by the sole negligence, active negligence or willful misconduct of the City. Negligence, recklessness or willful misconduct of any subcontractor employed by Consultant shall be conclusively deemed to be the negligence, recklessness or willful misconduct of Consultant unless adequately corrected by Consultant. In the event the City Indemnitees are made a party to any action, lawsuit, or other adversarial proceeding arising from Consultant's performance of this Agreement, the Consultant shall provide a defense to the City Indemnitees or at the City's option, reimburse the City Indemnitees their costs of defense, including reasonable legal fees, incurred in defense of such claims. In no event shall the cost to defend charged to Consultant under this paragraph exceed Consultant's proportionate percentage of fault. However, notwithstanding the previous sentence, in the event one or more defendants are unable to pay its share of defense costs due to bankruptcy or dissolution of the business, Consultant shall meet and confer with other parties regarding unpaid defense costs. (d) The review, acceptance or approval of the Consultant's work or work product by any indemnified party shall not affect, relieve or reduce the Consultant's indemnification or defense obligations. This Section survives completion of the services or the termination of this contract. The provisions of this Section are not limited by and do not affect the provisions of this contract relating to insurance. 20. Contract Assignment. Supplier shall not assign, transfer, convey or otherwise dispose of the contract, or its right, title or interest, or its power to execute such a contract to any individual or business entity of any kind without the previous written consent of the City. 21. Termination for Convenience. The City may terminate all or part of this Agreement for any or no reason at any time by giving 30 days written notice to Contractor. Should the City terminate this Agreement for convenience, the City shall be liable as follows: (a) for standard or off-the-shelf products, a reasonable restocking charge not to exceed ten (10) percent of the total purchase price; (b) for custom products, the less of a reasonable price for the raw materials, components work in progress and any finished units on hand or the price per unit reflected on this Agreement. For termination of any services pursuant to this Agreement, the City's liability will be the lesser of a reasonable price for the services rendered prior to termination, or the price for the services reflected on this Agreement. Upon termination notice from the City, Contractor must, unless otherwise directed, cease work and follow the City's directions as to work in progress and finished goods. 22. Termination. If during the term of the contract, the City determines that the Contractor is not faithfully abiding by any term or condition contained herein, the City may notify the Contractor in writing of such defect or failure to perform. This notice must give the Contractor a 10 (ten) calendar day notice of time thereafter in which to perform said work or cure the deficiency. If the Contractor has not performed the work or cured the deficiency within the ten days specified in the notice, such shall constitute a breach of the contract and the City may terminate the contract immediately by written notice to the Contractor to said effect.Thereafter, neither party shall have any further duties, obligations, responsibilities, or rights under the contract except, however, any and all obligations of the Contractor's surety shall remain in full force and effect, and shall not be extinguished, reduced, or in any manner waived by the terminations thereof. In said event, the Contractor shall be entitled to the reasonable value of its services performed from the beginning date in which the breach occurs up to the day it received the City's Notice of Termination, minus any offset from such payment representing the City's damages from such breach."Reasonable value" includes fees or charges for goods or services as of the last milestone or task satisfactorily delivered or completed by the Contractor as may be set forth in the Agreement payment schedule; compensation for any other work, services or goods performed or provided by the Contractor shall be based solely on the City's assessment of the value of the work-in-progress in completing the overall work scope. The City reserves the right to delay any such payment until completion or confirmed abandonment of the project, as may be determined in the City's sole discretion, so as to permit a full and complete accounting of costs.In no event, however, shall the Contractor be entitled to receive in excess of the compensation quoted in its proposal. 23. Ownership of Materials. All original drawings, plan documents and other materials prepared by or in possession of Supplier as part of the work or services under these specifications shall become the permanent property of the City, and shall be delivered to the City upon demand. 24. Release of Reports and Information. Any reports, information, data, or other material is given to, prepared by or assembled by Supplier as part of the work or services under these specifications shall be the property of City, and shall not be made available to any individual or organization by Supplier without the prior written approval of the City. 25. Copies of Reports and Information. If the City requests additional copies of reports, drawings, specifications, or any other material in addition to what Supplier is required to furnish in limited quantities as part of the work or services under these specifications, Supplier shall provide such additional copies as are requested, and City shall compensate Supplier for the costs of duplicating of such copies at the Supplier's direct expense. 26. Insurance. Supplier shall procure and maintain for the duration of the Order insurance that is sufficient in scope and amount to permit Supplier to pay in the ordinary course of business against claims for injuries to persons or damages to property that may arise from or in connection with the performance of the work hereunder by Supplier, its agents, representatives, employees or sub-contractors. Supplier will maintain Workers Compensation insurance at statutory levels covering all employees who perform work under this Order. Additional Public Works Construction Purchase Order Terms & Conditions 1. Compensation for Authorized Additional Expenses. To receive compensation for additional expenses outside the scope of the project work, the Supplier shall obtain prior written authoriza-tion from the City to incur those expenses. Compensa-tion for these addition-al expenses shall include time and materials. 2. Payment Terms. The supplier may request one progress payment each month for work satisfactorily completed and accepted by the City. The City shall issue payment within 30 days. The City shall withhold 10 percent of each progress payment as retention to ensure resolution of any stop notices or liens. The City shall release this retention 35 days after filing a notice of completion. 3. Faithful Performance Bond. The supplier shall furnish a surety bond in the amount of 125 percent of the contract price guaranteeing the faithful performance of the contract, including any attorney's fees or other collection costs. 4. Work in the Right-of-Way or on City Property. For work on City managed property, the supplier/ consultant shall obtain a no-fee encroachment permit. A Traffic Control Plan and Water Pollution Control Plan shall be submitted and approved prior to issuance of the permit unless determined by the City not to be required. 5. Prevailing Wage. The supplier and any subcontractors are required to pay prevailing wage and must be registered with the Department of Industrial Relations pursuant to Section 1725.5 of the Labor Code. 6. Insurance. The supplier shall procure and maintain for the duration of the contract insurance against claims for injuries to persons or dam-ages to property which may arise from or in connection with the performance of the work hereunder by the supplier, its agents, representatives, employees or subs. Minimum Scope of Insurance. Coverage shall be at least as broad as: 4 Purchase Order 620624 Proprietary and Confidential a. Insurance Services Office Commercial General Liability coverage (occurrence form CG 20 10 Prior to 1993 or CG 20 10 07 04 with CG 20 37 10 01 or the exact equivalent as determined by the City). b. Insurance Services Office form number CA 0001 (Ed. 1/87) covering Automobile Liability, code 1 (any auto). c. Workers' Compensation insurance as required by the State of California and Employer's Liability Insurance. Minimum Limits of Insurance. The supplier shall maintain limits no less than: a. General Liability: $1,000,000 per occurrence for bodily injury, personal injury and property damage. If Commercial General Liability or other forms with a general aggregate limit is used, either the general aggregate limit shall apply separately to this project/location or the general aggregate limit shall be twice the required occurrence limit. b. Automobile Liability: $1,000,000 per accident for bodily injury and property damage. c. Employer's Liability: $1,000,000 per accident for bodily injury or disease. d. Deductibles and Self-Insured Retentions. Any deductibles or self-insured retentions must be declared to and approved by the City. At the option of the City, either: the insurer shall reduce or eliminate such deductibles or self-insured retentions as respects the City, its officers, officials, employees, and volunteers; or the supplier shall procure a bond guaranteeing payment of losses and related investigations, claim administration and defense expenses. Other Insurance Provisions. The general liability and automobile liability policies are to contain, or be endorsed to contain, the following provi-sions: a. The City, its officers, officials, employees, agents, and volunteers are to be covered as insureds as respects: liability arising out of activities performed by or on behalf of the supplier; products and completed operations of the supplier; premises owned, occupied or used by the supplier; or automobiles owned leased, hired or borrowed by the supplier. The coverage shall contain no special limitations on the scope of protection afforded to the City, its officers, officials, employees, agents or volunteers. b. For any claims related to this project, the supplier's insurance coverage shall be primary insurance as respects the City, its officers, officials, employees, agents, and volunteers. Any insur-ance or self- insurance maintained by the City, its officers, offi-cials, employees, agents or volunteers shall be excess of the supplier's insurance and shall not contribute with it. c. Any failure to comply with reporting or other provisions of the policies including breaches of warranties shall not affect coverage provided to the City, its officers, officials, employees, agents or volunteers. d. The supplier's insurance shall apply separately to each insured against whom claim is made or suit is brought, except with respect to the limits of the insurer's liability. e. Each insurance policy required by this clause shall be endorsed to state that coverage shall not be suspended, voided, canceled by either party, reduced in coverage or in limits except after thirty (30) days' prior written notice by certified mail, return receipt requested, has been given to the City. Acceptability of Insurers. Insurance is to be placed with insurers with a current A.M. Best's rating of no less than A:VII. Verification of Coverage. The supplier shall furnish the City with a certificate of insurance showing required coverage. Original endorse-ments affecting general liability and automobile liability coverage are also required by this clause. The endorsements are to be signed by a person authorized by that insurer to bind coverage on its behalf. All endorsements are to be received and approved by the City before work commences. Subcontractors. The supplier shall include all subcontractors as insured under its policies or shall furnish separate certifi-cates and endorsements for each subcontractor. All coverages for subcontractors shall be subject to all of the requirements stated herein. 5 Purchase Order 620771 Order Date 18-SEP-2024 Change Order 0 Change Order Date 18-SEP-2024 Revision 0 Ordered 60,907.38 USD INCLUDE PURCHASE ORDER NUMBER ON ALL INVOICES & CORRESPONDENCE SEND ALL INVOICES TO AP@SLOCITY.ORG INCLUDE DELIVER TO CITY STAFF CONTACT NAME ON ALL INVOICES Sold To City of San Luis Obispo 990 Palm Street SAN LUIS OBISPO, CA 93401 Supplier DELL MARKETING L P c/o Dell USA LP PO BOX 910916 PASADENA, CA 91110LOS ANGELES Bill To City of San Luis Obispo 990 Palm Street SAN LUIS OBISPO, CA 93401SAN LUIS OBISPO UNITED STATES Ship To 990 Palm Street SAN LUIS OBISPO, CA 93401SAN LUIS OBISPO UNITED STATES Notes USD = US Dollar Invoice - Dell equipment IT equipment Customer Account Number Supplier Number Payment Terms Freight Terms FOB Shipping Method 10039 Net 30 Destination Confirm To Deliver To Contact Daniel Clancy Stephanie Couch Phone 1-805-781-7510 Line Item Price Quantity UOM Ordered Taxable 1 Dell - Invoices 10767728372, 10767722412, and 10767287134. Dispatch replacement computers. 60,907.38 Supplier Item Dell - Invoices 10767728372, 10767722412, and 10767287134. Dispatch replacement computers. Promised 60,907.38 09/23/2024 Requested 09/23/2024 Requested and Promised Dates correspond to the date of arrival at the Ship-to Location. Line Total 60,907.38 1 Purchase Order 620771 Line Item Price Quantity UOM Ordered Taxable Total 60,907.38 Authorized By: 2 Purchase Order 620771 Proprietary and Confidential Contract Terms and Conditions Purchase Order Terms and Conditions Standard Purchase Order Terms & Conditions 1. Acceptance. By delivering the ordered goods or commencing performance under this Purchase Order, ("Order") supplier agrees to the general terms, specifications, and conditions in or referenced by this document. If supplier and The City of San Luis Obispo ("City") have entered into a contract outside of this Order, the terms and conditions set forth in the contract shall prevail. Supplier's additional or different terms and conditions are expressly excluded from this Order and the City does not agree to such terms or conditions, unless such agreement is made expressly, in writing by the City's authorized representative, or a contract has been signed outside of this Order between the Supplier and The City. 2. Business License & Tax. Supplier must have a valid City of San Luis Obispo business tax certificate prior to the execution of the contract. Additional information regarding the City's business tax program may be obtained by calling (805) 781-7134. 3. Ability to Perform. Supplier warrants that it possesses, or has arranged through subcontracts, all capital and other equipment, labor, materials, and licenses necessary to carry out and complete the work hereunder in compliance with any and all federal, state, county, city, and special district laws, ordinances, and regulations. 4. Warranties. Supplier warrants that all goods delivered will be free from defects in workmanship, material, and manufacture; are new (not refurbished or reconditioned) unless otherwise stated in this Order; are of merchantable quality and fit for the purpose intended by the City to the extent that purpose has been disclosed to Supplier; complies with the requirements of this Order; and complies with all applicable laws and regulations. Supplier also warrants that all services performed under this Order shall be rendered in a good and workmanlike manner by skilled personnel in compliance with all applicable laws and regulations. 5. Changes. No change or modification in terms may be made without express authorization, in writing by the City's authorized representative. 6. Delivery. Supplier agrees that time is of the essence to delivery and any other performance required under this Order. No charge for delivery, parcel post, packing, cartage, insurance, license fees, permits, or any other purpose will be paid by the City unless it is expressly included on the face of this Order. Supplier must arrange for the lowest- cost transportation and prepay and add freight to its invoice. If delivery is made by a carrier, an itemized delivery ticket must be attached to the outside of the package. Each container or package must be marked with the Order number. 7. Laws to be Observed. Supplier shall keep itself fully informed of and shall observe and comply with all applicable state and federal laws and county and City of San Luis Obispo ordinances, regulations and adopted codes during its performance of the work. 8. Payment of Taxes. The contract prices shall include full compensation for all taxes that Supplier is required to pay. 9. Permits and Licenses. Supplier shall procure all permits and licenses, pay all charges and fees, and give all notices necessary. 10. Safety Provisions. Supplier shall conform to the rules and regulations pertaining to safety established by OSHA and the California Division of Industrial Safety Public and Employee Safety. Whenever Supplier's operations create a condition hazardous to the public or City employees, it shall, at its expense and without cost to the City, furnish, erect and maintain such fences, temporary railings, barricades, lights, signs and other devices and take such other protective measures as are necessary to prevent accidents or damage or injury to the public and employees. 11. Preservation of City Property. Supplier shall provide and install suitable safeguards, approved by the City, to protect City property from injury or damage. If City property is injured or damaged as a result of Supplier's operations, it shall be replaced or restored at Supplier's expense. The facilities shall be replaced or restored to a condition as good as when the Supplier began work 12. Immigration Act of 1986. Supplier warrants on behalf of itself and all sub-suppliers engaged for the performance of this work that only persons authorized to work in the United States pursuant to the Immigration Reform and Control Act of 1986 and other applicable laws shall be employed in the performance of the work hereunder. 13. Supplier Non-Discrimination. In the performance of this work, Supplier agrees that it will not engage in, nor permit such sub-suppliers as it may employ, to engage in discrimination in the employment of persons because of age, race, color, sex, national origin or ancestry, sexual orientation, or religion of such persons. 14. Work Delays. Should Supplier be obstructed or delayed in the work required to be done hereunder by changes in the work or by any default, act, or omission of the City, or by strikes, fire, earthquake, or any other Act of God, or by the inability to obtain materials, equipment, or labor due to federal government restrictions arising out of defense or war programs, then the time of completion may, at the City's sole option, be extended for such periods as may be agreed upon by the City and the Supplier. 15. Payment Terms. The City's payment terms are 30 days from the receipt of an original invoice and acceptance by the City of the services provided by Supplier (Net 30). 16. Inspection. Supplier shall furnish City with every reasonable opportunity for City to ascertain that the services of Supplier are being performed in accordance with the requirements and intentions of this contract. All work done and all materials furnished, if any, shall be subject to the City's inspection and approval. The inspection of such work shall not relieve Supplier of any of its obligations to fulfill its contract requirements. 17. Audit. The City shall have the option of inspecting and/or auditing all records and other written materials used by Supplier in preparing its invoices to City as a condition precedent to any payment to Supplier. 18. Interests of Supplier. Supplier covenants that it presently has no interest, and shall not acquire any interest direct or indirect or otherwise, which would conflict in any manner or degree with the performance of the work hereunder. Supplier further covenants that, in the performance of this work, no sub-Supplier or person having such an interest shall be employed. Supplier certifies that no one who has or will have any financial interest in performing this work is an officer or employee of the City. It is hereby expressly agreed that, in the performance of the work hereunder, Supplier shall at all times be deemed an independent Supplier and not an agent or employee of the City. 19. Hold Harmless and Indemnification. (a) Non-design, non-construction Professional Services: To the fullest extent permitted by law (including, but not limited to California Civil Code Sections 2782 and 2782.8), Consultant shall indemnify, defend, and hold harmless the City, and its elected officials, officers, employees, volunteers, and agents ("City Indemnitees"), from and against any and all causes of action, claims, liabilities, obligations, judgments, or damages, including reasonable legal counsels' fees and costs of litigation ("claims"), arising out of the Consultant's performance or Consultant's failure to perform its obligations under this Agreement or out of the operations conducted by Consultant, including the City's active or passive negligence, except for such loss or damage arising from the sole negligence or willful misconduct of the 3 Purchase Order 620771 Proprietary and Confidential City. In the event the City Indemnitees are made a party to any action, lawsuit, or other adversarial proceeding arising from Consultant's performance of this Agreement, the Consultant shall provide a defense to the City Indemnitees or at the City's option, reimburse the City Indemnitees their costs of defense, including reasonable legal fees, incurred in defense of such claims. (b) Non-design, construction Professional Services: To the extent the Scope of Services involve a "construction contract" as that phrase is used in Civil Code Section 2783, this paragraph shall apply in place of paragraph A. To the fullest extent permitted by law (including, but not limited to California Civil Code Sections 2782 and 2782.8), Consultant shall indemnify, defend, and hold harmless the City, and its elected officials, officers, employees, volunteers, and agents ("City Indemnitees"), from and against any and all causes of action, claims, liabilities, obligations, judgments, or damages, including reasonable legal counsels' fees and costs of litigation ("claims"), arising out of the Consultant's performance or Consultant's failure to perform its obligations under this Agreement or out of the operations conducted by Consultant, except for such loss or damage arising from the active negligence, sole negligence or willful misconduct of the City. In the event the City Indemnitees are made a party to any action, lawsuit, or other adversarial proceeding arising from Consultant's performance of this Agreement, the Consultant shall provide a defense to the City Indemnitees or at the City's option, reimburse the City Indemnitees their costs of defense, including reasonable legal fees, incurred in defense of such claims. (c) Design Professional Services: In the event Consultant is a "design professional", and the Scope of Services require Consultant to provide "design professional services" as those phrases are used in Civil Code Section 2782.8, this paragraph shall apply in place of paragraphs A or B. To the fullest extent permitted by law (including, but not limited to California Civil Code Sections 2782 and 2782.8) Consultant shall indemnify, defend and hold harmless the City and its elected officials, officers, employees, volunteers and agents ("City Indemnitees"), from and against all claims, damages, injuries, losses, and expenses including costs, attorney fees, expert consultant and expert witness fees arising out of, pertaining to or relating to, the negligence, recklessness or willful misconduct of Consultant, except to the extent caused by the sole negligence, active negligence or willful misconduct of the City. Negligence, recklessness or willful misconduct of any subcontractor employed by Consultant shall be conclusively deemed to be the negligence, recklessness or willful misconduct of Consultant unless adequately corrected by Consultant. In the event the City Indemnitees are made a party to any action, lawsuit, or other adversarial proceeding arising from Consultant's performance of this Agreement, the Consultant shall provide a defense to the City Indemnitees or at the City's option, reimburse the City Indemnitees their costs of defense, including reasonable legal fees, incurred in defense of such claims. In no event shall the cost to defend charged to Consultant under this paragraph exceed Consultant's proportionate percentage of fault. However, notwithstanding the previous sentence, in the event one or more defendants are unable to pay its share of defense costs due to bankruptcy or dissolution of the business, Consultant shall meet and confer with other parties regarding unpaid defense costs. (d) The review, acceptance or approval of the Consultant's work or work product by any indemnified party shall not affect, relieve or reduce the Consultant's indemnification or defense obligations. This Section survives completion of the services or the termination of this contract. The provisions of this Section are not limited by and do not affect the provisions of this contract relating to insurance. 20. Contract Assignment. Supplier shall not assign, transfer, convey or otherwise dispose of the contract, or its right, title or interest, or its power to execute such a contract to any individual or business entity of any kind without the previous written consent of the City. 21. Termination for Convenience. The City may terminate all or part of this Agreement for any or no reason at any time by giving 30 days written notice to Contractor. Should the City terminate this Agreement for convenience, the City shall be liable as follows: (a) for standard or off-the-shelf products, a reasonable restocking charge not to exceed ten (10) percent of the total purchase price; (b) for custom products, the less of a reasonable price for the raw materials, components work in progress and any finished units on hand or the price per unit reflected on this Agreement. For termination of any services pursuant to this Agreement, the City's liability will be the lesser of a reasonable price for the services rendered prior to termination, or the price for the services reflected on this Agreement. Upon termination notice from the City, Contractor must, unless otherwise directed, cease work and follow the City's directions as to work in progress and finished goods. 22. Termination. If during the term of the contract, the City determines that the Contractor is not faithfully abiding by any term or condition contained herein, the City may notify the Contractor in writing of such defect or failure to perform. This notice must give the Contractor a 10 (ten) calendar day notice of time thereafter in which to perform said work or cure the deficiency. If the Contractor has not performed the work or cured the deficiency within the ten days specified in the notice, such shall constitute a breach of the contract and the City may terminate the contract immediately by written notice to the Contractor to said effect.Thereafter, neither party shall have any further duties, obligations, responsibilities, or rights under the contract except, however, any and all obligations of the Contractor's surety shall remain in full force and effect, and shall not be extinguished, reduced, or in any manner waived by the terminations thereof. In said event, the Contractor shall be entitled to the reasonable value of its services performed from the beginning date in which the breach occurs up to the day it received the City's Notice of Termination, minus any offset from such payment representing the City's damages from such breach."Reasonable value" includes fees or charges for goods or services as of the last milestone or task satisfactorily delivered or completed by the Contractor as may be set forth in the Agreement payment schedule; compensation for any other work, services or goods performed or provided by the Contractor shall be based solely on the City's assessment of the value of the work-in-progress in completing the overall work scope. The City reserves the right to delay any such payment until completion or confirmed abandonment of the project, as may be determined in the City's sole discretion, so as to permit a full and complete accounting of costs.In no event, however, shall the Contractor be entitled to receive in excess of the compensation quoted in its proposal. 23. Ownership of Materials. All original drawings, plan documents and other materials prepared by or in possession of Supplier as part of the work or services under these specifications shall become the permanent property of the City, and shall be delivered to the City upon demand. 24. Release of Reports and Information. Any reports, information, data, or other material is given to, prepared by or assembled by Supplier as part of the work or services under these specifications shall be the property of City, and shall not be made available to any individual or organization by Supplier without the prior written approval of the City. 25. Copies of Reports and Information. If the City requests additional copies of reports, drawings, specifications, or any other material in addition to what Supplier is required to furnish in limited quantities as part of the work or services under these specifications, Supplier shall provide such additional copies as are requested, and City shall compensate Supplier for the costs of duplicating of such copies at the Supplier's direct expense. 26. Insurance. Supplier shall procure and maintain for the duration of the Order insurance that is sufficient in scope and amount to permit Supplier to pay in the ordinary course of business against claims for injuries to persons or damages to property that may arise from or in connection with the performance of the work hereunder by Supplier, its agents, representatives, employees or sub-contractors. Supplier will maintain Workers Compensation insurance at statutory levels covering all employees who perform work under this Order. Additional Public Works Construction Purchase Order Terms & Conditions 1. Compensation for Authorized Additional Expenses. To receive compensation for additional expenses outside the scope of the project work, the Supplier shall obtain prior written authoriza-tion from the City to incur those expenses. Compensa-tion for these addition-al expenses shall include time and materials. 2. Payment Terms. The supplier may request one progress payment each month for work satisfactorily completed and accepted by the City. The City shall issue payment within 30 days. The City shall withhold 10 percent of each progress payment as retention to ensure resolution of any stop notices or liens. The City shall release this retention 35 days after filing a notice of completion. 3. Faithful Performance Bond. The supplier shall furnish a surety bond in the amount of 125 percent of the contract price guaranteeing the faithful performance of the contract, including any attorney's fees or other collection costs. 4. Work in the Right-of-Way or on City Property. For work on City managed property, the supplier/ consultant shall obtain a no-fee encroachment permit. A Traffic Control Plan and Water Pollution Control Plan shall be submitted and approved prior to issuance of the permit unless determined by the City not to be required. 5. Prevailing Wage. The supplier and any subcontractors are required to pay prevailing wage and must be registered with the Department of Industrial Relations pursuant to Section 1725.5 of the Labor Code. 6. Insurance. The supplier shall procure and maintain for the duration of the contract insurance against claims for injuries to persons or dam-ages to property which may arise from or in connection with the performance of the work hereunder by the supplier, its agents, representatives, employees or subs. Minimum Scope of Insurance. Coverage shall be at least as broad as: 4 Purchase Order 620771 Proprietary and Confidential a. Insurance Services Office Commercial General Liability coverage (occurrence form CG 20 10 Prior to 1993 or CG 20 10 07 04 with CG 20 37 10 01 or the exact equivalent as determined by the City). b. Insurance Services Office form number CA 0001 (Ed. 1/87) covering Automobile Liability, code 1 (any auto). c. Workers' Compensation insurance as required by the State of California and Employer's Liability Insurance. Minimum Limits of Insurance. The supplier shall maintain limits no less than: a. General Liability: $1,000,000 per occurrence for bodily injury, personal injury and property damage. If Commercial General Liability or other forms with a general aggregate limit is used, either the general aggregate limit shall apply separately to this project/location or the general aggregate limit shall be twice the required occurrence limit. b. Automobile Liability: $1,000,000 per accident for bodily injury and property damage. c. Employer's Liability: $1,000,000 per accident for bodily injury or disease. d. Deductibles and Self-Insured Retentions. Any deductibles or self-insured retentions must be declared to and approved by the City. At the option of the City, either: the insurer shall reduce or eliminate such deductibles or self-insured retentions as respects the City, its officers, officials, employees, and volunteers; or the supplier shall procure a bond guaranteeing payment of losses and related investigations, claim administration and defense expenses. Other Insurance Provisions. The general liability and automobile liability policies are to contain, or be endorsed to contain, the following provi-sions: a. The City, its officers, officials, employees, agents, and volunteers are to be covered as insureds as respects: liability arising out of activities performed by or on behalf of the supplier; products and completed operations of the supplier; premises owned, occupied or used by the supplier; or automobiles owned leased, hired or borrowed by the supplier. The coverage shall contain no special limitations on the scope of protection afforded to the City, its officers, officials, employees, agents or volunteers. b. For any claims related to this project, the supplier's insurance coverage shall be primary insurance as respects the City, its officers, officials, employees, agents, and volunteers. Any insur-ance or self- insurance maintained by the City, its officers, offi-cials, employees, agents or volunteers shall be excess of the supplier's insurance and shall not contribute with it. c. Any failure to comply with reporting or other provisions of the policies including breaches of warranties shall not affect coverage provided to the City, its officers, officials, employees, agents or volunteers. d. The supplier's insurance shall apply separately to each insured against whom claim is made or suit is brought, except with respect to the limits of the insurer's liability. e. Each insurance policy required by this clause shall be endorsed to state that coverage shall not be suspended, voided, canceled by either party, reduced in coverage or in limits except after thirty (30) days' prior written notice by certified mail, return receipt requested, has been given to the City. Acceptability of Insurers. Insurance is to be placed with insurers with a current A.M. Best's rating of no less than A:VII. Verification of Coverage. The supplier shall furnish the City with a certificate of insurance showing required coverage. Original endorse-ments affecting general liability and automobile liability coverage are also required by this clause. The endorsements are to be signed by a person authorized by that insurer to bind coverage on its behalf. All endorsements are to be received and approved by the City before work commences. Subcontractors. The supplier shall include all subcontractors as insured under its policies or shall furnish separate certifi-cates and endorsements for each subcontractor. All coverages for subcontractors shall be subject to all of the requirements stated herein. 5 Purchase Order 620960 Order Date 10-OCT-2024 Change Order 0 Change Order Date 10-OCT-2024 Revision 0 Ordered 959.79 USD INCLUDE PURCHASE ORDER NUMBER ON ALL INVOICES & CORRESPONDENCE SEND ALL INVOICES TO AP@SLOCITY.ORG INCLUDE DELIVER TO CITY STAFF CONTACT NAME ON ALL INVOICES Sold To City of San Luis Obispo 990 Palm Street SAN LUIS OBISPO, CA 93401 Supplier CDW Government Inc 75 Remittance Dr Ste 1515 CHICAGO, IL 60675 Bill To City of San Luis Obispo 990 Palm Street SAN LUIS OBISPO, CA 93401SAN LUIS OBISPO UNITED STATES Ship To 990 Palm Street SAN LUIS OBISPO, CA 93401SAN LUIS OBISPO UNITED STATES Notes USD = US Dollar PO for the attached quote - CDWG - Quote 1CFVWXJ Sierra Wireless Airlink, Ignition Upgrade Customer Account Number Supplier Number Payment Terms Freight Terms FOB Shipping Method 141805 Net 30 Destination Confirm To Deliver To Contact Timothy "Tim" Holt Stephanie Couch Line Item Price Quantity UOM Ordered Taxable 1 CDWG - Quote 1CFVWXJ Sierra Wireless Airlink, Ignition Upgrade 959.79 Supplier Item CDWG - Quote 1CFVWXJ Sierra Wireless Airlink, Ignition Upgrade Promised 959.79 10/16/2024 Requested 10/16/2024 Requested and Promised Dates correspond to the date of arrival at the Ship-to Location. Line Total 959.79 Total 959.79 1 Purchase Order 620960 Authorized By: 2 Purchase Order 620960 Proprietary and Confidential Contract Terms and Conditions Purchase Order Terms and Conditions Standard Purchase Order Terms & Conditions 1. Acceptance. By delivering the ordered goods or commencing performance under this Purchase Order, ("Order") supplier agrees to the general terms, specifications, and conditions in or referenced by this document. If supplier and The City of San Luis Obispo ("City") have entered into a contract outside of this Order, the terms and conditions set forth in the contract shall prevail. Supplier's additional or different terms and conditions are expressly excluded from this Order and the City does not agree to such terms or conditions, unless such agreement is made expressly, in writing by the City's authorized representative, or a contract has been signed outside of this Order between the Supplier and The City. 2. Business License & Tax. Supplier must have a valid City of San Luis Obispo business tax certificate prior to the execution of the contract. Additional information regarding the City's business tax program may be obtained by calling (805) 781-7134. 3. Ability to Perform. Supplier warrants that it possesses, or has arranged through subcontracts, all capital and other equipment, labor, materials, and licenses necessary to carry out and complete the work hereunder in compliance with any and all federal, state, county, city, and special district laws, ordinances, and regulations. 4. Warranties. Supplier warrants that all goods delivered will be free from defects in workmanship, material, and manufacture; are new (not refurbished or reconditioned) unless otherwise stated in this Order; are of merchantable quality and fit for the purpose intended by the City to the extent that purpose has been disclosed to Supplier; complies with the requirements of this Order; and complies with all applicable laws and regulations. Supplier also warrants that all services performed under this Order shall be rendered in a good and workmanlike manner by skilled personnel in compliance with all applicable laws and regulations. 5. Changes. No change or modification in terms may be made without express authorization, in writing by the City's authorized representative. 6. Delivery. Supplier agrees that time is of the essence to delivery and any other performance required under this Order. No charge for delivery, parcel post, packing, cartage, insurance, license fees, permits, or any other purpose will be paid by the City unless it is expressly included on the face of this Order. Supplier must arrange for the lowest- cost transportation and prepay and add freight to its invoice. If delivery is made by a carrier, an itemized delivery ticket must be attached to the outside of the package. Each container or package must be marked with the Order number. 7. Laws to be Observed. Supplier shall keep itself fully informed of and shall observe and comply with all applicable state and federal laws and county and City of San Luis Obispo ordinances, regulations and adopted codes during its performance of the work. 8. Payment of Taxes. The contract prices shall include full compensation for all taxes that Supplier is required to pay. 9. Permits and Licenses. Supplier shall procure all permits and licenses, pay all charges and fees, and give all notices necessary. 10. Safety Provisions. Supplier shall conform to the rules and regulations pertaining to safety established by OSHA and the California Division of Industrial Safety Public and Employee Safety. Whenever Supplier's operations create a condition hazardous to the public or City employees, it shall, at its expense and without cost to the City, furnish, erect and maintain such fences, temporary railings, barricades, lights, signs and other devices and take such other protective measures as are necessary to prevent accidents or damage or injury to the public and employees. 11. Preservation of City Property. Supplier shall provide and install suitable safeguards, approved by the City, to protect City property from injury or damage. If City property is injured or damaged as a result of Supplier's operations, it shall be replaced or restored at Supplier's expense. The facilities shall be replaced or restored to a condition as good as when the Supplier began work 12. Immigration Act of 1986. Supplier warrants on behalf of itself and all sub-suppliers engaged for the performance of this work that only persons authorized to work in the United States pursuant to the Immigration Reform and Control Act of 1986 and other applicable laws shall be employed in the performance of the work hereunder. 13. Supplier Non-Discrimination. In the performance of this work, Supplier agrees that it will not engage in, nor permit such sub-suppliers as it may employ, to engage in discrimination in the employment of persons because of age, race, color, sex, national origin or ancestry, sexual orientation, or religion of such persons. 14. Work Delays. Should Supplier be obstructed or delayed in the work required to be done hereunder by changes in the work or by any default, act, or omission of the City, or by strikes, fire, earthquake, or any other Act of God, or by the inability to obtain materials, equipment, or labor due to federal government restrictions arising out of defense or war programs, then the time of completion may, at the City's sole option, be extended for such periods as may be agreed upon by the City and the Supplier. 15. Payment Terms. The City's payment terms are 30 days from the receipt of an original invoice and acceptance by the City of the services provided by Supplier (Net 30). 16. Inspection. Supplier shall furnish City with every reasonable opportunity for City to ascertain that the services of Supplier are being performed in accordance with the requirements and intentions of this contract. All work done and all materials furnished, if any, shall be subject to the City's inspection and approval. The inspection of such work shall not relieve Supplier of any of its obligations to fulfill its contract requirements. 17. Audit. The City shall have the option of inspecting and/or auditing all records and other written materials used by Supplier in preparing its invoices to City as a condition precedent to any payment to Supplier. 18. Interests of Supplier. Supplier covenants that it presently has no interest, and shall not acquire any interest direct or indirect or otherwise, which would conflict in any manner or degree with the performance of the work hereunder. Supplier further covenants that, in the performance of this work, no sub-Supplier or person having such an interest shall be employed. Supplier certifies that no one who has or will have any financial interest in performing this work is an officer or employee of the City. It is hereby expressly agreed that, in the performance of the work hereunder, Supplier shall at all times be deemed an independent Supplier and not an agent or employee of the City. 19. Hold Harmless and Indemnification. (a) Non-design, non-construction Professional Services: To the fullest extent permitted by law (including, but not limited to California Civil Code Sections 2782 and 2782.8), Consultant shall indemnify, defend, and hold harmless the City, and its elected officials, officers, employees, volunteers, and agents ("City Indemnitees"), from and against any and all causes of action, claims, liabilities, obligations, judgments, or damages, including reasonable legal counsels' fees and costs of litigation ("claims"), arising out of the Consultant's performance or Consultant's failure to perform its obligations under this Agreement or out of the operations conducted by Consultant, including the City's active or passive negligence, except for such loss or damage arising from the sole negligence or willful misconduct of the 3 Purchase Order 620960 Proprietary and Confidential City. In the event the City Indemnitees are made a party to any action, lawsuit, or other adversarial proceeding arising from Consultant's performance of this Agreement, the Consultant shall provide a defense to the City Indemnitees or at the City's option, reimburse the City Indemnitees their costs of defense, including reasonable legal fees, incurred in defense of such claims. (b) Non-design, construction Professional Services: To the extent the Scope of Services involve a "construction contract" as that phrase is used in Civil Code Section 2783, this paragraph shall apply in place of paragraph A. To the fullest extent permitted by law (including, but not limited to California Civil Code Sections 2782 and 2782.8), Consultant shall indemnify, defend, and hold harmless the City, and its elected officials, officers, employees, volunteers, and agents ("City Indemnitees"), from and against any and all causes of action, claims, liabilities, obligations, judgments, or damages, including reasonable legal counsels' fees and costs of litigation ("claims"), arising out of the Consultant's performance or Consultant's failure to perform its obligations under this Agreement or out of the operations conducted by Consultant, except for such loss or damage arising from the active negligence, sole negligence or willful misconduct of the City. In the event the City Indemnitees are made a party to any action, lawsuit, or other adversarial proceeding arising from Consultant's performance of this Agreement, the Consultant shall provide a defense to the City Indemnitees or at the City's option, reimburse the City Indemnitees their costs of defense, including reasonable legal fees, incurred in defense of such claims. (c) Design Professional Services: In the event Consultant is a "design professional", and the Scope of Services require Consultant to provide "design professional services" as those phrases are used in Civil Code Section 2782.8, this paragraph shall apply in place of paragraphs A or B. To the fullest extent permitted by law (including, but not limited to California Civil Code Sections 2782 and 2782.8) Consultant shall indemnify, defend and hold harmless the City and its elected officials, officers, employees, volunteers and agents ("City Indemnitees"), from and against all claims, damages, injuries, losses, and expenses including costs, attorney fees, expert consultant and expert witness fees arising out of, pertaining to or relating to, the negligence, recklessness or willful misconduct of Consultant, except to the extent caused by the sole negligence, active negligence or willful misconduct of the City. Negligence, recklessness or willful misconduct of any subcontractor employed by Consultant shall be conclusively deemed to be the negligence, recklessness or willful misconduct of Consultant unless adequately corrected by Consultant. In the event the City Indemnitees are made a party to any action, lawsuit, or other adversarial proceeding arising from Consultant's performance of this Agreement, the Consultant shall provide a defense to the City Indemnitees or at the City's option, reimburse the City Indemnitees their costs of defense, including reasonable legal fees, incurred in defense of such claims. In no event shall the cost to defend charged to Consultant under this paragraph exceed Consultant's proportionate percentage of fault. However, notwithstanding the previous sentence, in the event one or more defendants are unable to pay its share of defense costs due to bankruptcy or dissolution of the business, Consultant shall meet and confer with other parties regarding unpaid defense costs. (d) The review, acceptance or approval of the Consultant's work or work product by any indemnified party shall not affect, relieve or reduce the Consultant's indemnification or defense obligations. This Section survives completion of the services or the termination of this contract. The provisions of this Section are not limited by and do not affect the provisions of this contract relating to insurance. 20. Contract Assignment. Supplier shall not assign, transfer, convey or otherwise dispose of the contract, or its right, title or interest, or its power to execute such a contract to any individual or business entity of any kind without the previous written consent of the City. 21. Termination for Convenience. The City may terminate all or part of this Agreement for any or no reason at any time by giving 30 days written notice to Contractor. Should the City terminate this Agreement for convenience, the City shall be liable as follows: (a) for standard or off-the-shelf products, a reasonable restocking charge not to exceed ten (10) percent of the total purchase price; (b) for custom products, the less of a reasonable price for the raw materials, components work in progress and any finished units on hand or the price per unit reflected on this Agreement. For termination of any services pursuant to this Agreement, the City's liability will be the lesser of a reasonable price for the services rendered prior to termination, or the price for the services reflected on this Agreement. Upon termination notice from the City, Contractor must, unless otherwise directed, cease work and follow the City's directions as to work in progress and finished goods. 22. Termination. If during the term of the contract, the City determines that the Contractor is not faithfully abiding by any term or condition contained herein, the City may notify the Contractor in writing of such defect or failure to perform. This notice must give the Contractor a 10 (ten) calendar day notice of time thereafter in which to perform said work or cure the deficiency. If the Contractor has not performed the work or cured the deficiency within the ten days specified in the notice, such shall constitute a breach of the contract and the City may terminate the contract immediately by written notice to the Contractor to said effect.Thereafter, neither party shall have any further duties, obligations, responsibilities, or rights under the contract except, however, any and all obligations of the Contractor's surety shall remain in full force and effect, and shall not be extinguished, reduced, or in any manner waived by the terminations thereof. In said event, the Contractor shall be entitled to the reasonable value of its services performed from the beginning date in which the breach occurs up to the day it received the City's Notice of Termination, minus any offset from such payment representing the City's damages from such breach."Reasonable value" includes fees or charges for goods or services as of the last milestone or task satisfactorily delivered or completed by the Contractor as may be set forth in the Agreement payment schedule; compensation for any other work, services or goods performed or provided by the Contractor shall be based solely on the City's assessment of the value of the work-in-progress in completing the overall work scope. The City reserves the right to delay any such payment until completion or confirmed abandonment of the project, as may be determined in the City's sole discretion, so as to permit a full and complete accounting of costs.In no event, however, shall the Contractor be entitled to receive in excess of the compensation quoted in its proposal. 23. Ownership of Materials. All original drawings, plan documents and other materials prepared by or in possession of Supplier as part of the work or services under these specifications shall become the permanent property of the City, and shall be delivered to the City upon demand. 24. Release of Reports and Information. Any reports, information, data, or other material is given to, prepared by or assembled by Supplier as part of the work or services under these specifications shall be the property of City, and shall not be made available to any individual or organization by Supplier without the prior written approval of the City. 25. Copies of Reports and Information. If the City requests additional copies of reports, drawings, specifications, or any other material in addition to what Supplier is required to furnish in limited quantities as part of the work or services under these specifications, Supplier shall provide such additional copies as are requested, and City shall compensate Supplier for the costs of duplicating of such copies at the Supplier's direct expense. 26. Insurance. Supplier shall procure and maintain for the duration of the Order insurance that is sufficient in scope and amount to permit Supplier to pay in the ordinary course of business against claims for injuries to persons or damages to property that may arise from or in connection with the performance of the work hereunder by Supplier, its agents, representatives, employees or sub-contractors. Supplier will maintain Workers Compensation insurance at statutory levels covering all employees who perform work under this Order. Additional Public Works Construction Purchase Order Terms & Conditions 1. Compensation for Authorized Additional Expenses. To receive compensation for additional expenses outside the scope of the project work, the Supplier shall obtain prior written authoriza-tion from the City to incur those expenses. Compensa-tion for these addition-al expenses shall include time and materials. 2. Payment Terms. The supplier may request one progress payment each month for work satisfactorily completed and accepted by the City. The City shall issue payment within 30 days. The City shall withhold 10 percent of each progress payment as retention to ensure resolution of any stop notices or liens. The City shall release this retention 35 days after filing a notice of completion. 3. Faithful Performance Bond. The supplier shall furnish a surety bond in the amount of 125 percent of the contract price guaranteeing the faithful performance of the contract, including any attorney's fees or other collection costs. 4. Work in the Right-of-Way or on City Property. For work on City managed property, the supplier/ consultant shall obtain a no-fee encroachment permit. A Traffic Control Plan and Water Pollution Control Plan shall be submitted and approved prior to issuance of the permit unless determined by the City not to be required. 5. Prevailing Wage. The supplier and any subcontractors are required to pay prevailing wage and must be registered with the Department of Industrial Relations pursuant to Section 1725.5 of the Labor Code. 6. Insurance. The supplier shall procure and maintain for the duration of the contract insurance against claims for injuries to persons or dam-ages to property which may arise from or in connection with the performance of the work hereunder by the supplier, its agents, representatives, employees or subs. Minimum Scope of Insurance. Coverage shall be at least as broad as: 4 Purchase Order 620960 Proprietary and Confidential a. Insurance Services Office Commercial General Liability coverage (occurrence form CG 20 10 Prior to 1993 or CG 20 10 07 04 with CG 20 37 10 01 or the exact equivalent as determined by the City). b. Insurance Services Office form number CA 0001 (Ed. 1/87) covering Automobile Liability, code 1 (any auto). c. Workers' Compensation insurance as required by the State of California and Employer's Liability Insurance. Minimum Limits of Insurance. The supplier shall maintain limits no less than: a. General Liability: $1,000,000 per occurrence for bodily injury, personal injury and property damage. If Commercial General Liability or other forms with a general aggregate limit is used, either the general aggregate limit shall apply separately to this project/location or the general aggregate limit shall be twice the required occurrence limit. b. Automobile Liability: $1,000,000 per accident for bodily injury and property damage. c. Employer's Liability: $1,000,000 per accident for bodily injury or disease. d. Deductibles and Self-Insured Retentions. Any deductibles or self-insured retentions must be declared to and approved by the City. At the option of the City, either: the insurer shall reduce or eliminate such deductibles or self-insured retentions as respects the City, its officers, officials, employees, and volunteers; or the supplier shall procure a bond guaranteeing payment of losses and related investigations, claim administration and defense expenses. Other Insurance Provisions. The general liability and automobile liability policies are to contain, or be endorsed to contain, the following provi-sions: a. The City, its officers, officials, employees, agents, and volunteers are to be covered as insureds as respects: liability arising out of activities performed by or on behalf of the supplier; products and completed operations of the supplier; premises owned, occupied or used by the supplier; or automobiles owned leased, hired or borrowed by the supplier. The coverage shall contain no special limitations on the scope of protection afforded to the City, its officers, officials, employees, agents or volunteers. b. For any claims related to this project, the supplier's insurance coverage shall be primary insurance as respects the City, its officers, officials, employees, agents, and volunteers. Any insur-ance or self- insurance maintained by the City, its officers, offi-cials, employees, agents or volunteers shall be excess of the supplier's insurance and shall not contribute with it. c. Any failure to comply with reporting or other provisions of the policies including breaches of warranties shall not affect coverage provided to the City, its officers, officials, employees, agents or volunteers. d. The supplier's insurance shall apply separately to each insured against whom claim is made or suit is brought, except with respect to the limits of the insurer's liability. e. Each insurance policy required by this clause shall be endorsed to state that coverage shall not be suspended, voided, canceled by either party, reduced in coverage or in limits except after thirty (30) days' prior written notice by certified mail, return receipt requested, has been given to the City. Acceptability of Insurers. Insurance is to be placed with insurers with a current A.M. Best's rating of no less than A:VII. Verification of Coverage. The supplier shall furnish the City with a certificate of insurance showing required coverage. Original endorse-ments affecting general liability and automobile liability coverage are also required by this clause. The endorsements are to be signed by a person authorized by that insurer to bind coverage on its behalf. All endorsements are to be received and approved by the City before work commences. Subcontractors. The supplier shall include all subcontractors as insured under its policies or shall furnish separate certifi-cates and endorsements for each subcontractor. All coverages for subcontractors shall be subject to all of the requirements stated herein. 5 Purchase Order 621050 Order Date 22-OCT-2024 Change Order 0 Change Order Date 22-OCT-2024 Revision 0 Ordered 13,998.38 USD INCLUDE PURCHASE ORDER NUMBER ON ALL INVOICES & CORRESPONDENCE SEND ALL INVOICES TO AP@SLOCITY.ORG INCLUDE DELIVER TO CITY STAFF CONTACT NAME ON ALL INVOICES Sold To City of San Luis Obispo 990 Palm Street SAN LUIS OBISPO, CA 93401 Supplier CDW Government Inc 75 Remittance Dr Ste 1515 CHICAGO, IL 60675 Bill To City of San Luis Obispo 990 Palm Street SAN LUIS OBISPO, CA 93401SAN LUIS OBISPO UNITED STATES Ship To 990 Palm Street SAN LUIS OBISPO, CA 93401SAN LUIS OBISPO UNITED STATES Notes USD = US Dollar PO for the attached quote - KACE Systems Management 12/31/2024-12/31/2025 Contract: OMNIA Mesa 2024056-01 - GOV (2024056-01) - https://www.omniapartners.com/suppliers/cdwg/public-sector/contract- documents#c8592 Customer Account Number Supplier Number Payment Terms Freight Terms FOB Shipping Method 141805 Net 30 Destination Confirm To Deliver To Contact Timothy "Tim" Holt Rebecca Cox Line Item Price Quantity UOM Ordered Taxable 1 KACE Systems Management 12/31/2024-12/31/2025 Contract: OMNIA Mesa 2024056- 01 - GOV (2024056-01) - https: //www.omniapartners. com/suppliers/cdwg/public- sector/contract- documents#c8592 13,998.38 Promised 13,998.38 10/28/2024 Requested 10/28/2024 Requested and Promised Dates correspond to the date of arrival at the Ship-to Location. 1 Purchase Order 621050 Line Item Price Quantity UOM Ordered Taxable Line Total 13,998.38 Total 13,998.38 Authorized By: 2 Purchase Order 621050 Proprietary and Confidential Contract Terms and Conditions Purchase Order Terms and Conditions Standard Purchase Order Terms & Conditions 1. Acceptance. By delivering the ordered goods or commencing performance under this Purchase Order, ("Order") supplier agrees to the general terms, specifications, and conditions in or referenced by this document. If supplier and The City of San Luis Obispo ("City") have entered into a contract outside of this Order, the terms and conditions set forth in the contract shall prevail. Supplier's additional or different terms and conditions are expressly excluded from this Order and the City does not agree to such terms or conditions, unless such agreement is made expressly, in writing by the City's authorized representative, or a contract has been signed outside of this Order between the Supplier and The City. 2. Business License & Tax. Supplier must have a valid City of San Luis Obispo business tax certificate prior to the execution of the contract. Additional information regarding the City's business tax program may be obtained by calling (805) 781-7134. 3. Ability to Perform. Supplier warrants that it possesses, or has arranged through subcontracts, all capital and other equipment, labor, materials, and licenses necessary to carry out and complete the work hereunder in compliance with any and all federal, state, county, city, and special district laws, ordinances, and regulations. 4. Warranties. Supplier warrants that all goods delivered will be free from defects in workmanship, material, and manufacture; are new (not refurbished or reconditioned) unless otherwise stated in this Order; are of merchantable quality and fit for the purpose intended by the City to the extent that purpose has been disclosed to Supplier; complies with the requirements of this Order; and complies with all applicable laws and regulations. Supplier also warrants that all services performed under this Order shall be rendered in a good and workmanlike manner by skilled personnel in compliance with all applicable laws and regulations. 5. Changes. No change or modification in terms may be made without express authorization, in writing by the City's authorized representative. 6. Delivery. Supplier agrees that time is of the essence to delivery and any other performance required under this Order. No charge for delivery, parcel post, packing, cartage, insurance, license fees, permits, or any other purpose will be paid by the City unless it is expressly included on the face of this Order. Supplier must arrange for the lowest- cost transportation and prepay and add freight to its invoice. If delivery is made by a carrier, an itemized delivery ticket must be attached to the outside of the package. Each container or package must be marked with the Order number. 7. Laws to be Observed. Supplier shall keep itself fully informed of and shall observe and comply with all applicable state and federal laws and county and City of San Luis Obispo ordinances, regulations and adopted codes during its performance of the work. 8. Payment of Taxes. The contract prices shall include full compensation for all taxes that Supplier is required to pay. 9. Permits and Licenses. Supplier shall procure all permits and licenses, pay all charges and fees, and give all notices necessary. 10. Safety Provisions. Supplier shall conform to the rules and regulations pertaining to safety established by OSHA and the California Division of Industrial Safety Public and Employee Safety. Whenever Supplier's operations create a condition hazardous to the public or City employees, it shall, at its expense and without cost to the City, furnish, erect and maintain such fences, temporary railings, barricades, lights, signs and other devices and take such other protective measures as are necessary to prevent accidents or damage or injury to the public and employees. 11. Preservation of City Property. Supplier shall provide and install suitable safeguards, approved by the City, to protect City property from injury or damage. If City property is injured or damaged as a result of Supplier's operations, it shall be replaced or restored at Supplier's expense. The facilities shall be replaced or restored to a condition as good as when the Supplier began work 12. Immigration Act of 1986. Supplier warrants on behalf of itself and all sub-suppliers engaged for the performance of this work that only persons authorized to work in the United States pursuant to the Immigration Reform and Control Act of 1986 and other applicable laws shall be employed in the performance of the work hereunder. 13. Supplier Non-Discrimination. In the performance of this work, Supplier agrees that it will not engage in, nor permit such sub-suppliers as it may employ, to engage in discrimination in the employment of persons because of age, race, color, sex, national origin or ancestry, sexual orientation, or religion of such persons. 14. Work Delays. Should Supplier be obstructed or delayed in the work required to be done hereunder by changes in the work or by any default, act, or omission of the City, or by strikes, fire, earthquake, or any other Act of God, or by the inability to obtain materials, equipment, or labor due to federal government restrictions arising out of defense or war programs, then the time of completion may, at the City's sole option, be extended for such periods as may be agreed upon by the City and the Supplier. 15. Payment Terms. The City's payment terms are 30 days from the receipt of an original invoice and acceptance by the City of the services provided by Supplier (Net 30). 16. Inspection. Supplier shall furnish City with every reasonable opportunity for City to ascertain that the services of Supplier are being performed in accordance with the requirements and intentions of this contract. All work done and all materials furnished, if any, shall be subject to the City's inspection and approval. The inspection of such work shall not relieve Supplier of any of its obligations to fulfill its contract requirements. 17. Audit. The City shall have the option of inspecting and/or auditing all records and other written materials used by Supplier in preparing its invoices to City as a condition precedent to any payment to Supplier. 18. Interests of Supplier. Supplier covenants that it presently has no interest, and shall not acquire any interest direct or indirect or otherwise, which would conflict in any manner or degree with the performance of the work hereunder. Supplier further covenants that, in the performance of this work, no sub-Supplier or person having such an interest shall be employed. Supplier certifies that no one who has or will have any financial interest in performing this work is an officer or employee of the City. It is hereby expressly agreed that, in the performance of the work hereunder, Supplier shall at all times be deemed an independent Supplier and not an agent or employee of the City. 19. Hold Harmless and Indemnification. (a) Non-design, non-construction Professional Services: To the fullest extent permitted by law (including, but not limited to California Civil Code Sections 2782 and 2782.8), Consultant shall indemnify, defend, and hold harmless the City, and its elected officials, officers, employees, volunteers, and agents ("City Indemnitees"), from and against any and all causes of action, claims, liabilities, obligations, judgments, or damages, including reasonable legal counsels' fees and costs of litigation ("claims"), arising out of the Consultant's performance or Consultant's failure to perform its obligations under this Agreement or out of the operations conducted by Consultant, including the City's active or passive negligence, except for such loss or damage arising from the sole negligence or willful misconduct of the 3 Purchase Order 621050 Proprietary and Confidential City. In the event the City Indemnitees are made a party to any action, lawsuit, or other adversarial proceeding arising from Consultant's performance of this Agreement, the Consultant shall provide a defense to the City Indemnitees or at the City's option, reimburse the City Indemnitees their costs of defense, including reasonable legal fees, incurred in defense of such claims. (b) Non-design, construction Professional Services: To the extent the Scope of Services involve a "construction contract" as that phrase is used in Civil Code Section 2783, this paragraph shall apply in place of paragraph A. To the fullest extent permitted by law (including, but not limited to California Civil Code Sections 2782 and 2782.8), Consultant shall indemnify, defend, and hold harmless the City, and its elected officials, officers, employees, volunteers, and agents ("City Indemnitees"), from and against any and all causes of action, claims, liabilities, obligations, judgments, or damages, including reasonable legal counsels' fees and costs of litigation ("claims"), arising out of the Consultant's performance or Consultant's failure to perform its obligations under this Agreement or out of the operations conducted by Consultant, except for such loss or damage arising from the active negligence, sole negligence or willful misconduct of the City. In the event the City Indemnitees are made a party to any action, lawsuit, or other adversarial proceeding arising from Consultant's performance of this Agreement, the Consultant shall provide a defense to the City Indemnitees or at the City's option, reimburse the City Indemnitees their costs of defense, including reasonable legal fees, incurred in defense of such claims. (c) Design Professional Services: In the event Consultant is a "design professional", and the Scope of Services require Consultant to provide "design professional services" as those phrases are used in Civil Code Section 2782.8, this paragraph shall apply in place of paragraphs A or B. To the fullest extent permitted by law (including, but not limited to California Civil Code Sections 2782 and 2782.8) Consultant shall indemnify, defend and hold harmless the City and its elected officials, officers, employees, volunteers and agents ("City Indemnitees"), from and against all claims, damages, injuries, losses, and expenses including costs, attorney fees, expert consultant and expert witness fees arising out of, pertaining to or relating to, the negligence, recklessness or willful misconduct of Consultant, except to the extent caused by the sole negligence, active negligence or willful misconduct of the City. Negligence, recklessness or willful misconduct of any subcontractor employed by Consultant shall be conclusively deemed to be the negligence, recklessness or willful misconduct of Consultant unless adequately corrected by Consultant. In the event the City Indemnitees are made a party to any action, lawsuit, or other adversarial proceeding arising from Consultant's performance of this Agreement, the Consultant shall provide a defense to the City Indemnitees or at the City's option, reimburse the City Indemnitees their costs of defense, including reasonable legal fees, incurred in defense of such claims. In no event shall the cost to defend charged to Consultant under this paragraph exceed Consultant's proportionate percentage of fault. However, notwithstanding the previous sentence, in the event one or more defendants are unable to pay its share of defense costs due to bankruptcy or dissolution of the business, Consultant shall meet and confer with other parties regarding unpaid defense costs. (d) The review, acceptance or approval of the Consultant's work or work product by any indemnified party shall not affect, relieve or reduce the Consultant's indemnification or defense obligations. This Section survives completion of the services or the termination of this contract. The provisions of this Section are not limited by and do not affect the provisions of this contract relating to insurance. 20. Contract Assignment. Supplier shall not assign, transfer, convey or otherwise dispose of the contract, or its right, title or interest, or its power to execute such a contract to any individual or business entity of any kind without the previous written consent of the City. 21. Termination for Convenience. The City may terminate all or part of this Agreement for any or no reason at any time by giving 30 days written notice to Contractor. Should the City terminate this Agreement for convenience, the City shall be liable as follows: (a) for standard or off-the-shelf products, a reasonable restocking charge not to exceed ten (10) percent of the total purchase price; (b) for custom products, the less of a reasonable price for the raw materials, components work in progress and any finished units on hand or the price per unit reflected on this Agreement. For termination of any services pursuant to this Agreement, the City's liability will be the lesser of a reasonable price for the services rendered prior to termination, or the price for the services reflected on this Agreement. Upon termination notice from the City, Contractor must, unless otherwise directed, cease work and follow the City's directions as to work in progress and finished goods. 22. Termination. If during the term of the contract, the City determines that the Contractor is not faithfully abiding by any term or condition contained herein, the City may notify the Contractor in writing of such defect or failure to perform. This notice must give the Contractor a 10 (ten) calendar day notice of time thereafter in which to perform said work or cure the deficiency. If the Contractor has not performed the work or cured the deficiency within the ten days specified in the notice, such shall constitute a breach of the contract and the City may terminate the contract immediately by written notice to the Contractor to said effect.Thereafter, neither party shall have any further duties, obligations, responsibilities, or rights under the contract except, however, any and all obligations of the Contractor's surety shall remain in full force and effect, and shall not be extinguished, reduced, or in any manner waived by the terminations thereof. In said event, the Contractor shall be entitled to the reasonable value of its services performed from the beginning date in which the breach occurs up to the day it received the City's Notice of Termination, minus any offset from such payment representing the City's damages from such breach."Reasonable value" includes fees or charges for goods or services as of the last milestone or task satisfactorily delivered or completed by the Contractor as may be set forth in the Agreement payment schedule; compensation for any other work, services or goods performed or provided by the Contractor shall be based solely on the City's assessment of the value of the work-in-progress in completing the overall work scope. The City reserves the right to delay any such payment until completion or confirmed abandonment of the project, as may be determined in the City's sole discretion, so as to permit a full and complete accounting of costs.In no event, however, shall the Contractor be entitled to receive in excess of the compensation quoted in its proposal. 23. Ownership of Materials. All original drawings, plan documents and other materials prepared by or in possession of Supplier as part of the work or services under these specifications shall become the permanent property of the City, and shall be delivered to the City upon demand. 24. Release of Reports and Information. Any reports, information, data, or other material is given to, prepared by or assembled by Supplier as part of the work or services under these specifications shall be the property of City, and shall not be made available to any individual or organization by Supplier without the prior written approval of the City. 25. Copies of Reports and Information. If the City requests additional copies of reports, drawings, specifications, or any other material in addition to what Supplier is required to furnish in limited quantities as part of the work or services under these specifications, Supplier shall provide such additional copies as are requested, and City shall compensate Supplier for the costs of duplicating of such copies at the Supplier's direct expense. 26. Insurance. Supplier shall procure and maintain for the duration of the Order insurance that is sufficient in scope and amount to permit Supplier to pay in the ordinary course of business against claims for injuries to persons or damages to property that may arise from or in connection with the performance of the work hereunder by Supplier, its agents, representatives, employees or sub-contractors. Supplier will maintain Workers Compensation insurance at statutory levels covering all employees who perform work under this Order. Additional Public Works Construction Purchase Order Terms & Conditions 1. Compensation for Authorized Additional Expenses. To receive compensation for additional expenses outside the scope of the project work, the Supplier shall obtain prior written authoriza-tion from the City to incur those expenses. Compensa-tion for these addition-al expenses shall include time and materials. 2. Payment Terms. The supplier may request one progress payment each month for work satisfactorily completed and accepted by the City. The City shall issue payment within 30 days. The City shall withhold 10 percent of each progress payment as retention to ensure resolution of any stop notices or liens. The City shall release this retention 35 days after filing a notice of completion. 3. Faithful Performance Bond. The supplier shall furnish a surety bond in the amount of 125 percent of the contract price guaranteeing the faithful performance of the contract, including any attorney's fees or other collection costs. 4. Work in the Right-of-Way or on City Property. For work on City managed property, the supplier/ consultant shall obtain a no-fee encroachment permit. A Traffic Control Plan and Water Pollution Control Plan shall be submitted and approved prior to issuance of the permit unless determined by the City not to be required. 5. Prevailing Wage. The supplier and any subcontractors are required to pay prevailing wage and must be registered with the Department of Industrial Relations pursuant to Section 1725.5 of the Labor Code. 6. Insurance. The supplier shall procure and maintain for the duration of the contract insurance against claims for injuries to persons or dam-ages to property which may arise from or in connection with the performance of the work hereunder by the supplier, its agents, representatives, employees or subs. Minimum Scope of Insurance. Coverage shall be at least as broad as: 4 Purchase Order 621050 Proprietary and Confidential a. Insurance Services Office Commercial General Liability coverage (occurrence form CG 20 10 Prior to 1993 or CG 20 10 07 04 with CG 20 37 10 01 or the exact equivalent as determined by the City). b. Insurance Services Office form number CA 0001 (Ed. 1/87) covering Automobile Liability, code 1 (any auto). c. Workers' Compensation insurance as required by the State of California and Employer's Liability Insurance. Minimum Limits of Insurance. The supplier shall maintain limits no less than: a. General Liability: $1,000,000 per occurrence for bodily injury, personal injury and property damage. If Commercial General Liability or other forms with a general aggregate limit is used, either the general aggregate limit shall apply separately to this project/location or the general aggregate limit shall be twice the required occurrence limit. b. Automobile Liability: $1,000,000 per accident for bodily injury and property damage. c. Employer's Liability: $1,000,000 per accident for bodily injury or disease. d. Deductibles and Self-Insured Retentions. Any deductibles or self-insured retentions must be declared to and approved by the City. At the option of the City, either: the insurer shall reduce or eliminate such deductibles or self-insured retentions as respects the City, its officers, officials, employees, and volunteers; or the supplier shall procure a bond guaranteeing payment of losses and related investigations, claim administration and defense expenses. Other Insurance Provisions. The general liability and automobile liability policies are to contain, or be endorsed to contain, the following provi-sions: a. The City, its officers, officials, employees, agents, and volunteers are to be covered as insureds as respects: liability arising out of activities performed by or on behalf of the supplier; products and completed operations of the supplier; premises owned, occupied or used by the supplier; or automobiles owned leased, hired or borrowed by the supplier. The coverage shall contain no special limitations on the scope of protection afforded to the City, its officers, officials, employees, agents or volunteers. b. For any claims related to this project, the supplier's insurance coverage shall be primary insurance as respects the City, its officers, officials, employees, agents, and volunteers. Any insur-ance or self- insurance maintained by the City, its officers, offi-cials, employees, agents or volunteers shall be excess of the supplier's insurance and shall not contribute with it. c. Any failure to comply with reporting or other provisions of the policies including breaches of warranties shall not affect coverage provided to the City, its officers, officials, employees, agents or volunteers. d. The supplier's insurance shall apply separately to each insured against whom claim is made or suit is brought, except with respect to the limits of the insurer's liability. e. Each insurance policy required by this clause shall be endorsed to state that coverage shall not be suspended, voided, canceled by either party, reduced in coverage or in limits except after thirty (30) days' prior written notice by certified mail, return receipt requested, has been given to the City. Acceptability of Insurers. Insurance is to be placed with insurers with a current A.M. Best's rating of no less than A:VII. Verification of Coverage. The supplier shall furnish the City with a certificate of insurance showing required coverage. Original endorse-ments affecting general liability and automobile liability coverage are also required by this clause. The endorsements are to be signed by a person authorized by that insurer to bind coverage on its behalf. All endorsements are to be received and approved by the City before work commences. Subcontractors. The supplier shall include all subcontractors as insured under its policies or shall furnish separate certifi-cates and endorsements for each subcontractor. All coverages for subcontractors shall be subject to all of the requirements stated herein. 5 Purchase Order Order Date 08-NOV-2024 Change Order 0 Change Order Date 08-NOV-2024 Revision 0 Ordered 21,790.15 USD INCLUDE PURCHASE ORDER NUMBER ON ALL INVOICES & CORRESPONDENCE SEND ALL INVOICES TO AP@SLOCITY.ORG INCLUDE DELIVER TO CITY STAFF CONTACT NAME ON ALL INVOICES Sold To City of San Luis Obispo 990 Palm Street SAN LUIS OBISPO, CA 93401 Supplier Bill To City of San Luis Obispo 990 Palm Street SAN LUIS OBISPO, CA 93401SAN LUIS OBISPO UNITED STATES Ship To 990 Palm Street SAN LUIS OBISPO, CA 93401SAN LUIS OBISPO UNITED STATES Notes USD = US Dollar Customer Account Number Supplier Number Payment Terms Freight Terms FOB Shipping Method Net 30 Destination Confirm To Deliver To Contact Timothy "Tim" Holt Stephanie Couch Line Item Price Quantity UOM Ordered Taxable 1 21,790.15 Promised 21,790.15 11/12/2024 Requested 11/12/2024 Requested and Promised Dates correspond to the date of arrival at the Ship-to Location. 1 Purchase Order Line Item Price Quantity UOM Ordered Taxable Line Total 21,790.15 Total 21,790.15 Authorized By: 2 Purchase Order 621156 Order Date 08-NOV-2024 Change Order 0 Change Order Date 08-NOV-2024 Revision 0 Ordered 2,360.40 USD INCLUDE PURCHASE ORDER NUMBER ON ALL INVOICES & CORRESPONDENCE SEND ALL INVOICES TO AP@SLOCITY.ORG INCLUDE DELIVER TO CITY STAFF CONTACT NAME ON ALL INVOICES Sold To City of San Luis Obispo 990 Palm Street SAN LUIS OBISPO, CA 93401 Supplier SHI International Corp 290 Davidson Ave SOMERSET, NJ 08873SOMERSET Bill To City of San Luis Obispo 990 Palm Street SAN LUIS OBISPO, CA 93401SAN LUIS OBISPO UNITED STATES Ship To 990 Palm Street SAN LUIS OBISPO, CA 93401SAN LUIS OBISPO UNITED STATES Notes USD = US Dollar PO for the attached quote - SHI - Quote 25508486 Barracuda Load Balancer Appliance Qty 12 12.8.24-12.7.25 Customer Account Number Supplier Number Payment Terms Freight Terms FOB Shipping Method 461550 Net 30 Destination Confirm To Deliver To Contact Timothy "Tim" Holt Stephanie Couch Line Item Price Quantity UOM Ordered Taxable 1 SHI - Quote 25508486 Barracuda Load Balancer Appliance Qty 12 12.8.24-12.7.25 2,360.40 Supplier Item SHI - Quote 25508486 Barracuda Load Balancer Appliance Qty 12 12.8.24-12.7.25 This line references Document (Contract Purchase Agreement) 800062. Promised 2,360.40 11/12/2024 Requested 11/12/2024 Requested and Promised Dates correspond to the date of arrival at the Ship-to Location. Line Total 2,360.40 1 Purchase Order 621156 Line Item Price Quantity UOM Ordered Taxable Total 2,360.40 Authorized By: 2 Purchase Order 621257 Order Date 22-NOV-2024 Change Order 0 Change Order Date 22-NOV-2024 Revision 0 Ordered 2,703.20 USD INCLUDE PURCHASE ORDER NUMBER ON ALL INVOICES & CORRESPONDENCE SEND ALL INVOICES TO AP@SLOCITY.ORG INCLUDE DELIVER TO CITY STAFF CONTACT NAME ON ALL INVOICES Sold To City of San Luis Obispo 990 Palm Street SAN LUIS OBISPO, CA 93401 Supplier SHI International Corp 290 Davidson Ave SOMERSET, NJ 08873SOMERSET Bill To City of San Luis Obispo 990 Palm Street SAN LUIS OBISPO, CA 93401SAN LUIS OBISPO UNITED STATES Ship To 990 Palm Street SAN LUIS OBISPO, CA 93401SAN LUIS OBISPO UNITED STATES Notes USD = US Dollar PO for the attached quote - SHI - Quote 25493341 Duo Essentials Qty 620 Customer Account Number Supplier Number Payment Terms Freight Terms FOB Shipping Method 461550 Net 30 Destination Confirm To Deliver To Contact Timothy "Tim" Holt Stephanie Couch Line Item Price Quantity UOM Ordered Taxable 1 SHI - Quote 25493341 Duo Essentials Qty 620 2,703.20 Supplier Item SHI - Quote 25493341 Duo Essentials Qty 620 This line references Document (Contract Purchase Agreement) 800062. Promised 2,703.20 11/27/2024 Requested 11/27/2024 Requested and Promised Dates correspond to the date of arrival at the Ship-to Location. Line Total 2,703.20 Total 2,703.20 1 Purchase Order 621257 Authorized By: 2 Purchase Order 621328 Order Date 04-DEC-2024 Change Order 0 Change Order Date 04-DEC-2024 Revision 0 Ordered 3,322.12 USD INCLUDE PURCHASE ORDER NUMBER ON ALL INVOICES & CORRESPONDENCE SEND ALL INVOICES TO AP@SLOCITY.ORG INCLUDE DELIVER TO CITY STAFF CONTACT NAME ON ALL INVOICES Sold To City of San Luis Obispo 990 Palm Street SAN LUIS OBISPO, CA 93401 Supplier SHI International Corp 290 Davidson Ave SOMERSET, NJ 08873SOMERSET Bill To City of San Luis Obispo 990 Palm Street SAN LUIS OBISPO, CA 93401SAN LUIS OBISPO UNITED STATES Ship To 990 Palm Street SAN LUIS OBISPO, CA 93401SAN LUIS OBISPO UNITED STATES Notes USD = US Dollar PO for the attached quote - SHI - Quote 25588418 Milestone 1 Year Qty 92, Omnia Partners Contract 2018011-02 Customer Account Number Supplier Number Payment Terms Freight Terms FOB Shipping Method 461550 Net 30 Destination Confirm To Deliver To Contact Timothy "Tim" Holt Stephanie Couch Line Item Price Quantity UOM Ordered Taxable 1 SHI - Quote 25588418 Milestone 1 Year Qty 92, Omnia Partners Contract 2018011-02 3,322.12 Supplier Item SHI - Quote 25588418 Milestone 1 Year Qty 92 This line references Document (Contract Purchase Agreement) 800062. Promised 3,322.12 12/10/2024 Requested 12/10/2024 Requested and Promised Dates correspond to the date of arrival at the Ship-to Location. Line Total 3,322.12 1 Purchase Order 621328 Line Item Price Quantity UOM Ordered Taxable Total 3,322.12 Authorized By: 2 Purchase Order 621390 Order Date 13-DEC-2024 Change Order 0 Change Order Date 13-DEC-2024 Revision 0 Ordered 12,500.64 USD INCLUDE PURCHASE ORDER NUMBER ON ALL INVOICES & CORRESPONDENCE SEND ALL INVOICES TO AP@SLOCITY.ORG INCLUDE DELIVER TO CITY STAFF CONTACT NAME ON ALL INVOICES Sold To City of San Luis Obispo 990 Palm Street SAN LUIS OBISPO, CA 93401 Supplier Packet Fusion Inc 4301 Hacienda Drive Suite 400 PLEASANTON , CA 94588 Bill To City of San Luis Obispo 990 Palm Street SAN LUIS OBISPO, CA 93401SAN LUIS OBISPO UNITED STATES Ship To 990 Palm Street SAN LUIS OBISPO, CA 93401SAN LUIS OBISPO UNITED STATES Notes USD = US Dollar PO for the attached quote - Packet Fusion - Quote 51132165-CitySLO-ZM Zoom One Business Plus 01.01.25- 12.31.25 Customer Account Number Supplier Number Payment Terms Freight Terms FOB Shipping Method 400292 Net 30 Destination Confirm To Deliver To Contact Timothy "Tim" Holt Stephanie Couch Line Item Price Quantity UOM Ordered Taxable 1 Packet Fusion - Quote 51132165- CitySLO-ZM Zoom One Business Plus 01.01.25-12.31.25 12,500.64 Supplier Item Packet Fusion - Quote 51132165-CitySLO-ZM Zoom One Business Plus 01.01.25-12.31.25 Promised 12,500.64 12/18/2024 Requested 12/18/2024 Requested and Promised Dates correspond to the date of arrival at the Ship-to Location. Line Total 12,500.64 1 Purchase Order 621390 Line Item Price Quantity UOM Ordered Taxable Total 12,500.64 Authorized By: 2 Purchase Order 621390 Proprietary and Confidential Contract Terms and Conditions Purchase Order Terms and Conditions Standard Purchase Order Terms & Conditions 1. Acceptance. By delivering the ordered goods or commencing performance under this Purchase Order, ("Order") supplier agrees to the general terms, specifications, and conditions in or referenced by this document. If supplier and The City of San Luis Obispo ("City") have entered into a contract outside of this Order, the terms and conditions set forth in the contract shall prevail. Supplier's additional or different terms and conditions are expressly excluded from this Order and the City does not agree to such terms or conditions, unless such agreement is made expressly, in writing by the City's authorized representative, or a contract has been signed outside of this Order between the Supplier and The City. 2. Business License & Tax. Supplier must have a valid City of San Luis Obispo business tax certificate prior to the execution of the contract. Additional information regarding the City's business tax program may be obtained by calling (805) 781-7134. 3. Ability to Perform. Supplier warrants that it possesses, or has arranged through subcontracts, all capital and other equipment, labor, materials, and licenses necessary to carry out and complete the work hereunder in compliance with any and all federal, state, county, city, and special district laws, ordinances, and regulations. 4. Warranties. Supplier warrants that all goods delivered will be free from defects in workmanship, material, and manufacture; are new (not refurbished or reconditioned) unless otherwise stated in this Order; are of merchantable quality and fit for the purpose intended by the City to the extent that purpose has been disclosed to Supplier; complies with the requirements of this Order; and complies with all applicable laws and regulations. Supplier also warrants that all services performed under this Order shall be rendered in a good and workmanlike manner by skilled personnel in compliance with all applicable laws and regulations. 5. Changes. No change or modification in terms may be made without express authorization, in writing by the City's authorized representative. 6. Delivery. Supplier agrees that time is of the essence to delivery and any other performance required under this Order. No charge for delivery, parcel post, packing, cartage, insurance, license fees, permits, or any other purpose will be paid by the City unless it is expressly included on the face of this Order. Supplier must arrange for the lowest- cost transportation and prepay and add freight to its invoice. If delivery is made by a carrier, an itemized delivery ticket must be attached to the outside of the package. Each container or package must be marked with the Order number. 7. Laws to be Observed. Supplier shall keep itself fully informed of and shall observe and comply with all applicable state and federal laws and county and City of San Luis Obispo ordinances, regulations and adopted codes during its performance of the work. 8. Payment of Taxes. The contract prices shall include full compensation for all taxes that Supplier is required to pay. 9. Permits and Licenses. Supplier shall procure all permits and licenses, pay all charges and fees, and give all notices necessary. 10. Safety Provisions. Supplier shall conform to the rules and regulations pertaining to safety established by OSHA and the California Division of Industrial Safety Public and Employee Safety. Whenever Supplier's operations create a condition hazardous to the public or City employees, it shall, at its expense and without cost to the City, furnish, erect and maintain such fences, temporary railings, barricades, lights, signs and other devices and take such other protective measures as are necessary to prevent accidents or damage or injury to the public and employees. 11. Preservation of City Property. Supplier shall provide and install suitable safeguards, approved by the City, to protect City property from injury or damage. If City property is injured or damaged as a result of Supplier's operations, it shall be replaced or restored at Supplier's expense. The facilities shall be replaced or restored to a condition as good as when the Supplier began work 12. Immigration Act of 1986. Supplier warrants on behalf of itself and all sub-suppliers engaged for the performance of this work that only persons authorized to work in the United States pursuant to the Immigration Reform and Control Act of 1986 and other applicable laws shall be employed in the performance of the work hereunder. 13. Supplier Non-Discrimination. In the performance of this work, Supplier agrees that it will not engage in, nor permit such sub-suppliers as it may employ, to engage in discrimination in the employment of persons because of age, race, color, sex, national origin or ancestry, sexual orientation, or religion of such persons. 14. Work Delays. Should Supplier be obstructed or delayed in the work required to be done hereunder by changes in the work or by any default, act, or omission of the City, or by strikes, fire, earthquake, or any other Act of God, or by the inability to obtain materials, equipment, or labor due to federal government restrictions arising out of defense or war programs, then the time of completion may, at the City's sole option, be extended for such periods as may be agreed upon by the City and the Supplier. 15. Payment Terms. The City's payment terms are 30 days from the receipt of an original invoice and acceptance by the City of the services provided by Supplier (Net 30). 16. Inspection. Supplier shall furnish City with every reasonable opportunity for City to ascertain that the services of Supplier are being performed in accordance with the requirements and intentions of this contract. All work done and all materials furnished, if any, shall be subject to the City's inspection and approval. The inspection of such work shall not relieve Supplier of any of its obligations to fulfill its contract requirements. 17. Audit. The City shall have the option of inspecting and/or auditing all records and other written materials used by Supplier in preparing its invoices to City as a condition precedent to any payment to Supplier. 18. Interests of Supplier. Supplier covenants that it presently has no interest, and shall not acquire any interest direct or indirect or otherwise, which would conflict in any manner or degree with the performance of the work hereunder. Supplier further covenants that, in the performance of this work, no sub-Supplier or person having such an interest shall be employed. Supplier certifies that no one who has or will have any financial interest in performing this work is an officer or employee of the City. It is hereby expressly agreed that, in the performance of the work hereunder, Supplier shall at all times be deemed an independent Supplier and not an agent or employee of the City. 19. Hold Harmless and Indemnification. (a) Non-design, non-construction Professional Services: To the fullest extent permitted by law (including, but not limited to California Civil Code Sections 2782 and 2782.8), Consultant shall indemnify, defend, and hold harmless the City, and its elected officials, officers, employees, volunteers, and agents ("City Indemnitees"), from and against any and all causes of action, claims, liabilities, obligations, judgments, or damages, including reasonable legal counsels' fees and costs of litigation ("claims"), arising out of the Consultant's performance or Consultant's failure to perform its obligations under this Agreement or out of the operations conducted by Consultant, including the City's active or passive negligence, except for such loss or damage arising from the sole negligence or willful misconduct of the 3 Purchase Order 621390 Proprietary and Confidential City. In the event the City Indemnitees are made a party to any action, lawsuit, or other adversarial proceeding arising from Consultant's performance of this Agreement, the Consultant shall provide a defense to the City Indemnitees or at the City's option, reimburse the City Indemnitees their costs of defense, including reasonable legal fees, incurred in defense of such claims. (b) Non-design, construction Professional Services: To the extent the Scope of Services involve a "construction contract" as that phrase is used in Civil Code Section 2783, this paragraph shall apply in place of paragraph A. To the fullest extent permitted by law (including, but not limited to California Civil Code Sections 2782 and 2782.8), Consultant shall indemnify, defend, and hold harmless the City, and its elected officials, officers, employees, volunteers, and agents ("City Indemnitees"), from and against any and all causes of action, claims, liabilities, obligations, judgments, or damages, including reasonable legal counsels' fees and costs of litigation ("claims"), arising out of the Consultant's performance or Consultant's failure to perform its obligations under this Agreement or out of the operations conducted by Consultant, except for such loss or damage arising from the active negligence, sole negligence or willful misconduct of the City. In the event the City Indemnitees are made a party to any action, lawsuit, or other adversarial proceeding arising from Consultant's performance of this Agreement, the Consultant shall provide a defense to the City Indemnitees or at the City's option, reimburse the City Indemnitees their costs of defense, including reasonable legal fees, incurred in defense of such claims. (c) Design Professional Services: In the event Consultant is a "design professional", and the Scope of Services require Consultant to provide "design professional services" as those phrases are used in Civil Code Section 2782.8, this paragraph shall apply in place of paragraphs A or B. To the fullest extent permitted by law (including, but not limited to California Civil Code Sections 2782 and 2782.8) Consultant shall indemnify, defend and hold harmless the City and its elected officials, officers, employees, volunteers and agents ("City Indemnitees"), from and against all claims, damages, injuries, losses, and expenses including costs, attorney fees, expert consultant and expert witness fees arising out of, pertaining to or relating to, the negligence, recklessness or willful misconduct of Consultant, except to the extent caused by the sole negligence, active negligence or willful misconduct of the City. Negligence, recklessness or willful misconduct of any subcontractor employed by Consultant shall be conclusively deemed to be the negligence, recklessness or willful misconduct of Consultant unless adequately corrected by Consultant. In the event the City Indemnitees are made a party to any action, lawsuit, or other adversarial proceeding arising from Consultant's performance of this Agreement, the Consultant shall provide a defense to the City Indemnitees or at the City's option, reimburse the City Indemnitees their costs of defense, including reasonable legal fees, incurred in defense of such claims. In no event shall the cost to defend charged to Consultant under this paragraph exceed Consultant's proportionate percentage of fault. However, notwithstanding the previous sentence, in the event one or more defendants are unable to pay its share of defense costs due to bankruptcy or dissolution of the business, Consultant shall meet and confer with other parties regarding unpaid defense costs. (d) The review, acceptance or approval of the Consultant's work or work product by any indemnified party shall not affect, relieve or reduce the Consultant's indemnification or defense obligations. This Section survives completion of the services or the termination of this contract. The provisions of this Section are not limited by and do not affect the provisions of this contract relating to insurance. 20. Contract Assignment. Supplier shall not assign, transfer, convey or otherwise dispose of the contract, or its right, title or interest, or its power to execute such a contract to any individual or business entity of any kind without the previous written consent of the City. 21. Termination for Convenience. The City may terminate all or part of this Agreement for any or no reason at any time by giving 30 days written notice to Contractor. Should the City terminate this Agreement for convenience, the City shall be liable as follows: (a) for standard or off-the-shelf products, a reasonable restocking charge not to exceed ten (10) percent of the total purchase price; (b) for custom products, the less of a reasonable price for the raw materials, components work in progress and any finished units on hand or the price per unit reflected on this Agreement. For termination of any services pursuant to this Agreement, the City's liability will be the lesser of a reasonable price for the services rendered prior to termination, or the price for the services reflected on this Agreement. Upon termination notice from the City, Contractor must, unless otherwise directed, cease work and follow the City's directions as to work in progress and finished goods. 22. Termination. If during the term of the contract, the City determines that the Contractor is not faithfully abiding by any term or condition contained herein, the City may notify the Contractor in writing of such defect or failure to perform. This notice must give the Contractor a 10 (ten) calendar day notice of time thereafter in which to perform said work or cure the deficiency. If the Contractor has not performed the work or cured the deficiency within the ten days specified in the notice, such shall constitute a breach of the contract and the City may terminate the contract immediately by written notice to the Contractor to said effect.Thereafter, neither party shall have any further duties, obligations, responsibilities, or rights under the contract except, however, any and all obligations of the Contractor's surety shall remain in full force and effect, and shall not be extinguished, reduced, or in any manner waived by the terminations thereof. In said event, the Contractor shall be entitled to the reasonable value of its services performed from the beginning date in which the breach occurs up to the day it received the City's Notice of Termination, minus any offset from such payment representing the City's damages from such breach."Reasonable value" includes fees or charges for goods or services as of the last milestone or task satisfactorily delivered or completed by the Contractor as may be set forth in the Agreement payment schedule; compensation for any other work, services or goods performed or provided by the Contractor shall be based solely on the City's assessment of the value of the work-in-progress in completing the overall work scope. The City reserves the right to delay any such payment until completion or confirmed abandonment of the project, as may be determined in the City's sole discretion, so as to permit a full and complete accounting of costs.In no event, however, shall the Contractor be entitled to receive in excess of the compensation quoted in its proposal. 23. Ownership of Materials. All original drawings, plan documents and other materials prepared by or in possession of Supplier as part of the work or services under these specifications shall become the permanent property of the City, and shall be delivered to the City upon demand. 24. Release of Reports and Information. Any reports, information, data, or other material is given to, prepared by or assembled by Supplier as part of the work or services under these specifications shall be the property of City, and shall not be made available to any individual or organization by Supplier without the prior written approval of the City. 25. Copies of Reports and Information. If the City requests additional copies of reports, drawings, specifications, or any other material in addition to what Supplier is required to furnish in limited quantities as part of the work or services under these specifications, Supplier shall provide such additional copies as are requested, and City shall compensate Supplier for the costs of duplicating of such copies at the Supplier's direct expense. 26. Insurance. Supplier shall procure and maintain for the duration of the Order insurance that is sufficient in scope and amount to permit Supplier to pay in the ordinary course of business against claims for injuries to persons or damages to property that may arise from or in connection with the performance of the work hereunder by Supplier, its agents, representatives, employees or sub-contractors. Supplier will maintain Workers Compensation insurance at statutory levels covering all employees who perform work under this Order. Additional Public Works Construction Purchase Order Terms & Conditions 1. Compensation for Authorized Additional Expenses. To receive compensation for additional expenses outside the scope of the project work, the Supplier shall obtain prior written authoriza-tion from the City to incur those expenses. Compensa-tion for these addition-al expenses shall include time and materials. 2. Payment Terms. The supplier may request one progress payment each month for work satisfactorily completed and accepted by the City. The City shall issue payment within 30 days. The City shall withhold 10 percent of each progress payment as retention to ensure resolution of any stop notices or liens. The City shall release this retention 35 days after filing a notice of completion. 3. Faithful Performance Bond. The supplier shall furnish a surety bond in the amount of 125 percent of the contract price guaranteeing the faithful performance of the contract, including any attorney's fees or other collection costs. 4. Work in the Right-of-Way or on City Property. For work on City managed property, the supplier/ consultant shall obtain a no-fee encroachment permit. A Traffic Control Plan and Water Pollution Control Plan shall be submitted and approved prior to issuance of the permit unless determined by the City not to be required. 5. Prevailing Wage. The supplier and any subcontractors are required to pay prevailing wage and must be registered with the Department of Industrial Relations pursuant to Section 1725.5 of the Labor Code. 6. Insurance. The supplier shall procure and maintain for the duration of the contract insurance against claims for injuries to persons or dam-ages to property which may arise from or in connection with the performance of the work hereunder by the supplier, its agents, representatives, employees or subs. Minimum Scope of Insurance. Coverage shall be at least as broad as: 4 Purchase Order 621390 Proprietary and Confidential a. Insurance Services Office Commercial General Liability coverage (occurrence form CG 20 10 Prior to 1993 or CG 20 10 07 04 with CG 20 37 10 01 or the exact equivalent as determined by the City). b. Insurance Services Office form number CA 0001 (Ed. 1/87) covering Automobile Liability, code 1 (any auto). c. Workers' Compensation insurance as required by the State of California and Employer's Liability Insurance. Minimum Limits of Insurance. The supplier shall maintain limits no less than: a. General Liability: $1,000,000 per occurrence for bodily injury, personal injury and property damage. If Commercial General Liability or other forms with a general aggregate limit is used, either the general aggregate limit shall apply separately to this project/location or the general aggregate limit shall be twice the required occurrence limit. b. Automobile Liability: $1,000,000 per accident for bodily injury and property damage. c. Employer's Liability: $1,000,000 per accident for bodily injury or disease. d. Deductibles and Self-Insured Retentions. Any deductibles or self-insured retentions must be declared to and approved by the City. At the option of the City, either: the insurer shall reduce or eliminate such deductibles or self-insured retentions as respects the City, its officers, officials, employees, and volunteers; or the supplier shall procure a bond guaranteeing payment of losses and related investigations, claim administration and defense expenses. Other Insurance Provisions. The general liability and automobile liability policies are to contain, or be endorsed to contain, the following provi-sions: a. The City, its officers, officials, employees, agents, and volunteers are to be covered as insureds as respects: liability arising out of activities performed by or on behalf of the supplier; products and completed operations of the supplier; premises owned, occupied or used by the supplier; or automobiles owned leased, hired or borrowed by the supplier. The coverage shall contain no special limitations on the scope of protection afforded to the City, its officers, officials, employees, agents or volunteers. b. For any claims related to this project, the supplier's insurance coverage shall be primary insurance as respects the City, its officers, officials, employees, agents, and volunteers. Any insur-ance or self- insurance maintained by the City, its officers, offi-cials, employees, agents or volunteers shall be excess of the supplier's insurance and shall not contribute with it. c. Any failure to comply with reporting or other provisions of the policies including breaches of warranties shall not affect coverage provided to the City, its officers, officials, employees, agents or volunteers. d. The supplier's insurance shall apply separately to each insured against whom claim is made or suit is brought, except with respect to the limits of the insurer's liability. e. Each insurance policy required by this clause shall be endorsed to state that coverage shall not be suspended, voided, canceled by either party, reduced in coverage or in limits except after thirty (30) days' prior written notice by certified mail, return receipt requested, has been given to the City. Acceptability of Insurers. Insurance is to be placed with insurers with a current A.M. Best's rating of no less than A:VII. Verification of Coverage. The supplier shall furnish the City with a certificate of insurance showing required coverage. Original endorse-ments affecting general liability and automobile liability coverage are also required by this clause. The endorsements are to be signed by a person authorized by that insurer to bind coverage on its behalf. All endorsements are to be received and approved by the City before work commences. Subcontractors. The supplier shall include all subcontractors as insured under its policies or shall furnish separate certifi-cates and endorsements for each subcontractor. All coverages for subcontractors shall be subject to all of the requirements stated herein. 5 Purchase Order 621491 Order Date 02-JAN-2025 Change Order 0 Change Order Date 02-JAN-2025 Revision 0 Ordered 3,506.20 USD INCLUDE PURCHASE ORDER NUMBER ON ALL INVOICES & CORRESPONDENCE SEND ALL INVOICES TO AP@SLOCITY.ORG INCLUDE DELIVER TO CITY STAFF CONTACT NAME ON ALL INVOICES Sold To City of San Luis Obispo 990 Palm Street SAN LUIS OBISPO, CA 93401 Supplier SHI International Corp 290 Davidson Ave SOMERSET, NJ 08873SOMERSET Bill To City of San Luis Obispo 990 Palm Street SAN LUIS OBISPO, CA 93401SAN LUIS OBISPO UNITED STATES Ship To 990 Palm Street SAN LUIS OBISPO, CA 93401SAN LUIS OBISPO UNITED STATES Notes USD = US Dollar PO for the attached quote - SHI - Quote 25677237 Milestone 5.20.24-5.19.25; and Quote 25677266 AXIS Camera Station Customer Account Number Supplier Number Payment Terms Freight Terms FOB Shipping Method 461550 Net 30 Destination Confirm To Deliver To Contact Timothy "Tim" Holt Stephanie Couch Line Item Price Quantity UOM Ordered Taxable 1 SHI - Quote 25677237 Milestone 5.20.24-5.19.25; and Quote 25677266 AXIS Camera Station 3,506.20 Supplier Item SHI - Quote 25677237 Milestone 5.20.24-5.19.25; and Quote 25677266 AXIS Camera Station This line references Document (Contract Purchase Agreement) 800062. Promised 3,506.20 01/08/2025 Requested 01/08/2025 Requested and Promised Dates correspond to the date of arrival at the Ship-to Location. Line Total 3,506.20 1 Purchase Order 621491 Line Item Price Quantity UOM Ordered Taxable Total 3,506.20 Authorized By: 2 Purchase Order 621617 Order Date 15-JAN-2025 Change Order 0 Change Order Date 15-JAN-2025 Revision 0 Ordered 31,319.78 USD INCLUDE PURCHASE ORDER NUMBER ON ALL INVOICES & CORRESPONDENCE SEND ALL INVOICES TO AP@SLOCITY.ORG INCLUDE DELIVER TO CITY STAFF CONTACT NAME ON ALL INVOICES Sold To City of San Luis Obispo 990 Palm Street SAN LUIS OBISPO, CA 93401 Supplier SHI International Corp 290 Davidson Ave SOMERSET, NJ 08873SOMERSET Bill To City of San Luis Obispo 990 Palm Street SAN LUIS OBISPO, CA 93401SAN LUIS OBISPO UNITED STATES Ship To 990 Palm Street SAN LUIS OBISPO, CA 93401SAN LUIS OBISPO UNITED STATES Notes USD = US Dollar SHI International Group - Adobe Acrobat Pro Licenses (210) and Creative Cloud Licenses (9) 2/26/25-2/25/26 Customer Account Number Supplier Number Payment Terms Freight Terms FOB Shipping Method 461550 Net 30 Destination Confirm To Deliver To Contact Timothy "Tim" Holt Rebecca Cox Line Item Price Quantity UOM Ordered Taxable 1 Adobe Acrobat Pro Licenses (210) and Creative Cloud Licenses (9) 2/26/25-2/25/26 31,319.78 This line references Document (Contract Purchase Agreement) 800062. Promised 31,319.78 01/15/2025 Requested 01/15/2025 Requested and Promised Dates correspond to the date of arrival at the Ship-to Location. Line Total 31,319.78 Total 31,319.78 1 Purchase Order 621617 Authorized By: 2 Purchase Order 621652 Order Date 21-JAN-2025 Change Order 0 Change Order Date 21-JAN-2025 Revision 0 Ordered 247,980.58 USD INCLUDE PURCHASE ORDER NUMBER ON ALL INVOICES & CORRESPONDENCE SEND ALL INVOICES TO AP@SLOCITY.ORG INCLUDE DELIVER TO CITY STAFF CONTACT NAME ON ALL INVOICES Sold To City of San Luis Obispo 990 Palm Street SAN LUIS OBISPO, CA 93401 Supplier DLT Solutions, LLC 2411 Dulles Corner Park Ste 800 HERNDON, VA 20171 Bill To City of San Luis Obispo 990 Palm Street SAN LUIS OBISPO, CA 93401SAN LUIS OBISPO UNITED STATES Ship To 990 Palm Street SAN LUIS OBISPO, CA 93401SAN LUIS OBISPO UNITED STATES Notes USD = US Dollar PO for the attached quote - DLT - Quote 5266471 Oracle ERP and HCM Annual Licensing 2.25.25-2.24.26 Customer Account Number Supplier Number Payment Terms Freight Terms FOB Shipping Method 10095 Net 30 Destination Confirm To Deliver To Contact Timothy "Tim" Holt Stephanie Couch Line Item Price Quantity UOM Ordered Taxable 1 DLT - Quote 5266471 Oracle ERP and HCM Annual Licensing 2.25.25-2.24.26 247,980.58 Supplier Item DLT - Quote 5266471 Oracle ERP and HCM Annual Licensing 2.25.25-2.24.26 Promised 247,980.58 01/27/2025 Requested 01/27/2025 Requested and Promised Dates correspond to the date of arrival at the Ship-to Location. Line Total 247,980.58 Total 247,980.58 1 Purchase Order 621652 Authorized By: 2 Purchase Order 621652 Proprietary and Confidential Contract Terms and Conditions Purchase Order Terms and Conditions Standard Purchase Order Terms & Conditions 1. Acceptance. By delivering the ordered goods or commencing performance under this Purchase Order, ("Order") supplier agrees to the general terms, specifications, and conditions in or referenced by this document. If supplier and The City of San Luis Obispo ("City") have entered into a contract outside of this Order, the terms and conditions set forth in the contract shall prevail. Supplier's additional or different terms and conditions are expressly excluded from this Order and the City does not agree to such terms or conditions, unless such agreement is made expressly, in writing by the City's authorized representative, or a contract has been signed outside of this Order between the Supplier and The City. 2. Business License & Tax. Supplier must have a valid City of San Luis Obispo business tax certificate prior to the execution of the contract. Additional information regarding the City's business tax program may be obtained by calling (805) 781-7134. 3. Ability to Perform. Supplier warrants that it possesses, or has arranged through subcontracts, all capital and other equipment, labor, materials, and licenses necessary to carry out and complete the work hereunder in compliance with any and all federal, state, county, city, and special district laws, ordinances, and regulations. 4. Warranties. Supplier warrants that all goods delivered will be free from defects in workmanship, material, and manufacture; are new (not refurbished or reconditioned) unless otherwise stated in this Order; are of merchantable quality and fit for the purpose intended by the City to the extent that purpose has been disclosed to Supplier; complies with the requirements of this Order; and complies with all applicable laws and regulations. Supplier also warrants that all services performed under this Order shall be rendered in a good and workmanlike manner by skilled personnel in compliance with all applicable laws and regulations. 5. Changes. No change or modification in terms may be made without express authorization, in writing by the City's authorized representative. 6. Delivery. Supplier agrees that time is of the essence to delivery and any other performance required under this Order. No charge for delivery, parcel post, packing, cartage, insurance, license fees, permits, or any other purpose will be paid by the City unless it is expressly included on the face of this Order. Supplier must arrange for the lowest- cost transportation and prepay and add freight to its invoice. If delivery is made by a carrier, an itemized delivery ticket must be attached to the outside of the package. Each container or package must be marked with the Order number. 7. Laws to be Observed. Supplier shall keep itself fully informed of and shall observe and comply with all applicable state and federal laws and county and City of San Luis Obispo ordinances, regulations and adopted codes during its performance of the work. 8. Payment of Taxes. The contract prices shall include full compensation for all taxes that Supplier is required to pay. 9. Permits and Licenses. Supplier shall procure all permits and licenses, pay all charges and fees, and give all notices necessary. 10. Safety Provisions. Supplier shall conform to the rules and regulations pertaining to safety established by OSHA and the California Division of Industrial Safety Public and Employee Safety. Whenever Supplier's operations create a condition hazardous to the public or City employees, it shall, at its expense and without cost to the City, furnish, erect and maintain such fences, temporary railings, barricades, lights, signs and other devices and take such other protective measures as are necessary to prevent accidents or damage or injury to the public and employees. 11. Preservation of City Property. Supplier shall provide and install suitable safeguards, approved by the City, to protect City property from injury or damage. If City property is injured or damaged as a result of Supplier's operations, it shall be replaced or restored at Supplier's expense. The facilities shall be replaced or restored to a condition as good as when the Supplier began work 12. Immigration Act of 1986. Supplier warrants on behalf of itself and all sub-suppliers engaged for the performance of this work that only persons authorized to work in the United States pursuant to the Immigration Reform and Control Act of 1986 and other applicable laws shall be employed in the performance of the work hereunder. 13. Supplier Non-Discrimination. In the performance of this work, Supplier agrees that it will not engage in, nor permit such sub-suppliers as it may employ, to engage in discrimination in the employment of persons because of age, race, color, sex, national origin or ancestry, sexual orientation, or religion of such persons. 14. Work Delays. Should Supplier be obstructed or delayed in the work required to be done hereunder by changes in the work or by any default, act, or omission of the City, or by strikes, fire, earthquake, or any other Act of God, or by the inability to obtain materials, equipment, or labor due to federal government restrictions arising out of defense or war programs, then the time of completion may, at the City's sole option, be extended for such periods as may be agreed upon by the City and the Supplier. 15. Payment Terms. The City's payment terms are 30 days from the receipt of an original invoice and acceptance by the City of the services provided by Supplier (Net 30). 16. Inspection. Supplier shall furnish City with every reasonable opportunity for City to ascertain that the services of Supplier are being performed in accordance with the requirements and intentions of this contract. All work done and all materials furnished, if any, shall be subject to the City's inspection and approval. The inspection of such work shall not relieve Supplier of any of its obligations to fulfill its contract requirements. 17. Audit. The City shall have the option of inspecting and/or auditing all records and other written materials used by Supplier in preparing its invoices to City as a condition precedent to any payment to Supplier. 18. Interests of Supplier. Supplier covenants that it presently has no interest, and shall not acquire any interest direct or indirect or otherwise, which would conflict in any manner or degree with the performance of the work hereunder. Supplier further covenants that, in the performance of this work, no sub-Supplier or person having such an interest shall be employed. Supplier certifies that no one who has or will have any financial interest in performing this work is an officer or employee of the City. It is hereby expressly agreed that, in the performance of the work hereunder, Supplier shall at all times be deemed an independent Supplier and not an agent or employee of the City. 19. Hold Harmless and Indemnification. (a) Non-design, non-construction Professional Services: To the fullest extent permitted by law (including, but not limited to California Civil Code Sections 2782 and 2782.8), Consultant shall indemnify, defend, and hold harmless the City, and its elected officials, officers, employees, volunteers, and agents ("City Indemnitees"), from and against any and all causes of action, claims, liabilities, obligations, judgments, or damages, including reasonable legal counsels' fees and costs of litigation ("claims"), arising out of the Consultant's performance or Consultant's failure to perform its obligations under this Agreement or out of the operations conducted by Consultant, including the City's active or passive negligence, except for such loss or damage arising from the sole negligence or willful misconduct of the 3 Purchase Order 621652 Proprietary and Confidential City. In the event the City Indemnitees are made a party to any action, lawsuit, or other adversarial proceeding arising from Consultant's performance of this Agreement, the Consultant shall provide a defense to the City Indemnitees or at the City's option, reimburse the City Indemnitees their costs of defense, including reasonable legal fees, incurred in defense of such claims. (b) Non-design, construction Professional Services: To the extent the Scope of Services involve a "construction contract" as that phrase is used in Civil Code Section 2783, this paragraph shall apply in place of paragraph A. To the fullest extent permitted by law (including, but not limited to California Civil Code Sections 2782 and 2782.8), Consultant shall indemnify, defend, and hold harmless the City, and its elected officials, officers, employees, volunteers, and agents ("City Indemnitees"), from and against any and all causes of action, claims, liabilities, obligations, judgments, or damages, including reasonable legal counsels' fees and costs of litigation ("claims"), arising out of the Consultant's performance or Consultant's failure to perform its obligations under this Agreement or out of the operations conducted by Consultant, except for such loss or damage arising from the active negligence, sole negligence or willful misconduct of the City. In the event the City Indemnitees are made a party to any action, lawsuit, or other adversarial proceeding arising from Consultant's performance of this Agreement, the Consultant shall provide a defense to the City Indemnitees or at the City's option, reimburse the City Indemnitees their costs of defense, including reasonable legal fees, incurred in defense of such claims. (c) Design Professional Services: In the event Consultant is a "design professional", and the Scope of Services require Consultant to provide "design professional services" as those phrases are used in Civil Code Section 2782.8, this paragraph shall apply in place of paragraphs A or B. To the fullest extent permitted by law (including, but not limited to California Civil Code Sections 2782 and 2782.8) Consultant shall indemnify, defend and hold harmless the City and its elected officials, officers, employees, volunteers and agents ("City Indemnitees"), from and against all claims, damages, injuries, losses, and expenses including costs, attorney fees, expert consultant and expert witness fees arising out of, pertaining to or relating to, the negligence, recklessness or willful misconduct of Consultant, except to the extent caused by the sole negligence, active negligence or willful misconduct of the City. Negligence, recklessness or willful misconduct of any subcontractor employed by Consultant shall be conclusively deemed to be the negligence, recklessness or willful misconduct of Consultant unless adequately corrected by Consultant. In the event the City Indemnitees are made a party to any action, lawsuit, or other adversarial proceeding arising from Consultant's performance of this Agreement, the Consultant shall provide a defense to the City Indemnitees or at the City's option, reimburse the City Indemnitees their costs of defense, including reasonable legal fees, incurred in defense of such claims. In no event shall the cost to defend charged to Consultant under this paragraph exceed Consultant's proportionate percentage of fault. However, notwithstanding the previous sentence, in the event one or more defendants are unable to pay its share of defense costs due to bankruptcy or dissolution of the business, Consultant shall meet and confer with other parties regarding unpaid defense costs. (d) The review, acceptance or approval of the Consultant's work or work product by any indemnified party shall not affect, relieve or reduce the Consultant's indemnification or defense obligations. This Section survives completion of the services or the termination of this contract. The provisions of this Section are not limited by and do not affect the provisions of this contract relating to insurance. 20. Contract Assignment. Supplier shall not assign, transfer, convey or otherwise dispose of the contract, or its right, title or interest, or its power to execute such a contract to any individual or business entity of any kind without the previous written consent of the City. 21. Termination for Convenience. The City may terminate all or part of this Agreement for any or no reason at any time by giving 30 days written notice to Contractor. Should the City terminate this Agreement for convenience, the City shall be liable as follows: (a) for standard or off-the-shelf products, a reasonable restocking charge not to exceed ten (10) percent of the total purchase price; (b) for custom products, the less of a reasonable price for the raw materials, components work in progress and any finished units on hand or the price per unit reflected on this Agreement. For termination of any services pursuant to this Agreement, the City's liability will be the lesser of a reasonable price for the services rendered prior to termination, or the price for the services reflected on this Agreement. Upon termination notice from the City, Contractor must, unless otherwise directed, cease work and follow the City's directions as to work in progress and finished goods. 22. Termination. If during the term of the contract, the City determines that the Contractor is not faithfully abiding by any term or condition contained herein, the City may notify the Contractor in writing of such defect or failure to perform. This notice must give the Contractor a 10 (ten) calendar day notice of time thereafter in which to perform said work or cure the deficiency. If the Contractor has not performed the work or cured the deficiency within the ten days specified in the notice, such shall constitute a breach of the contract and the City may terminate the contract immediately by written notice to the Contractor to said effect.Thereafter, neither party shall have any further duties, obligations, responsibilities, or rights under the contract except, however, any and all obligations of the Contractor's surety shall remain in full force and effect, and shall not be extinguished, reduced, or in any manner waived by the terminations thereof. In said event, the Contractor shall be entitled to the reasonable value of its services performed from the beginning date in which the breach occurs up to the day it received the City's Notice of Termination, minus any offset from such payment representing the City's damages from such breach."Reasonable value" includes fees or charges for goods or services as of the last milestone or task satisfactorily delivered or completed by the Contractor as may be set forth in the Agreement payment schedule; compensation for any other work, services or goods performed or provided by the Contractor shall be based solely on the City's assessment of the value of the work-in-progress in completing the overall work scope. The City reserves the right to delay any such payment until completion or confirmed abandonment of the project, as may be determined in the City's sole discretion, so as to permit a full and complete accounting of costs.In no event, however, shall the Contractor be entitled to receive in excess of the compensation quoted in its proposal. 23. Ownership of Materials. All original drawings, plan documents and other materials prepared by or in possession of Supplier as part of the work or services under these specifications shall become the permanent property of the City, and shall be delivered to the City upon demand. 24. Release of Reports and Information. Any reports, information, data, or other material is given to, prepared by or assembled by Supplier as part of the work or services under these specifications shall be the property of City, and shall not be made available to any individual or organization by Supplier without the prior written approval of the City. 25. Copies of Reports and Information. If the City requests additional copies of reports, drawings, specifications, or any other material in addition to what Supplier is required to furnish in limited quantities as part of the work or services under these specifications, Supplier shall provide such additional copies as are requested, and City shall compensate Supplier for the costs of duplicating of such copies at the Supplier's direct expense. 26. Insurance. Supplier shall procure and maintain for the duration of the Order insurance that is sufficient in scope and amount to permit Supplier to pay in the ordinary course of business against claims for injuries to persons or damages to property that may arise from or in connection with the performance of the work hereunder by Supplier, its agents, representatives, employees or sub-contractors. Supplier will maintain Workers Compensation insurance at statutory levels covering all employees who perform work under this Order. Additional Public Works Construction Purchase Order Terms & Conditions 1. Compensation for Authorized Additional Expenses. To receive compensation for additional expenses outside the scope of the project work, the Supplier shall obtain prior written authoriza-tion from the City to incur those expenses. Compensa-tion for these addition-al expenses shall include time and materials. 2. Payment Terms. The supplier may request one progress payment each month for work satisfactorily completed and accepted by the City. The City shall issue payment within 30 days. The City shall withhold 10 percent of each progress payment as retention to ensure resolution of any stop notices or liens. The City shall release this retention 35 days after filing a notice of completion. 3. Faithful Performance Bond. The supplier shall furnish a surety bond in the amount of 125 percent of the contract price guaranteeing the faithful performance of the contract, including any attorney's fees or other collection costs. 4. Work in the Right-of-Way or on City Property. For work on City managed property, the supplier/ consultant shall obtain a no-fee encroachment permit. A Traffic Control Plan and Water Pollution Control Plan shall be submitted and approved prior to issuance of the permit unless determined by the City not to be required. 5. Prevailing Wage. The supplier and any subcontractors are required to pay prevailing wage and must be registered with the Department of Industrial Relations pursuant to Section 1725.5 of the Labor Code. 6. Insurance. The supplier shall procure and maintain for the duration of the contract insurance against claims for injuries to persons or dam-ages to property which may arise from or in connection with the performance of the work hereunder by the supplier, its agents, representatives, employees or subs. Minimum Scope of Insurance. Coverage shall be at least as broad as: 4 Purchase Order 621652 Proprietary and Confidential a. Insurance Services Office Commercial General Liability coverage (occurrence form CG 20 10 Prior to 1993 or CG 20 10 07 04 with CG 20 37 10 01 or the exact equivalent as determined by the City). b. Insurance Services Office form number CA 0001 (Ed. 1/87) covering Automobile Liability, code 1 (any auto). c. Workers' Compensation insurance as required by the State of California and Employer's Liability Insurance. Minimum Limits of Insurance. The supplier shall maintain limits no less than: a. General Liability: $1,000,000 per occurrence for bodily injury, personal injury and property damage. If Commercial General Liability or other forms with a general aggregate limit is used, either the general aggregate limit shall apply separately to this project/location or the general aggregate limit shall be twice the required occurrence limit. b. Automobile Liability: $1,000,000 per accident for bodily injury and property damage. c. Employer's Liability: $1,000,000 per accident for bodily injury or disease. d. Deductibles and Self-Insured Retentions. Any deductibles or self-insured retentions must be declared to and approved by the City. At the option of the City, either: the insurer shall reduce or eliminate such deductibles or self-insured retentions as respects the City, its officers, officials, employees, and volunteers; or the supplier shall procure a bond guaranteeing payment of losses and related investigations, claim administration and defense expenses. Other Insurance Provisions. The general liability and automobile liability policies are to contain, or be endorsed to contain, the following provi-sions: a. The City, its officers, officials, employees, agents, and volunteers are to be covered as insureds as respects: liability arising out of activities performed by or on behalf of the supplier; products and completed operations of the supplier; premises owned, occupied or used by the supplier; or automobiles owned leased, hired or borrowed by the supplier. The coverage shall contain no special limitations on the scope of protection afforded to the City, its officers, officials, employees, agents or volunteers. b. For any claims related to this project, the supplier's insurance coverage shall be primary insurance as respects the City, its officers, officials, employees, agents, and volunteers. Any insur-ance or self- insurance maintained by the City, its officers, offi-cials, employees, agents or volunteers shall be excess of the supplier's insurance and shall not contribute with it. c. Any failure to comply with reporting or other provisions of the policies including breaches of warranties shall not affect coverage provided to the City, its officers, officials, employees, agents or volunteers. d. The supplier's insurance shall apply separately to each insured against whom claim is made or suit is brought, except with respect to the limits of the insurer's liability. e. Each insurance policy required by this clause shall be endorsed to state that coverage shall not be suspended, voided, canceled by either party, reduced in coverage or in limits except after thirty (30) days' prior written notice by certified mail, return receipt requested, has been given to the City. Acceptability of Insurers. Insurance is to be placed with insurers with a current A.M. Best's rating of no less than A:VII. Verification of Coverage. The supplier shall furnish the City with a certificate of insurance showing required coverage. Original endorse-ments affecting general liability and automobile liability coverage are also required by this clause. The endorsements are to be signed by a person authorized by that insurer to bind coverage on its behalf. All endorsements are to be received and approved by the City before work commences. Subcontractors. The supplier shall include all subcontractors as insured under its policies or shall furnish separate certifi-cates and endorsements for each subcontractor. All coverages for subcontractors shall be subject to all of the requirements stated herein. 5 Purchase Order 621654 Order Date 22-JAN-2025 Change Order 0 Change Order Date 22-JAN-2025 Revision 0 Ordered 1,115.00 USD INCLUDE PURCHASE ORDER NUMBER ON ALL INVOICES & CORRESPONDENCE SEND ALL INVOICES TO AP@SLOCITY.ORG INCLUDE DELIVER TO CITY STAFF CONTACT NAME ON ALL INVOICES Sold To City of San Luis Obispo 990 Palm Street SAN LUIS OBISPO, CA 93401 Supplier SHI International Corp 290 Davidson Ave SOMERSET, NJ 08873SOMERSET Bill To City of San Luis Obispo 990 Palm Street SAN LUIS OBISPO, CA 93401SAN LUIS OBISPO UNITED STATES Ship To 990 Palm Street SAN LUIS OBISPO, CA 93401SAN LUIS OBISPO UNITED STATES Notes USD = US Dollar PO for the attached subscription - SHI - Quote 25747560 Duo User Licenses Qty 20 Customer Account Number Supplier Number Payment Terms Freight Terms FOB Shipping Method 461550 Net 30 Destination Confirm To Deliver To Contact Timothy "Tim" Holt Stephanie Couch Line Item Price Quantity UOM Ordered Taxable 1 SHI - Quote 25747560 Duo User Licenses Qty 20 1,115.00 Supplier Item SHI - Quote 25747560 Duo User Licenses Qty 20 This line references Document (Contract Purchase Agreement) 800062. Promised 1,115.00 01/27/2025 Requested 01/27/2025 Requested and Promised Dates correspond to the date of arrival at the Ship-to Location. Line Total 1,115.00 Total 1,115.00 1 Purchase Order 621654 Authorized By: 2 Purchase Order 621661 Order Date 23-JAN-2025 Change Order 0 Change Order Date 23-JAN-2025 Revision 0 Ordered 53,563.78 USD INCLUDE PURCHASE ORDER NUMBER ON ALL INVOICES & CORRESPONDENCE SEND ALL INVOICES TO AP@SLOCITY.ORG INCLUDE DELIVER TO CITY STAFF CONTACT NAME ON ALL INVOICES Sold To City of San Luis Obispo 990 Palm Street SAN LUIS OBISPO, CA 93401 Supplier SHI International Corp 290 Davidson Ave SOMERSET, NJ 08873SOMERSET Bill To City of San Luis Obispo 990 Palm Street SAN LUIS OBISPO, CA 93401SAN LUIS OBISPO UNITED STATES Ship To 990 Palm Street SAN LUIS OBISPO, CA 93401SAN LUIS OBISPO UNITED STATES Notes USD = US Dollar PO for the attached - 25721335 SQL Server Enterprise Core Qty 8 Part # 7JQ-00343; Win Enterprise Device Qty 600 Part # KV3-00368; Win Server Standard Core Part # 9EM-00267, 03.01.25-02.28.26 Customer Account Number Supplier Number Payment Terms Freight Terms FOB Shipping Method 461550 Net 30 Destination Confirm To Deliver To Contact Timothy "Tim" Holt Stephanie Couch Line Item Price Quantity UOM Ordered Taxable 1 SHI - Quote 25721335 SQL Server Enterprise Core Qty 8 Part # 7JQ-00343; Win Enterprise Device Qty 600 Part # KV3-00368; Win Server Standard Core Part # 9EM-00267, 03.01.25-02.28.26 53,563.78 Supplier Item SHI - Quote 25721335 SQL Server Enterprise Core Qty 8 Part # 7JQ-00343; Win Enterprise Device Qty 600 Part # KV3-00368; Win Server Standard Core Part # 9EM-00267, 03.01.25- 02.28.26 This line references Document (Contract Purchase Agreement) 800062. Promised 53,563.78 01/28/2025 Requested 01/28/2025 1 Purchase Order 621661 Line Item Price Quantity UOM Ordered Taxable Requested and Promised Dates correspond to the date of arrival at the Ship-to Location. Line Total 53,563.78 Total 53,563.78 Authorized By: 2 Purchase Order Order Date 13-FEB-2025 Change Order 0 Change Order Date 13-FEB-2025 Revision 0 Ordered 23,529.00 USD INCLUDE PURCHASE ORDER NUMBER ON ALL INVOICES & CORRESPONDENCE SEND ALL INVOICES TO AP@SLOCITY.ORG INCLUDE DELIVER TO CITY STAFF CONTACT NAME ON ALL INVOICES Sold To City of San Luis Obispo 990 Palm Street SAN LUIS OBISPO, CA 93401 Supplier Bill To City of San Luis Obispo 990 Palm Street SAN LUIS OBISPO, CA 93401SAN LUIS OBISPO UNITED STATES Ship To 990 Palm Street SAN LUIS OBISPO, CA 93401SAN LUIS OBISPO UNITED STATES Notes USD = US Dollar Customer Account Number Supplier Number Payment Terms Freight Terms FOB Shipping Method Net 30 Destination Confirm To Deliver To Contact Timothy "Tim" Holt Stephanie Couch Line Item Price Quantity UOM Ordered Taxable Promised 23,529.00 02/18/2025 Requested 02/18/2025 Requested and Promised Dates correspond to the date of arrival at the Ship-to Location. 1 Purchase Order Line Item Price Quantity UOM Ordered Taxable Line Total 23,529.00 Total 23,529.00 Authorized By: 2 Purchase Order 621861 Order Date 18-FEB-2025 Change Order 0 Change Order Date 18-FEB-2025 Revision 0 Ordered 2,121.80 USD INCLUDE PURCHASE ORDER NUMBER ON ALL INVOICES & CORRESPONDENCE SEND ALL INVOICES TO AP@SLOCITY.ORG INCLUDE DELIVER TO CITY STAFF CONTACT NAME ON ALL INVOICES Sold To City of San Luis Obispo 990 Palm Street SAN LUIS OBISPO, CA 93401 Supplier SHI International Corp 290 Davidson Ave SOMERSET, NJ 08873SOMERSET Bill To City of San Luis Obispo 990 Palm Street SAN LUIS OBISPO, CA 93401SAN LUIS OBISPO UNITED STATES Ship To 990 Palm Street SAN LUIS OBISPO, CA 93401SAN LUIS OBISPO UNITED STATES Notes USD = US Dollar PO for the attached quote - Streets Maint. Med. Duty Truck Customer Account Number Supplier Number Payment Terms Freight Terms FOB Shipping Method 461550 Net 30 Destination Confirm To Deliver To Contact Timothy "Tim" Holt Stephanie Couch Line Item Price Quantity UOM Ordered Taxable 1 SHI - Quote 25842645 Adobe Acrobat Pro Qty 20 02.26.25- 02.25.26 2,121.80 Supplier Item SHI - Quote 25842645 Adobe Acrobat Pro Qty 20 02.26.25-02.25.26 This line references Document (Contract Purchase Agreement) 800062. Promised 2,121.80 02/24/2025 Requested 02/24/2025 Requested and Promised Dates correspond to the date of arrival at the Ship-to Location. Line Total 2,121.80 1 Purchase Order 621861 Line Item Price Quantity UOM Ordered Taxable Total 2,121.80 Authorized By: 2 Purchase Order 621909 Order Date 27-FEB-2025 Change Order 0 Change Order Date 27-FEB-2025 Revision 0 Ordered 16,541.98 USD INCLUDE PURCHASE ORDER NUMBER ON ALL INVOICES & CORRESPONDENCE SEND ALL INVOICES TO AP@SLOCITY.ORG INCLUDE DELIVER TO CITY STAFF CONTACT NAME ON ALL INVOICES Sold To City of San Luis Obispo 990 Palm Street SAN LUIS OBISPO, CA 93401 Supplier DLT Solutions, LLC 2411 Dulles Corner Park Ste 800 HERNDON, VA 20171 Bill To City of San Luis Obispo 990 Palm Street SAN LUIS OBISPO, CA 93401SAN LUIS OBISPO UNITED STATES Ship To 919 Palm Street SAN LUIS OBISPO, CA 93401SAN LUIS OBISPO UNITED STATES Notes USD = US Dollar PO for attached AutoCAD Annual Renewal Customer Account Number Supplier Number Payment Terms Freight Terms FOB Shipping Method 10095 Net 30 Destination Confirm To Deliver To Contact Daniel Clancy Kathleen Hix Phone 1-805-781-7510 Line Item Price Quantity UOM Ordered Taxable 1 AutoCAD Annual Renewal 16,541.98 Promised 16,541.98 02/24/2025 Requested 02/24/2025 Requested and Promised Dates correspond to the date of arrival at the Ship-to Location. Line Total 16,541.98 Total 16,541.98 1 Purchase Order 621909 Authorized By: 2 Purchase Order 621909 Proprietary and Confidential Contract Terms and Conditions Purchase Order Terms and Conditions Standard Purchase Order Terms & Conditions 1. Acceptance. By delivering the ordered goods or commencing performance under this Purchase Order, ("Order") supplier agrees to the general terms, specifications, and conditions in or referenced by this document. If supplier and The City of San Luis Obispo ("City") have entered into a contract outside of this Order, the terms and conditions set forth in the contract shall prevail. Supplier's additional or different terms and conditions are expressly excluded from this Order and the City does not agree to such terms or conditions, unless such agreement is made expressly, in writing by the City's authorized representative, or a contract has been signed outside of this Order between the Supplier and The City. 2. Business License & Tax. Supplier must have a valid City of San Luis Obispo business tax certificate prior to the execution of the contract. Additional information regarding the City's business tax program may be obtained by calling (805) 781-7134. 3. Ability to Perform. Supplier warrants that it possesses, or has arranged through subcontracts, all capital and other equipment, labor, materials, and licenses necessary to carry out and complete the work hereunder in compliance with any and all federal, state, county, city, and special district laws, ordinances, and regulations. 4. Warranties. Supplier warrants that all goods delivered will be free from defects in workmanship, material, and manufacture; are new (not refurbished or reconditioned) unless otherwise stated in this Order; are of merchantable quality and fit for the purpose intended by the City to the extent that purpose has been disclosed to Supplier; complies with the requirements of this Order; and complies with all applicable laws and regulations. Supplier also warrants that all services performed under this Order shall be rendered in a good and workmanlike manner by skilled personnel in compliance with all applicable laws and regulations. 5. Changes. No change or modification in terms may be made without express authorization, in writing by the City's authorized representative. 6. Delivery. Supplier agrees that time is of the essence to delivery and any other performance required under this Order. No charge for delivery, parcel post, packing, cartage, insurance, license fees, permits, or any other purpose will be paid by the City unless it is expressly included on the face of this Order. Supplier must arrange for the lowest- cost transportation and prepay and add freight to its invoice. If delivery is made by a carrier, an itemized delivery ticket must be attached to the outside of the package. Each container or package must be marked with the Order number. 7. Laws to be Observed. Supplier shall keep itself fully informed of and shall observe and comply with all applicable state and federal laws and county and City of San Luis Obispo ordinances, regulations and adopted codes during its performance of the work. 8. Payment of Taxes. The contract prices shall include full compensation for all taxes that Supplier is required to pay. 9. Permits and Licenses. Supplier shall procure all permits and licenses, pay all charges and fees, and give all notices necessary. 10. Safety Provisions. Supplier shall conform to the rules and regulations pertaining to safety established by OSHA and the California Division of Industrial Safety Public and Employee Safety. Whenever Supplier's operations create a condition hazardous to the public or City employees, it shall, at its expense and without cost to the City, furnish, erect and maintain such fences, temporary railings, barricades, lights, signs and other devices and take such other protective measures as are necessary to prevent accidents or damage or injury to the public and employees. 11. Preservation of City Property. Supplier shall provide and install suitable safeguards, approved by the City, to protect City property from injury or damage. If City property is injured or damaged as a result of Supplier's operations, it shall be replaced or restored at Supplier's expense. The facilities shall be replaced or restored to a condition as good as when the Supplier began work 12. Immigration Act of 1986. Supplier warrants on behalf of itself and all sub-suppliers engaged for the performance of this work that only persons authorized to work in the United States pursuant to the Immigration Reform and Control Act of 1986 and other applicable laws shall be employed in the performance of the work hereunder. 13. Supplier Non-Discrimination. In the performance of this work, Supplier agrees that it will not engage in, nor permit such sub-suppliers as it may employ, to engage in discrimination in the employment of persons because of age, race, color, sex, national origin or ancestry, sexual orientation, or religion of such persons. 14. Work Delays. Should Supplier be obstructed or delayed in the work required to be done hereunder by changes in the work or by any default, act, or omission of the City, or by strikes, fire, earthquake, or any other Act of God, or by the inability to obtain materials, equipment, or labor due to federal government restrictions arising out of defense or war programs, then the time of completion may, at the City's sole option, be extended for such periods as may be agreed upon by the City and the Supplier. 15. Payment Terms. The City's payment terms are 30 days from the receipt of an original invoice and acceptance by the City of the services provided by Supplier (Net 30). 16. Inspection. Supplier shall furnish City with every reasonable opportunity for City to ascertain that the services of Supplier are being performed in accordance with the requirements and intentions of this contract. All work done and all materials furnished, if any, shall be subject to the City's inspection and approval. The inspection of such work shall not relieve Supplier of any of its obligations to fulfill its contract requirements. 17. Audit. The City shall have the option of inspecting and/or auditing all records and other written materials used by Supplier in preparing its invoices to City as a condition precedent to any payment to Supplier. 18. Interests of Supplier. Supplier covenants that it presently has no interest, and shall not acquire any interest direct or indirect or otherwise, which would conflict in any manner or degree with the performance of the work hereunder. Supplier further covenants that, in the performance of this work, no sub-Supplier or person having such an interest shall be employed. Supplier certifies that no one who has or will have any financial interest in performing this work is an officer or employee of the City. It is hereby expressly agreed that, in the performance of the work hereunder, Supplier shall at all times be deemed an independent Supplier and not an agent or employee of the City. 19. Hold Harmless and Indemnification. (a) Non-design, non-construction Professional Services: To the fullest extent permitted by law (including, but not limited to California Civil Code Sections 2782 and 2782.8), Consultant shall indemnify, defend, and hold harmless the City, and its elected officials, officers, employees, volunteers, and agents ("City Indemnitees"), from and against any and all causes of action, claims, liabilities, obligations, judgments, or damages, including reasonable legal counsels' fees and costs of litigation ("claims"), arising out of the Consultant's performance or Consultant's failure to perform its obligations under this Agreement or out of the operations conducted by Consultant, including the City's active or passive negligence, except for such loss or damage arising from the sole negligence or willful misconduct of the 3 Purchase Order 621909 Proprietary and Confidential City. In the event the City Indemnitees are made a party to any action, lawsuit, or other adversarial proceeding arising from Consultant's performance of this Agreement, the Consultant shall provide a defense to the City Indemnitees or at the City's option, reimburse the City Indemnitees their costs of defense, including reasonable legal fees, incurred in defense of such claims. (b) Non-design, construction Professional Services: To the extent the Scope of Services involve a "construction contract" as that phrase is used in Civil Code Section 2783, this paragraph shall apply in place of paragraph A. To the fullest extent permitted by law (including, but not limited to California Civil Code Sections 2782 and 2782.8), Consultant shall indemnify, defend, and hold harmless the City, and its elected officials, officers, employees, volunteers, and agents ("City Indemnitees"), from and against any and all causes of action, claims, liabilities, obligations, judgments, or damages, including reasonable legal counsels' fees and costs of litigation ("claims"), arising out of the Consultant's performance or Consultant's failure to perform its obligations under this Agreement or out of the operations conducted by Consultant, except for such loss or damage arising from the active negligence, sole negligence or willful misconduct of the City. In the event the City Indemnitees are made a party to any action, lawsuit, or other adversarial proceeding arising from Consultant's performance of this Agreement, the Consultant shall provide a defense to the City Indemnitees or at the City's option, reimburse the City Indemnitees their costs of defense, including reasonable legal fees, incurred in defense of such claims. (c) Design Professional Services: In the event Consultant is a "design professional", and the Scope of Services require Consultant to provide "design professional services" as those phrases are used in Civil Code Section 2782.8, this paragraph shall apply in place of paragraphs A or B. To the fullest extent permitted by law (including, but not limited to California Civil Code Sections 2782 and 2782.8) Consultant shall indemnify, defend and hold harmless the City and its elected officials, officers, employees, volunteers and agents ("City Indemnitees"), from and against all claims, damages, injuries, losses, and expenses including costs, attorney fees, expert consultant and expert witness fees arising out of, pertaining to or relating to, the negligence, recklessness or willful misconduct of Consultant, except to the extent caused by the sole negligence, active negligence or willful misconduct of the City. Negligence, recklessness or willful misconduct of any subcontractor employed by Consultant shall be conclusively deemed to be the negligence, recklessness or willful misconduct of Consultant unless adequately corrected by Consultant. In the event the City Indemnitees are made a party to any action, lawsuit, or other adversarial proceeding arising from Consultant's performance of this Agreement, the Consultant shall provide a defense to the City Indemnitees or at the City's option, reimburse the City Indemnitees their costs of defense, including reasonable legal fees, incurred in defense of such claims. In no event shall the cost to defend charged to Consultant under this paragraph exceed Consultant's proportionate percentage of fault. However, notwithstanding the previous sentence, in the event one or more defendants are unable to pay its share of defense costs due to bankruptcy or dissolution of the business, Consultant shall meet and confer with other parties regarding unpaid defense costs. (d) The review, acceptance or approval of the Consultant's work or work product by any indemnified party shall not affect, relieve or reduce the Consultant's indemnification or defense obligations. This Section survives completion of the services or the termination of this contract. The provisions of this Section are not limited by and do not affect the provisions of this contract relating to insurance. 20. Contract Assignment. Supplier shall not assign, transfer, convey or otherwise dispose of the contract, or its right, title or interest, or its power to execute such a contract to any individual or business entity of any kind without the previous written consent of the City. 21. Termination for Convenience. The City may terminate all or part of this Agreement for any or no reason at any time by giving 30 days written notice to Contractor. Should the City terminate this Agreement for convenience, the City shall be liable as follows: (a) for standard or off-the-shelf products, a reasonable restocking charge not to exceed ten (10) percent of the total purchase price; (b) for custom products, the less of a reasonable price for the raw materials, components work in progress and any finished units on hand or the price per unit reflected on this Agreement. For termination of any services pursuant to this Agreement, the City's liability will be the lesser of a reasonable price for the services rendered prior to termination, or the price for the services reflected on this Agreement. Upon termination notice from the City, Contractor must, unless otherwise directed, cease work and follow the City's directions as to work in progress and finished goods. 22. Termination. If during the term of the contract, the City determines that the Contractor is not faithfully abiding by any term or condition contained herein, the City may notify the Contractor in writing of such defect or failure to perform. This notice must give the Contractor a 10 (ten) calendar day notice of time thereafter in which to perform said work or cure the deficiency. If the Contractor has not performed the work or cured the deficiency within the ten days specified in the notice, such shall constitute a breach of the contract and the City may terminate the contract immediately by written notice to the Contractor to said effect.Thereafter, neither party shall have any further duties, obligations, responsibilities, or rights under the contract except, however, any and all obligations of the Contractor's surety shall remain in full force and effect, and shall not be extinguished, reduced, or in any manner waived by the terminations thereof. In said event, the Contractor shall be entitled to the reasonable value of its services performed from the beginning date in which the breach occurs up to the day it received the City's Notice of Termination, minus any offset from such payment representing the City's damages from such breach."Reasonable value" includes fees or charges for goods or services as of the last milestone or task satisfactorily delivered or completed by the Contractor as may be set forth in the Agreement payment schedule; compensation for any other work, services or goods performed or provided by the Contractor shall be based solely on the City's assessment of the value of the work-in-progress in completing the overall work scope. The City reserves the right to delay any such payment until completion or confirmed abandonment of the project, as may be determined in the City's sole discretion, so as to permit a full and complete accounting of costs.In no event, however, shall the Contractor be entitled to receive in excess of the compensation quoted in its proposal. 23. Ownership of Materials. All original drawings, plan documents and other materials prepared by or in possession of Supplier as part of the work or services under these specifications shall become the permanent property of the City, and shall be delivered to the City upon demand. 24. Release of Reports and Information. Any reports, information, data, or other material is given to, prepared by or assembled by Supplier as part of the work or services under these specifications shall be the property of City, and shall not be made available to any individual or organization by Supplier without the prior written approval of the City. 25. Copies of Reports and Information. If the City requests additional copies of reports, drawings, specifications, or any other material in addition to what Supplier is required to furnish in limited quantities as part of the work or services under these specifications, Supplier shall provide such additional copies as are requested, and City shall compensate Supplier for the costs of duplicating of such copies at the Supplier's direct expense. 26. Insurance. Supplier shall procure and maintain for the duration of the Order insurance that is sufficient in scope and amount to permit Supplier to pay in the ordinary course of business against claims for injuries to persons or damages to property that may arise from or in connection with the performance of the work hereunder by Supplier, its agents, representatives, employees or sub-contractors. Supplier will maintain Workers Compensation insurance at statutory levels covering all employees who perform work under this Order. Additional Public Works Construction Purchase Order Terms & Conditions 1. Compensation for Authorized Additional Expenses. To receive compensation for additional expenses outside the scope of the project work, the Supplier shall obtain prior written authoriza-tion from the City to incur those expenses. Compensa-tion for these addition-al expenses shall include time and materials. 2. Payment Terms. The supplier may request one progress payment each month for work satisfactorily completed and accepted by the City. The City shall issue payment within 30 days. The City shall withhold 10 percent of each progress payment as retention to ensure resolution of any stop notices or liens. The City shall release this retention 35 days after filing a notice of completion. 3. Faithful Performance Bond. The supplier shall furnish a surety bond in the amount of 125 percent of the contract price guaranteeing the faithful performance of the contract, including any attorney's fees or other collection costs. 4. Work in the Right-of-Way or on City Property. For work on City managed property, the supplier/ consultant shall obtain a no-fee encroachment permit. A Traffic Control Plan and Water Pollution Control Plan shall be submitted and approved prior to issuance of the permit unless determined by the City not to be required. 5. Prevailing Wage. The supplier and any subcontractors are required to pay prevailing wage and must be registered with the Department of Industrial Relations pursuant to Section 1725.5 of the Labor Code. 6. Insurance. The supplier shall procure and maintain for the duration of the contract insurance against claims for injuries to persons or dam-ages to property which may arise from or in connection with the performance of the work hereunder by the supplier, its agents, representatives, employees or subs. Minimum Scope of Insurance. Coverage shall be at least as broad as: 4 Purchase Order 621909 Proprietary and Confidential a. Insurance Services Office Commercial General Liability coverage (occurrence form CG 20 10 Prior to 1993 or CG 20 10 07 04 with CG 20 37 10 01 or the exact equivalent as determined by the City). b. Insurance Services Office form number CA 0001 (Ed. 1/87) covering Automobile Liability, code 1 (any auto). c. Workers' Compensation insurance as required by the State of California and Employer's Liability Insurance. Minimum Limits of Insurance. The supplier shall maintain limits no less than: a. General Liability: $1,000,000 per occurrence for bodily injury, personal injury and property damage. If Commercial General Liability or other forms with a general aggregate limit is used, either the general aggregate limit shall apply separately to this project/location or the general aggregate limit shall be twice the required occurrence limit. b. Automobile Liability: $1,000,000 per accident for bodily injury and property damage. c. Employer's Liability: $1,000,000 per accident for bodily injury or disease. d. Deductibles and Self-Insured Retentions. Any deductibles or self-insured retentions must be declared to and approved by the City. At the option of the City, either: the insurer shall reduce or eliminate such deductibles or self-insured retentions as respects the City, its officers, officials, employees, and volunteers; or the supplier shall procure a bond guaranteeing payment of losses and related investigations, claim administration and defense expenses. Other Insurance Provisions. The general liability and automobile liability policies are to contain, or be endorsed to contain, the following provi-sions: a. The City, its officers, officials, employees, agents, and volunteers are to be covered as insureds as respects: liability arising out of activities performed by or on behalf of the supplier; products and completed operations of the supplier; premises owned, occupied or used by the supplier; or automobiles owned leased, hired or borrowed by the supplier. The coverage shall contain no special limitations on the scope of protection afforded to the City, its officers, officials, employees, agents or volunteers. b. For any claims related to this project, the supplier's insurance coverage shall be primary insurance as respects the City, its officers, officials, employees, agents, and volunteers. Any insur-ance or self- insurance maintained by the City, its officers, offi-cials, employees, agents or volunteers shall be excess of the supplier's insurance and shall not contribute with it. c. Any failure to comply with reporting or other provisions of the policies including breaches of warranties shall not affect coverage provided to the City, its officers, officials, employees, agents or volunteers. d. The supplier's insurance shall apply separately to each insured against whom claim is made or suit is brought, except with respect to the limits of the insurer's liability. e. Each insurance policy required by this clause shall be endorsed to state that coverage shall not be suspended, voided, canceled by either party, reduced in coverage or in limits except after thirty (30) days' prior written notice by certified mail, return receipt requested, has been given to the City. Acceptability of Insurers. Insurance is to be placed with insurers with a current A.M. Best's rating of no less than A:VII. Verification of Coverage. The supplier shall furnish the City with a certificate of insurance showing required coverage. Original endorse-ments affecting general liability and automobile liability coverage are also required by this clause. The endorsements are to be signed by a person authorized by that insurer to bind coverage on its behalf. All endorsements are to be received and approved by the City before work commences. Subcontractors. The supplier shall include all subcontractors as insured under its policies or shall furnish separate certifi-cates and endorsements for each subcontractor. All coverages for subcontractors shall be subject to all of the requirements stated herein. 5 Purchase Order Order Date 13-MAR-2025 Change Order 0 Change Order Date 13-MAR-2025 Revision 0 Ordered 7,641.08 USD INCLUDE PURCHASE ORDER NUMBER ON ALL INVOICES & CORRESPONDENCE SEND ALL INVOICES TO AP@SLOCITY.ORG INCLUDE DELIVER TO CITY STAFF CONTACT NAME ON ALL INVOICES Sold To City of San Luis Obispo 990 Palm Street SAN LUIS OBISPO, CA 93401 Supplier Bill To City of San Luis Obispo 990 Palm Street SAN LUIS OBISPO, CA 93401SAN LUIS OBISPO UNITED STATES Ship To 990 Palm Street SAN LUIS OBISPO, CA 93401SAN LUIS OBISPO UNITED STATES Notes USD = US Dollar Customer Account Number Supplier Number Payment Terms Freight Terms FOB Shipping Method Net 30 Destination Confirm To Deliver To Contact Timothy "Tim" Holt Rebecca Cox Line Item Price Quantity UOM Ordered Taxable 1 Promised 7,641.08 03/18/2025 Requested 03/18/2025 Requested and Promised Dates correspond to the date of arrival at the Ship-to Location. Line Total 7,641.08 Total 7,641.08 1 Purchase Order Authorized By: 2 Purchase Order Order Date 08-APR-2025 Change Order 0 Change Order Date 08-APR-2025 Revision 0 Ordered 65,640.48 USD INCLUDE PURCHASE ORDER NUMBER ON ALL INVOICES & CORRESPONDENCE SEND ALL INVOICES TO AP@SLOCITY.ORG INCLUDE DELIVER TO CITY STAFF CONTACT NAME ON ALL INVOICES Sold To City of San Luis Obispo 990 Palm Street SAN LUIS OBISPO, CA 93401 Supplier Bill To City of San Luis Obispo 990 Palm Street SAN LUIS OBISPO, CA 93401SAN LUIS OBISPO UNITED STATES Ship To 990 Palm Street SAN LUIS OBISPO, CA 93401SAN LUIS OBISPO UNITED STATES Notes USD = US Dollar Customer Account Number Supplier Number Payment Terms Freight Terms FOB Shipping Method Net 30 Destination Confirm To Deliver To Contact Timothy "Tim" Holt Stephanie Couch Line Item Price Quantity UOM Ordered Taxable 1 65,640.48 This line references Document (Contract Purchase Agreement) Promised 65,640.48 04/14/2025 Requested 04/14/2025 Requested and Promised Dates correspond to the date of arrival at the Ship-to Location. Line Total 65,640.48 1 Purchase Order Line Item Price Quantity UOM Ordered Taxable Total 65,640.48 Authorized By: 2 Purchase Order 622236 Order Date 08-APR-2025 Change Order 0 Change Order Date 08-APR-2025 Revision 0 Ordered 42,299.10 USD INCLUDE PURCHASE ORDER NUMBER ON ALL INVOICES & CORRESPONDENCE SEND ALL INVOICES TO AP@SLOCITY.ORG INCLUDE DELIVER TO CITY STAFF CONTACT NAME ON ALL INVOICES Sold To City of San Luis Obispo 990 Palm Street SAN LUIS OBISPO, CA 93401 Supplier Citig, Inc. 347 Chapala Street SANTA BARBARA , CA 93101 Bill To City of San Luis Obispo 990 Palm Street SAN LUIS OBISPO, CA 93401SAN LUIS OBISPO UNITED STATES Ship To 990 Palm Street SAN LUIS OBISPO, CA 93401SAN LUIS OBISPO UNITED STATES Notes USD = US Dollar PO for the attached subscription - CITIG - Inv 37739 VMWare Year 2 of 3, Annual Billing for 2025-2026 Customer Account Number Supplier Number Payment Terms Freight Terms FOB Shipping Method 240831 Net 30 Destination Confirm To Deliver To Contact Timothy "Tim" Holt Stephanie Couch Line Item Price Quantity UOM Ordered Taxable 1 CITIG - Inv 37739 VMWare Year 2 of 3, Annual Billing for 2025- 2026 42,299.10 Supplier Item CITIG - Inv 37739 VMWare Year 2 of 3, Annual Billing for 2025-2026 Promised 42,299.10 04/14/2025 Requested 04/14/2025 Requested and Promised Dates correspond to the date of arrival at the Ship-to Location. Line Total 42,299.10 Total 42,299.10 1 Purchase Order 622236 Authorized By: 2 Purchase Order 622236 Proprietary and Confidential Contract Terms and Conditions Purchase Order Terms and Conditions Standard Purchase Order Terms & Conditions 1. Acceptance. By delivering the ordered goods or commencing performance under this Purchase Order, ("Order") supplier agrees to the general terms, specifications, and conditions in or referenced by this document. If supplier and The City of San Luis Obispo ("City") have entered into a contract outside of this Order, the terms and conditions set forth in the contract shall prevail. Supplier's additional or different terms and conditions are expressly excluded from this Order and the City does not agree to such terms or conditions, unless such agreement is made expressly, in writing by the City's authorized representative, or a contract has been signed outside of this Order between the Supplier and The City. 2. Business License & Tax. Supplier must have a valid City of San Luis Obispo business tax certificate prior to the execution of the contract. Additional information regarding the City's business tax program may be obtained by calling (805) 781-7134. 3. Ability to Perform. Supplier warrants that it possesses, or has arranged through subcontracts, all capital and other equipment, labor, materials, and licenses necessary to carry out and complete the work hereunder in compliance with any and all federal, state, county, city, and special district laws, ordinances, and regulations. 4. Warranties. Supplier warrants that all goods delivered will be free from defects in workmanship, material, and manufacture; are new (not refurbished or reconditioned) unless otherwise stated in this Order; are of merchantable quality and fit for the purpose intended by the City to the extent that purpose has been disclosed to Supplier; complies with the requirements of this Order; and complies with all applicable laws and regulations. Supplier also warrants that all services performed under this Order shall be rendered in a good and workmanlike manner by skilled personnel in compliance with all applicable laws and regulations. 5. Changes. No change or modification in terms may be made without express authorization, in writing by the City's authorized representative. 6. Delivery. Supplier agrees that time is of the essence to delivery and any other performance required under this Order. No charge for delivery, parcel post, packing, cartage, insurance, license fees, permits, or any other purpose will be paid by the City unless it is expressly included on the face of this Order. Supplier must arrange for the lowest- cost transportation and prepay and add freight to its invoice. If delivery is made by a carrier, an itemized delivery ticket must be attached to the outside of the package. Each container or package must be marked with the Order number. 7. Laws to be Observed. Supplier shall keep itself fully informed of and shall observe and comply with all applicable state and federal laws and county and City of San Luis Obispo ordinances, regulations and adopted codes during its performance of the work. 8. Payment of Taxes. The contract prices shall include full compensation for all taxes that Supplier is required to pay. 9. Permits and Licenses. Supplier shall procure all permits and licenses, pay all charges and fees, and give all notices necessary. 10. Safety Provisions. Supplier shall conform to the rules and regulations pertaining to safety established by OSHA and the California Division of Industrial Safety Public and Employee Safety. Whenever Supplier's operations create a condition hazardous to the public or City employees, it shall, at its expense and without cost to the City, furnish, erect and maintain such fences, temporary railings, barricades, lights, signs and other devices and take such other protective measures as are necessary to prevent accidents or damage or injury to the public and employees. 11. Preservation of City Property. Supplier shall provide and install suitable safeguards, approved by the City, to protect City property from injury or damage. If City property is injured or damaged as a result of Supplier's operations, it shall be replaced or restored at Supplier's expense. The facilities shall be replaced or restored to a condition as good as when the Supplier began work 12. Immigration Act of 1986. Supplier warrants on behalf of itself and all sub-suppliers engaged for the performance of this work that only persons authorized to work in the United States pursuant to the Immigration Reform and Control Act of 1986 and other applicable laws shall be employed in the performance of the work hereunder. 13. Supplier Non-Discrimination. In the performance of this work, Supplier agrees that it will not engage in, nor permit such sub-suppliers as it may employ, to engage in discrimination in the employment of persons because of age, race, color, sex, national origin or ancestry, sexual orientation, or religion of such persons. 14. Work Delays. Should Supplier be obstructed or delayed in the work required to be done hereunder by changes in the work or by any default, act, or omission of the City, or by strikes, fire, earthquake, or any other Act of God, or by the inability to obtain materials, equipment, or labor due to federal government restrictions arising out of defense or war programs, then the time of completion may, at the City's sole option, be extended for such periods as may be agreed upon by the City and the Supplier. 15. Payment Terms. The City's payment terms are 30 days from the receipt of an original invoice and acceptance by the City of the services provided by Supplier (Net 30). 16. Inspection. Supplier shall furnish City with every reasonable opportunity for City to ascertain that the services of Supplier are being performed in accordance with the requirements and intentions of this contract. All work done and all materials furnished, if any, shall be subject to the City's inspection and approval. The inspection of such work shall not relieve Supplier of any of its obligations to fulfill its contract requirements. 17. Audit. The City shall have the option of inspecting and/or auditing all records and other written materials used by Supplier in preparing its invoices to City as a condition precedent to any payment to Supplier. 18. Interests of Supplier. Supplier covenants that it presently has no interest, and shall not acquire any interest direct or indirect or otherwise, which would conflict in any manner or degree with the performance of the work hereunder. Supplier further covenants that, in the performance of this work, no sub-Supplier or person having such an interest shall be employed. Supplier certifies that no one who has or will have any financial interest in performing this work is an officer or employee of the City. It is hereby expressly agreed that, in the performance of the work hereunder, Supplier shall at all times be deemed an independent Supplier and not an agent or employee of the City. 19. Hold Harmless and Indemnification. (a) Non-design, non-construction Professional Services: To the fullest extent permitted by law (including, but not limited to California Civil Code Sections 2782 and 2782.8), Consultant shall indemnify, defend, and hold harmless the City, and its elected officials, officers, employees, volunteers, and agents ("City Indemnitees"), from and against any and all causes of action, claims, liabilities, obligations, judgments, or damages, including reasonable legal counsels' fees and costs of litigation ("claims"), arising out of the Consultant's performance or Consultant's failure to perform its obligations under this Agreement or out of the operations conducted by Consultant, including the City's active or passive negligence, except for such loss or damage arising from the sole negligence or willful misconduct of the 3 Purchase Order 622236 Proprietary and Confidential City. In the event the City Indemnitees are made a party to any action, lawsuit, or other adversarial proceeding arising from Consultant's performance of this Agreement, the Consultant shall provide a defense to the City Indemnitees or at the City's option, reimburse the City Indemnitees their costs of defense, including reasonable legal fees, incurred in defense of such claims. (b) Non-design, construction Professional Services: To the extent the Scope of Services involve a "construction contract" as that phrase is used in Civil Code Section 2783, this paragraph shall apply in place of paragraph A. To the fullest extent permitted by law (including, but not limited to California Civil Code Sections 2782 and 2782.8), Consultant shall indemnify, defend, and hold harmless the City, and its elected officials, officers, employees, volunteers, and agents ("City Indemnitees"), from and against any and all causes of action, claims, liabilities, obligations, judgments, or damages, including reasonable legal counsels' fees and costs of litigation ("claims"), arising out of the Consultant's performance or Consultant's failure to perform its obligations under this Agreement or out of the operations conducted by Consultant, except for such loss or damage arising from the active negligence, sole negligence or willful misconduct of the City. In the event the City Indemnitees are made a party to any action, lawsuit, or other adversarial proceeding arising from Consultant's performance of this Agreement, the Consultant shall provide a defense to the City Indemnitees or at the City's option, reimburse the City Indemnitees their costs of defense, including reasonable legal fees, incurred in defense of such claims. (c) Design Professional Services: In the event Consultant is a "design professional", and the Scope of Services require Consultant to provide "design professional services" as those phrases are used in Civil Code Section 2782.8, this paragraph shall apply in place of paragraphs A or B. To the fullest extent permitted by law (including, but not limited to California Civil Code Sections 2782 and 2782.8) Consultant shall indemnify, defend and hold harmless the City and its elected officials, officers, employees, volunteers and agents ("City Indemnitees"), from and against all claims, damages, injuries, losses, and expenses including costs, attorney fees, expert consultant and expert witness fees arising out of, pertaining to or relating to, the negligence, recklessness or willful misconduct of Consultant, except to the extent caused by the sole negligence, active negligence or willful misconduct of the City. Negligence, recklessness or willful misconduct of any subcontractor employed by Consultant shall be conclusively deemed to be the negligence, recklessness or willful misconduct of Consultant unless adequately corrected by Consultant. In the event the City Indemnitees are made a party to any action, lawsuit, or other adversarial proceeding arising from Consultant's performance of this Agreement, the Consultant shall provide a defense to the City Indemnitees or at the City's option, reimburse the City Indemnitees their costs of defense, including reasonable legal fees, incurred in defense of such claims. In no event shall the cost to defend charged to Consultant under this paragraph exceed Consultant's proportionate percentage of fault. However, notwithstanding the previous sentence, in the event one or more defendants are unable to pay its share of defense costs due to bankruptcy or dissolution of the business, Consultant shall meet and confer with other parties regarding unpaid defense costs. (d) The review, acceptance or approval of the Consultant's work or work product by any indemnified party shall not affect, relieve or reduce the Consultant's indemnification or defense obligations. This Section survives completion of the services or the termination of this contract. The provisions of this Section are not limited by and do not affect the provisions of this contract relating to insurance. 20. Contract Assignment. Supplier shall not assign, transfer, convey or otherwise dispose of the contract, or its right, title or interest, or its power to execute such a contract to any individual or business entity of any kind without the previous written consent of the City. 21. Termination for Convenience. The City may terminate all or part of this Agreement for any or no reason at any time by giving 30 days written notice to Contractor. Should the City terminate this Agreement for convenience, the City shall be liable as follows: (a) for standard or off-the-shelf products, a reasonable restocking charge not to exceed ten (10) percent of the total purchase price; (b) for custom products, the less of a reasonable price for the raw materials, components work in progress and any finished units on hand or the price per unit reflected on this Agreement. For termination of any services pursuant to this Agreement, the City's liability will be the lesser of a reasonable price for the services rendered prior to termination, or the price for the services reflected on this Agreement. Upon termination notice from the City, Contractor must, unless otherwise directed, cease work and follow the City's directions as to work in progress and finished goods. 22. Termination. If during the term of the contract, the City determines that the Contractor is not faithfully abiding by any term or condition contained herein, the City may notify the Contractor in writing of such defect or failure to perform. This notice must give the Contractor a 10 (ten) calendar day notice of time thereafter in which to perform said work or cure the deficiency. If the Contractor has not performed the work or cured the deficiency within the ten days specified in the notice, such shall constitute a breach of the contract and the City may terminate the contract immediately by written notice to the Contractor to said effect.Thereafter, neither party shall have any further duties, obligations, responsibilities, or rights under the contract except, however, any and all obligations of the Contractor's surety shall remain in full force and effect, and shall not be extinguished, reduced, or in any manner waived by the terminations thereof. In said event, the Contractor shall be entitled to the reasonable value of its services performed from the beginning date in which the breach occurs up to the day it received the City's Notice of Termination, minus any offset from such payment representing the City's damages from such breach."Reasonable value" includes fees or charges for goods or services as of the last milestone or task satisfactorily delivered or completed by the Contractor as may be set forth in the Agreement payment schedule; compensation for any other work, services or goods performed or provided by the Contractor shall be based solely on the City's assessment of the value of the work-in-progress in completing the overall work scope. The City reserves the right to delay any such payment until completion or confirmed abandonment of the project, as may be determined in the City's sole discretion, so as to permit a full and complete accounting of costs.In no event, however, shall the Contractor be entitled to receive in excess of the compensation quoted in its proposal. 23. Ownership of Materials. All original drawings, plan documents and other materials prepared by or in possession of Supplier as part of the work or services under these specifications shall become the permanent property of the City, and shall be delivered to the City upon demand. 24. Release of Reports and Information. Any reports, information, data, or other material is given to, prepared by or assembled by Supplier as part of the work or services under these specifications shall be the property of City, and shall not be made available to any individual or organization by Supplier without the prior written approval of the City. 25. Copies of Reports and Information. If the City requests additional copies of reports, drawings, specifications, or any other material in addition to what Supplier is required to furnish in limited quantities as part of the work or services under these specifications, Supplier shall provide such additional copies as are requested, and City shall compensate Supplier for the costs of duplicating of such copies at the Supplier's direct expense. 26. Insurance. Supplier shall procure and maintain for the duration of the Order insurance that is sufficient in scope and amount to permit Supplier to pay in the ordinary course of business against claims for injuries to persons or damages to property that may arise from or in connection with the performance of the work hereunder by Supplier, its agents, representatives, employees or sub-contractors. Supplier will maintain Workers Compensation insurance at statutory levels covering all employees who perform work under this Order. Additional Public Works Construction Purchase Order Terms & Conditions 1. Compensation for Authorized Additional Expenses. To receive compensation for additional expenses outside the scope of the project work, the Supplier shall obtain prior written authoriza-tion from the City to incur those expenses. Compensa-tion for these addition-al expenses shall include time and materials. 2. Payment Terms. The supplier may request one progress payment each month for work satisfactorily completed and accepted by the City. The City shall issue payment within 30 days. The City shall withhold 10 percent of each progress payment as retention to ensure resolution of any stop notices or liens. The City shall release this retention 35 days after filing a notice of completion. 3. Faithful Performance Bond. The supplier shall furnish a surety bond in the amount of 125 percent of the contract price guaranteeing the faithful performance of the contract, including any attorney's fees or other collection costs. 4. Work in the Right-of-Way or on City Property. For work on City managed property, the supplier/ consultant shall obtain a no-fee encroachment permit. A Traffic Control Plan and Water Pollution Control Plan shall be submitted and approved prior to issuance of the permit unless determined by the City not to be required. 5. Prevailing Wage. The supplier and any subcontractors are required to pay prevailing wage and must be registered with the Department of Industrial Relations pursuant to Section 1725.5 of the Labor Code. 6. Insurance. The supplier shall procure and maintain for the duration of the contract insurance against claims for injuries to persons or dam-ages to property which may arise from or in connection with the performance of the work hereunder by the supplier, its agents, representatives, employees or subs. Minimum Scope of Insurance. Coverage shall be at least as broad as: 4 Purchase Order 622236 Proprietary and Confidential a. Insurance Services Office Commercial General Liability coverage (occurrence form CG 20 10 Prior to 1993 or CG 20 10 07 04 with CG 20 37 10 01 or the exact equivalent as determined by the City). b. Insurance Services Office form number CA 0001 (Ed. 1/87) covering Automobile Liability, code 1 (any auto). c. Workers' Compensation insurance as required by the State of California and Employer's Liability Insurance. Minimum Limits of Insurance. The supplier shall maintain limits no less than: a. General Liability: $1,000,000 per occurrence for bodily injury, personal injury and property damage. If Commercial General Liability or other forms with a general aggregate limit is used, either the general aggregate limit shall apply separately to this project/location or the general aggregate limit shall be twice the required occurrence limit. b. Automobile Liability: $1,000,000 per accident for bodily injury and property damage. c. Employer's Liability: $1,000,000 per accident for bodily injury or disease. d. Deductibles and Self-Insured Retentions. Any deductibles or self-insured retentions must be declared to and approved by the City. At the option of the City, either: the insurer shall reduce or eliminate such deductibles or self-insured retentions as respects the City, its officers, officials, employees, and volunteers; or the supplier shall procure a bond guaranteeing payment of losses and related investigations, claim administration and defense expenses. Other Insurance Provisions. The general liability and automobile liability policies are to contain, or be endorsed to contain, the following provi-sions: a. The City, its officers, officials, employees, agents, and volunteers are to be covered as insureds as respects: liability arising out of activities performed by or on behalf of the supplier; products and completed operations of the supplier; premises owned, occupied or used by the supplier; or automobiles owned leased, hired or borrowed by the supplier. The coverage shall contain no special limitations on the scope of protection afforded to the City, its officers, officials, employees, agents or volunteers. b. For any claims related to this project, the supplier's insurance coverage shall be primary insurance as respects the City, its officers, officials, employees, agents, and volunteers. Any insur-ance or self- insurance maintained by the City, its officers, offi-cials, employees, agents or volunteers shall be excess of the supplier's insurance and shall not contribute with it. c. Any failure to comply with reporting or other provisions of the policies including breaches of warranties shall not affect coverage provided to the City, its officers, officials, employees, agents or volunteers. d. The supplier's insurance shall apply separately to each insured against whom claim is made or suit is brought, except with respect to the limits of the insurer's liability. e. Each insurance policy required by this clause shall be endorsed to state that coverage shall not be suspended, voided, canceled by either party, reduced in coverage or in limits except after thirty (30) days' prior written notice by certified mail, return receipt requested, has been given to the City. Acceptability of Insurers. Insurance is to be placed with insurers with a current A.M. Best's rating of no less than A:VII. Verification of Coverage. The supplier shall furnish the City with a certificate of insurance showing required coverage. Original endorse-ments affecting general liability and automobile liability coverage are also required by this clause. The endorsements are to be signed by a person authorized by that insurer to bind coverage on its behalf. All endorsements are to be received and approved by the City before work commences. Subcontractors. The supplier shall include all subcontractors as insured under its policies or shall furnish separate certifi-cates and endorsements for each subcontractor. All coverages for subcontractors shall be subject to all of the requirements stated herein. 5 Purchase Order 622239 Order Date 08-APR-2025 Change Order 0 Change Order Date 08-APR-2025 Revision 0 Ordered 916.80 USD INCLUDE PURCHASE ORDER NUMBER ON ALL INVOICES & CORRESPONDENCE SEND ALL INVOICES TO AP@SLOCITY.ORG INCLUDE DELIVER TO CITY STAFF CONTACT NAME ON ALL INVOICES Sold To City of San Luis Obispo 990 Palm Street SAN LUIS OBISPO, CA 93401 Supplier SHI International Corp 290 Davidson Ave SOMERSET, NJ 08873SOMERSET Bill To City of San Luis Obispo 990 Palm Street SAN LUIS OBISPO, CA 93401SAN LUIS OBISPO UNITED STATES Ship To 990 Palm Street SAN LUIS OBISPO, CA 93401SAN LUIS OBISPO UNITED STATES Notes USD = US Dollar PO for the attached quote - SHI - Quote 26051147 AXIS Camera Station Customer Account Number Supplier Number Payment Terms Freight Terms FOB Shipping Method 461550 Net 30 Destination Confirm To Deliver To Contact Timothy "Tim" Holt Stephanie Couch Line Item Price Quantity UOM Ordered Taxable 1 SHI - Quote 26051147 AXIS Camera Station 916.80 Supplier Item SHI - Quote 26051147 AXIS Camera Station This line references Document (Contract Purchase Agreement) 800062. Promised 916.80 04/14/2025 Requested 04/14/2025 Requested and Promised Dates correspond to the date of arrival at the Ship-to Location. Line Total 916.80 Total 916.80 1 Purchase Order 622239 Authorized By: 2 We’ve received your order! You should receive an order confirmation soon. Thank you for choosing Dell! View Order Details Dell Purchase ID:2008363222531 Purchase Order:620083 eQuote Number:3000181923228 Purchased On:Oct. 06, 2024 Total (USD):$2,681.50 Company Name:CITY OF SAN LUIS OBISPO Customer Name:LYNN WILWAND Customer Number:2332474 Premier Page Name:CITY OF SAN LUIS OBISPO NASPO ValuePoint 7-15-70-34-003 / WN03AGW Buyer Email:emortens@slocity.org Contract Name:Dell NASPO Computer Equipment PA - California Contract Code:C000001115143 Customer Agreement #:23026 / 7-23-70-55-01 Shipping Group Ship To: SERVICES NETWORK CITY OF SAN LUIS OBISPO 990 PALM ST SAN LUIS OBISPO, CA. 93401-3236 (805) 7817007 Bill To: WILWAND LYNN CITY OF SAN LUIS OBISPO 990 PALM ST SAN LUIS OBISPO, CA. 93401-3236- SAN LUIS OBISPO (805) 7817110 Shipping Method: Free Standard Payment Method Amount Purchase Order $2,681.50 Price Summary Qty Unit Price Subtotal Alienware m16 R2 Gaming Laptop 1 $2,587.99 $2,511.05 Contract Code: C000001115143 Premier Discount −76.94 Subtotal:$2,511.05 Shipping &/or Handling:$0.00 Environmental Fee:$5.00 Non-Taxable Amount:$625.16 Taxable Amount:$1,890.89 Estimated Tax:$165.45 Total (USD):$2,681.50 Need Help? We're here to answer any of your Order Support questions. Contact Us. CONNECT WITH DELL: Please do not reply to this email as it’s auto-generated. Important Notices: Unless you have a separate written agreement that specifically applies to this order, your order is subject to Dell’s Terms of Sale, or, for cloud/as-a-Service offerings, the applicable cloud terms of service available at www.dell.com/offeringspecificterms. Consumers: these terms include a binding consumer arbitration provision. Dell reserves the right to cancel this order in the event of pricing or other errors. All tax quoted by Dell is estimated; final taxes will be listed on the invoice. You should only provide personal data to Dell where strictly required. Where Dell needs to process your personal data in order to fulfill your order, Dell shall only do this in accordance with its legal obligations and in line with the Dell Privacy Statement. Customer agrees to accept delivery of its order within a reasonable amount of time from when the order is shipped. Dell is not responsible for carrier delays, weather, natural disasters or other unforeseeable issues that may impact the delivery of your order after it ships. Customer agrees to accept delivery of its order within a reasonable amount of time from when the order is shipped. Dell Marketing LP. U.S. only. Dell Marketing LP. is located at One Dell Way, Mail Stop 8129, Round Rock, TX 78682 We’ve received your order! You should receive an order confirmation soon. Thank you for choosing Dell! View Order Details Dell Purchase ID:2009562785245 Purchase Order:616768 Purchased On:Nov. 14, 2023 Total (USD):$849.11 Company Name:CITY OF SAN LUIS OBISPO Customer Name:LYNN WILWAND Customer Number:2332474 Created By:emortens@slocity.org Contract Code:C000000181156 Shipping Group Ship To: SERVICES NETWORK CITY OF SAN LUIS OBISPO 990 PALM ST SAN LUIS OBISPO, CA. 93401-3236- SAN LUIS OBISPO (805) 7817007 Bill To: WILWAND LYNN CITY OF SAN LUIS OBISPO 990 PALM ST SAN LUIS OBISPO, CA. 93401-3236- SAN LUIS OBISPO (805) 7817110 Shipping Method: Free Standard Payment Method Amount Net Terms $849.11 Price Summary Qty Unit Price Subtotal XPS 13 9315 1 $809.00 $788.89 Contract Code: C000000181156 Premier Discount −20.11 Subtotal:$788.89 Shipping &/or Handling:$0.00 Environmental Fee:$4.00 Non-Taxable Amount:$150.52 Taxable Amount:$642.37 Estimated Tax:$56.22 Total (USD):$849.11 Need Help? We're here to answer any of your Order Support questions. Contact Us. CONNECT WITH DELL: Please do not reply to this email as it’s auto-generated. Important Notices: Unless you have a separate written agreement that specifically applies to this order, your order is subject to Dell’s Terms of Sale, or, for cloud/as-a-Service offerings, the applicable cloud terms of service available at www.dell.com/offeringspecificterms. Consumers: these terms include a binding consumer arbitration provision. Dell reserves the right to cancel this order in the event of pricing or other errors. All tax quoted by Dell is estimated; final taxes will be listed on the invoice. You should only provide personal data to Dell where strictly required. Where Dell needs to process your personal data in order to fulfill your order, Dell shall only do this in accordance with its legal obligations and in line with the Dell Privacy Statement. Customer agrees to accept delivery of its order within a reasonable amount of time from when the order is shipped. Dell is not responsible for carrier delays, weather, natural disasters or other unforeseeable issues that may impact the delivery of your order after it ships. Customer agrees to accept delivery of its order within a reasonable amount of time from when the order is shipped. Dell Marketing LP. U.S. only. Dell Marketing LP. is located at One Dell Way, Mail Stop 8129, Round Rock, TX 78682 Invoi ce Zoom Video Communications Inc. 55 Almaden Blvd, 6th Floor San J ose, CA 95113 Invoice Date: Invoice #: P ayment Terms: Due Date: Account Number: Currency: Payment Method: Account Information:  Account Legal Name: Sold To Address: Bill To Address: Dec 8, 2023 INV230 562856 Net 30 Jan 7, 20 24 7004340944 USD City of San Luis Obispo CITY OF SAN LUIS OBISPO 990 Palm Street, San Luis Obispo, California 93401 United States 805.781.7526 jerquiag@slocity.org 990 Palm Street, San Luis Obispo, California 93401 United States 805.781.7526 jerquiag@slocity.org Federal Employer ID Number: 611648780 For ACH and Wire Transfer payment: Account Name: Zoom Video Communications, Inc. Bank Name: Wells Fargo Bank Account Number: 30 88920149 Routing Number(WT): 1 21000248 Routing Number(ACH): 1 21042882 SWIFT Code: WFBIUS6S OR send check payment to: Zoom Video Communications, Inc. PO Box 888843 Los Angeles, CA 90 0 888843 Remittance D etails should be sent to: Finance@z oom.us Purchase Order Number: Tax Exempt Certificate ID Z oom W9 Charge Details Charge D escription Subscription Period Subtotal Taxes, Fees & Surcharges Total Charge Name: Zoom One Business P lus US/Canada Annual -- Proration Credit Quantity: 10 Unit Price: $250.0 0 Dec 7, 20 23 - Jan 13, 20 24 $260 .27 $21.0 5 $281.32 Charge Name: Zoom One Business P lus US/Canada Annual -- Proration Quantity: 10 Unit Price: $250.0 0 Dec 7, 20 23 - Jan 13, 20 24 $260.27 $21.73 $282.00 Subtotal $0 .0 0 Total Including Taxes, Fees & Surcharges)$0 .68 Invoice Balance $0 .65 Taxes, Fees & Surcharge Details Charge Name Tax, Fee or Surcharge Name Jurisdiction Charge Amount Tax, Fee or Surcharge Amount Zoom One Business P lus US/Canada Annual FUSF VoIP Federal $260 .27 $11.1 4 Zoom One Business P lus US/Canada Annual Utility Users Tax VoIP City $260 .27 $3.66 Zoom One Business P lus US/Canada Annual Utility Users Tax City $260 .27 $6.25 Zoom One Business P lus US/Canada Annual FUSF VoIP Federal $260 .27 $11.79 Zoom One Business P lus US/Canada Annual Utility Users Tax VoIP City $260 .27 $3.69 Zoom One Business P lus US/Canada Annual Utility Users Tax City $260 .27 $6.25 Total of Taxes, Fees & Surcharges $0.68 Transactions Invoice Total $0.68 Transaction Date Transaction Number Transaction Type Description Applied Amount D ec 25, 2023 IIA12358184 Invoice Item Adjustment $0.0 3 Invoice Balance $0.65 Need help understanding your invoice?Click here Stan dard Pro an d Stan dard Biz are now calle d Zoom One Pro and Zoom One Business. Please n ote that your Services w ill re main the same an d that this name chan ge does not change the price of your curre n t su bscription. Please note ZoomIQ for Sales is now calle d Zoom Reve nu e Accele rator. Your Services w ill remain the same and this n ame change doe s not change your current subscription pricing. Zoom Phone se rvice s provide d by Zoom Voice Communications, In c. Rates, terms an d conditions for Zoom Phone services are set by Zoom Voice Communications, In c Wan t to streamline your ability to pay ou tstanding invoices? Switch over to ACH today w he re you can enter your bank cre de ntials online an d use this for futu re payments. Simply navigate to zoom.us/billing.payme n t click 'Edit' on the Payment M e thod se ction and change you r payment method to ACH. Have qu e stions? Go to zoom.us/billing/contactus to learn more. Invoi ce Zoom Video Communications Inc. 55 Almaden Blvd, 6th Floor San J ose, CA 95113 Invoice Date: Invoice #: P ayment Terms: Due Date: Account Number: Currency: Payment Method: Account Information: Account Legal Name: Sold To Address: Bill To Address: Jan 14, 20 24 INV236201784 Net 30 Feb 13, 20 24 7004340944 USD City of San Luis Obispo CITY OF SAN LUIS OBISPO 990 Palm Street, San Luis Obispo, California 93401 United States 805.781.7526 jerquiag@slocity.org 990 Palm Street, San Luis Obispo, California 93401 United States 805.781.7526 jerquiag@slocity.org Federal Employer ID Number: 611648780 For ACH and Wire Transfer payment: Account Name: Zoom Video Communications, Inc. Bank Name: Wells Fargo Bank Account Number: 30 88920149 Routing Number(WT) 1 21000248 Routing Number(ACH) 1 21042882 SWIFT Code: WFBIUS6S OR send check payment to: Zoom Video Communications, Inc. PO Box 888843 Los Angeles, CA 90 0 888843 Remittance D etails should be sent to: Finance@z oom.us Purchase Order Number: Tax Exempt Certificate ID City Govt Exempt Z oom W9 Charge Details Charge D escription Subscription Period Subtotal Taxes, Fees & Surcharges Total Charge Name: Zoom Phone Monthly Usage - overage fee *For phone detail, please refer to your telephony report under Account Management, Reports, Phone System, and select Charge at the top of the page* Dec 14, 20 23 J an 13, 20 24 $0.0 0 $0.0 0 $0.00 Charge Name: Zoom Phone P ay As You Go Quantity: 1 Unit Price: $0 .0 0 Jan 14, 20 24 Feb 1 3, 20 24 $0.0 0 $0.0 0 $0.00 Charge Name: Webinar 1000 Annual Quantity: 3 Unit Price: $3 ,40 0 .00 Jan 14, 20 24 J an 1 3, 2025 $10,200.0 0 $0.0 0 $10,200.00 Charge Name: Zoom One Business P lus US/Canada Annual Quantity: 10 Unit Price: $270.0 0 Jan 14, 20 24 J an 1 3, 2025 $2,700.0 0 $122.61 $2,822.61 Subtotal $12,90 0 .0 0 Total Including Taxes, Fees & Surcharges)$13,022.61 Invoice Balance $13,022.61 Taxes, Fees & Surcharge Details Charge Name Tax, Fee or Surcharge Name J urisdiction Charge Amount Tax, Fee or Surcharge Amount Zoom Phone Monthly Usage - overage fee FUSF VoIPFederal $0.0 0 $0.0 0 Zoom Phone Monthly Usage - overage fee Utility Users Tax VoIPCity $0.0 0 $0.0 0 Webinar 1000 Annual Utility Users Tax City $10 ,200.0 0 $0.0 0 Zoom Phone P ay As You Go FUSF VoIPFederal $0.0 0 $0.0 0 Zoom Phone P ay As You Go Utility Users Tax VoIPCity $0.0 0 $0.0 0 Zoom One Business P lus US/Canada Annual FUSF VoIPFederal $2,700.0 0 $122.61 Zoom One Business P lus US/Canada Annual Utility Users Tax VoIPCity $2,700.0 0 $0.0 0 Zoom One Business P lus US/Canada Annual Utility Users Tax City $2,700.0 0 $0.0 0 Total of Taxes, Fees & Surcharges $122.61 Need help understanding your invoice?Click here Stan dard Pro an d Stan dard Biz are now calle d Zoom One Pro and Zoom One Business. Please n ote that your Services w ill re main the same an d that this name chan ge does not change the price of your curre n t su bscription. Please note ZoomIQ for Sales is now calle d Zoom Reve nu e Accele rator. Your Services w ill remain the same and this n ame change doe s not change your current subscription pricing. Zoom Phone se rvice s provide d by Zoom Voice Communications, In c. Rates, terms an d conditions for Zoom Phone services are set by Zoom Voice Communications, In c Wan t to streamline your ability to pay ou tstanding invoices? Switch over to ACH today w he re you can enter your bank cre de ntials online an d use this for futu re payments. Simply navigate to zoom.us/billing.payme n t click 'Edit' on the Payment M e thod se ction and change you r payment method to ACH. Have qu e stions? Go to zoom.us/billing/contactus to learn more.